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TreeHouse Foods, Inc. – ‘10-K’ for 12/31/05 – EX-31.2

On:  Wednesday, 3/29/06, at 11:25am ET   ·   For:  12/31/05   ·   Accession #:  950137-6-3881   ·   File #:  1-32504

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 3/29/06  TreeHouse Foods, Inc.             10-K       12/31/05    8:919K                                   Bowne Boc/FA

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML    710K 
 2: EX-21.1     List of Subsidiaries                                HTML      5K 
 3: EX-23.1     Consent of Independent Registered Accounting Firm   HTML      7K 
 4: EX-24.1     Powers of Attorney                                  HTML     34K 
 5: EX-31.1     Certification per Sarbanes-Oxley Act (Section 302)  HTML     12K 
 6: EX-31.2     Certification per Sarbanes-Oxley Act (Section 302)  HTML     12K 
 7: EX-32.1     Certification per Sarbanes-Oxley Act (Section 906)  HTML      8K 
 8: EX-32.2     Certification per Sarbanes-Oxley Act (Section 906)  HTML      8K 


EX-31.2   —   Certification per Sarbanes-Oxley Act (Section 302)


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  exv31w2  

 

Exhibit 31.2
Certification
I, Dennis F. Riordan, certify that:
  1.   I have reviewed this annual report on Form 10-K of TreeHouse Foods, Inc.;
 
  2.   Based on my knowledge, this annual 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 the circumstances under which such statements were made, not misleading with respect to the period covered by the report;
 
  3.   Based on my knowledge the financial statements, and other financial information included in the annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant, as of, and for, the periods presented in this annual report;
 
  4.   The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15-d-15(e)) for the registrant 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 registrant including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  b.   evaluated the effectiveness of the registrant’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 evaluations; and
 
  c.   disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;
  5.   The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors:
  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 the registrant’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 registrant’s internal control over financial reporting.
         
     
  /s/ Dennis F. Riordan   
  Dennis F. Riordan   
  Senior Vice President and Chief Financial Officer   
 
March 28, 2006

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/29/06DEF 14A
3/28/06
For Period End:12/31/05
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Filing Submission 0000950137-06-003881   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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