**EXHIBIT 31.2	**

 

CHIEF FINANCIAL OFFICER CERTIFICATION

 

I, Charles Smith, certify that:

 

- I have reviewed this report on Form 10-Q of DYNARESOURCE, INC.

 

- Based on my knowledge, this report does not contain any untrue statement ofa material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered by this report;

 

- Based on my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financial condition, results of operations and cash flowsof the registrant as of, and for, the periods presented in this report;

 

4.      The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controlsand procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e) and internal controls over financial reporting (as definedin Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a)      Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed underour supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is madeknown to us by others within those entities, particularly during the period in which this report is being prepared;

b)      Designed such internal controls over financial reporting, or caused such internal controls over financial reporting to bedesigned under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generally accepted accounting principles;

c)      Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report ourconclusion about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this reportbased on such evaluation;

d)      Disclosed in this report any change to the registrant's internal controls over financial reporting that occurred duringthe registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an report) that has materiallyaffected, or is reasonably likely to materially affect, the registrant's internal controls over financial reporting; and

 

- The registrant’s other certifying officer and I have disclosed, basedon our most recent evaluation of internal controls over financial reporting, to the registrant’s auditors and the audit committeeof registrant’s board of directors (or persons performing the equivalent functions):

 

a)      all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reportingwhich are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financialinformation; and

b)      any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’sinternal controls over financial reporting.

 

 

Date: August 19, 2011

 

/s/ Charles Smith

 

Charles Smith

Chief Financial Officer