EXHIBIT 31.1  

CERTIFICATION PURSUANT TO RULE 13a-15(e) OR 15d-15(e) OF		THE SECURITIES		

EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF		THE		

SARBANES-OXLEY ACT OF 2002 

		 

I, Godfrey Chin Tong Hui, certify that:

| 1.                               | I have reviewed this annual report on Form					10-KSB of Network CN Inc.;                                                                                                                                                                                                                                                                                                                  |
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| 2.                               | Based on my knowledge, this report does not					contain any untrue statement of a material fact or omit to					state a material fact necessary to make the statements made,					in light of the circumstances under which such statements					were made, not misleading with respect to the year covered					by this report;                                                               |
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| 3.      | Based on my knowledge, the financial					statements, and other financial information included in this					report, fairly present in all material respects the					financial condition, results of operations and cash flows of					the small business issuer as of, and for, the years					presented in this report;                                                                       |
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| 4.      | The small business issuer’s other certifying					officer(s) and I are responsible for establishing and					maintaining disclosure controls and procedures (as defined					in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal					control over financial reporting (as defined in Exchange Act					Rules 13a-15(f) and 15d-15(f)) for the small business issuer					and have: |
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|                             | a)                                                                                                                                                                                                                                                                                                                                                                                         | designed such disclosure controls and					procedures, or caused such disclosure controls and					procedures to be designed under our supervision, to ensure					that material information relating to the small business					issuer, including its consolidated subsidiaries, is made					known to us by others within those entities, particularly					during the year in which this report is being prepared; |
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|                             | b)                                                                                                                                                                                                                                                                                                                                                           | designed such internal control over financial					reporting, or caused such internal control over financial					reporting to be designed under our supervision, to provide					reasonable assurance regarding the reliability of financial					reporting and the preparation of financial statements for					external purposes in accordance with generally accepted					accounting principles; |
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|                             | c)                                                                                                                                                                                                                                                                                                                                                           | evaluated the effectiveness of the small					business issuer’s disclosure controls and procedures and					presented in this report our conclusions about the					effectiveness of the disclosure controls and procedures, as					of the end of the year covered by this report based on such					evaluation; and |
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|                             | d)                                                                                                                                                                                                                                                                                                                                                           | disclosed in this report any change in the					small business issuer’s internal control over financial					reporting that occurred during the small business issuer’s					fourth fiscal quarter that has materially affected, or is					reasonably likely to materially affect, the small business					issuer’s internal control over financial reporting; and |

 

 

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