<Page>

EXHIBIT 31.2 - CERTIFICATIONS

I, David Lieberman, certify that:

1. I have reviewed this annual report on Form 10-KSB of Dalrada Financial
Corporation (the "Company");

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 circumstances under which such statements were made, not
misleading with respect to the period covered by this report; and

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 Dalrada Financial
Corporation as of, and for, the periods presented in this report.

4. Dalrada Financial Corporation's other certifying officers 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 Dalrada Financial Corporation and have:

      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 Dalrada Financial
      Corporation, including its consolidated subsidiaries, is made known to us
      by others within those entities, particularly during the period in which
      this annual report is being prepared;

      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;

      c) evaluated the effectiveness of Dalrada Financial Corporation'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 period covered by this report based on
      such evaluation; and

      d) disclosed in this report any change in Dalrada Financial Corporation's
      internal control over financial reporting that occurred during Dalrada
      Financial Corporation's fourth fiscal quarter that has materially
      affected, or is reasonably likely to materially affect, Dalrada Financial
      Corporation's internal control over financial reporting;

5. The Dalrada Financial Corporation's other certifying officers and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to Dalrada Financial Corporation's auditors and the audit
committee of Dalrada Financial Corporation's board of directors (or persons
performing the equivalent functions);

      a) all significant deficiencies and material weaknesses in the design or
      operation of internal control over financial reporting which are
      reasonably likely to adversely affect Dalrada Financial Corporation's
      ability to record, process, summarize and report financial data, and

      b) any fraud, whether or not material, that involves management or other
      employees who have a significant role in Dalrada Financial Corporation's
      internal control over financial reporting.

Date: October 13, 2006

/s/ David Lieberman
-----------------------
David Lieberman
Chief Financial Officer