**EXHIBIT 31.1**

 

**CERTIFICATIONS**

**Certificationof the Principal Executive Officer**

**(Section 302of the Sarbanes-Oxley Act of 2002)**

 

I, William C. Marsh,Chief Executive Officer and President, certify that:

 

1.     Ihave reviewed this annual report on Form 10-K of Emclaire Financial Corp.;

 

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

 

3.     Basedon my knowledge, the financial statements, and other financial informationincluded in this annual report, fairly present in all material respects, thefinancial condition, results of operations and cash flows of the registrant asof, and for, the periods presented in this annual report;

 

4.     Theregistrant’s other certifying officers and I are responsible for establishingand maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) and internal controls over financial reporting (as defined inExchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant andhave:

 

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

 

(b)           Designed such internalcontrols over financial reporting or caused such internal controls overfinancial reporting to be designed under our supervision, to provide reasonableassurance regarding the reliability of financial reporting and preparation offinancial statements for external purposes in accordance with generallyaccepted accounting principles.

 

(c)           Evaluated theeffectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

 

(d)           Disclosed in thisreport any change in the registrant’s internal control over financial reportingthat occurred during the registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting.

 

5.     Theregistrant’s other certifying officer(s) and I have disclosed, based onour most recent evaluation of internal control over financial reporting, to theregistrant’s auditors and the audit committee of the registrant’s board ofdirectors (or persons performing the equivalent functions):

 

(a)           All significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

 

(b)           Any fraud, whether ornot material, that involves management or other employees who have asignificant role in the registrant’s internal control over financial reporting.

 

Date: March 27, 2009

 
|   | By:    | /s/ William C. Marsh                  |
|--------|--------|---------------------------------------|
|   |   | William C. Marsh                      |
|   |   | Chief Executive Officer and President |

 

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