EXHIBIT 12.2

 

CERTIFICATION

 

I, James Chen, certify that:

 

1.           Ihave reviewed this annual report on Form 20-F/A of Origin Agritech Limited;

 

2.           Basedon my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessaryto make the statements made, in light of the circumstances under which such statements were made, not misleading with respect tothe period covered by this report;

 

3.           Basedon my knowledge, the financial statements, and other financial information included in this report, fairly present in all materialrespects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented inthis report;

 

4.           Thecompany's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (asdefined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange ActRules 13a-15(f) and 15d-15(f)) for the company and have:

 

(a) Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material informationrelating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularlyduring the period in which this report is being prepared;

 

(b) Designed such internal control overfinancial reporting, or caused such internal control over financial reporting to be designed under our supervision, to providereasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for externalpurposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the company'sdisclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controlsand procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any changein the company's internal control over financial reporting that occurred during the period covered by the annual report that hasmaterially affected, or is reasonably likely to materially affect, the company's internal control over financial reporting; and

 

5.           Thecompany's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financialreporting, to the company's auditors and the audit committee of the company's board of directors (or persons performing the equivalentfunctions):

 

(a) All significant deficiencies and materialweaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affectthe company's ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material,that involves management or other employees who have a significant role in the company's internal control over financial reporting.

 

Date: January 9, 2013

 

/s/ James Chen

Name: James Chen

Title: Chief Financial Officer