Exhibit 99.2 Certification "I, James M. Austin, III, certify, based on my knowledge, that: (i)  The compensation committee of Southern First Bancshares, Inc.
                     has discussed, reviewed, and evaluated with senior risk officers at
                     least every six months during the period beginning on the later of September 14, 2009, or ninety days after the closing date of the agreement between the
                     TARP recipient and Treasury and ending with the last day of the TARP
                     recipient's fiscal year containing that date (the applicable period),
                     the senior executive officer (SEO) compensation plans and the
                     employee compensation plans and the risks these plans pose to
                     Southern First Bancshares, Inc.; (ii)  The compensation committee of Southern First Bancshares, Inc.
                     has identified and limited during the applicable period any features
                     of the SEO compensation plans that could lead SEOs to take
                     unnecessary and excessive risks that could threaten the value of
                     Southern First Bancshares, Inc., and during that same applicable
                     period has identified any features of the employee compensation plans
                     that pose risks to Southern First Bancshares, Inc. and has limited
                     those features to ensure that Southern First Bancshares, Inc. is not
                     unnecessarily exposed to risks; (iii)  The compensation committee has reviewed, at least every six
                     months during the applicable period, the terms of each employee
                     compensation plan and identified any features of the plan that could
                     encourage the manipulation of reported earnings of Southern First
                     Bancshares, Inc. to enhance the compensation of an employee, and has
                     limited any such features; (iv)  The compensation committee of Southern First Bancshares, Inc.
                     will certify to the reviews of the SEO compensation plans and
                     employee compensation plans required under (i) and (iii) above; (v)  The compensation committee of Southern First Bancshares, Inc.
                     will provide a narrative description of how it limited during any
                     part of the most recently completed fiscal year that included a TARP
                     period the features in (A) SEO compensation plans that could lead SEOs to take unnecessary
                     and excessive risks that could threaten the value of Southern First
                     Bancshares, Inc.; (B) Employee compensation plans that unnecessarily expose Southern
                     First Bancshares, Inc. to risks; and (C) Employee compensation plans that could encourage the manipulation
                     of reported earnings of Southern First Bancshares, Inc. to enhance
                     the compensation of an employee; (vi)  Southern First Bancshares, Inc. has required that bonus
                     payments, as defined in the regulations and guidance established
                     under section 111 of EESA (bonus payments), of the SEOs and twenty
                     next most highly compensated employees be subject to a recovery or
                     "clawback" provision during any part of the most recently completed
                     fiscal year that was a TARP period if the bonus payments were based
                     on materially inaccurate financial statements or any other materially
                     inaccurate performance metric criteria; (vii)  Southern First Bancshares, Inc. has prohibited any golden
                     parachute payment, as defined in the regulations and guidance
                     established under section 111 of EESA, to an SEO or any of the next
                     five most highly compensated employees during the period beginning on
                     the later of the closing date of the agreement between the TARP
                     recipient and Treasury or June 15, 2009 and ending with the last day of the TARP recipient's fiscal year
                     containing that date; (viii)  Southern First Bancshares, Inc. has limited bonus payments to
                     its applicable employees in accordance with section 111 of EESA and
                     the regulations and guidance established thereunder during the period
                     beginning on the later of the closing date of the agreement between
                     the TARP recipient and Treasury or June 15, 2009 and ending with the last day of the TARP recipient's fiscal year
                     containing that date; (ix)  The board of directors of Southern First Bancshares, Inc. has
                     established an excessive or luxury expenditures policy, as defined in
                     the regulations and guidance established under section 111 of EESA,
                     by the later of September 14, 2009, or ninety days after the closing date of the agreement between the
                     TARP recipient and Treasury; this policy has been provided to
                     Treasury and its primary regulatory agency; Southern First
                     Bancshares, Inc. and its employees have complied with this policy
                     during the applicable period; and any expenses that, pursuant to this
                     policy, required approval of the board of directors, a committee of
                     the board of directors, an SEO, or an executive officer with a
                     similar level of responsibility were properly approved; (x)  Southern First Bancshares, Inc. will permit a non-binding
                     shareholder resolution in compliance with any applicable Federal
                     securities rules and regulations on the disclosures provided under
                     the Federal securities laws related to


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SEO compensation paid or
                     accrued during the period beginning on the later of the closing date
                     of the agreement between the TARP recipient and Treasury or June 15, 2009 and ending with the last day of the TARP recipient's fiscal year
                     containing that date; (xi)  Southern First Bancshares, Inc. will disclose the amount,
                     nature, and justification for the offering during the period
                     beginning on the later of the closing date of the agreement between
                     the TARP recipient and Treasury or June 15, 2009 and ending
                     with the last day of the TARP recipient's fiscal year containing that
                     date of any perquisites, as defined in the regulations and guidance
                     established under section 111 of EESA, whose total value exceeds
                     $25,000 for any employee who is subject to the bonus payment
                     limitations identified in paragraph (viii); (xii)  Southern First Bancshares, Inc. will disclose whether Southern
                     First Bancshares, Inc., the board of directors of Southern First
                     Bancshares, Inc., or the compensation committee of Southern First
                     Bancshares, Inc. has engaged during the period beginning on the later
                     of the closing date of the agreement between the TARP recipient and
                     Treasury or June 15, 2009 and ending with the last day of the TARP recipient's fiscal year
                     containing that date, a compensation consultant; and the services the
                     compensation consultant or any affiliate of the compensation
                     consultant provided during this period; (xiii)  Southern First Bancshares, Inc. has prohibited the payment of
                     any gross-ups, as defined in the regulations and guidance established
                     under section 111 of EESA, to the SEOs and the next twenty most
                     highly compensated employees during the period beginning on the later
                     of the closing date of the agreement between the TARP recipient and
                     Treasury or June 15, 2009 and ending with the last day of the TARP recipient's fiscal year
                     containing that date; (xiv)  Southern First Bancshares, Inc. has substantially complied
                     with all other requirements related to employee compensation that are
                     provided in the agreement between Southern First Bancshares, Inc. and
                     Treasury, including any amendments; (xv)  Southern First Bancshares, Inc. has submitted to Treasury a
                     complete and accurate list of the SEOs and the twenty next most
                     highly compensated employees for the current fiscal year and the most
                     recently completed fiscal year, with the non-SEOs ranked in
                     descending order of level of annual compensation, and with the name,
                     title, and employer of each SEO and most highly compensated employee
                     identified; and (xvi)  I understand that a knowing and willful false or fraudulent
                     statement made in connection with this certification may be punished
                     by fine, imprisonment, or both. (See, for example, 18 U.S.C. 1001.)"  Date: March 9, 2010
                           
                           
                           By:
                           
                           
                           /s/James M. Austin, IIIJames M. Austin, IIIChief Financial Officer(principal financial and accounting officer)


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