EX-31.2 3 v376677_ex31-2.htm EXHIBIT 31.2
Exhibit 31.2
 
Certificate pursuant to Rule 13a-14(a) or 15d-14(a) of Securities Exchange Act of 1934 as adopted pursuant to section 302 of Sarbanes-Oxley Act of 2002-Principal Accounting and Financial Officer
 
I, DeeDee Lowery, certify that:
 
1.             I have reviewed this quarterly report on Form 10-Q of The First Bancshares, Inc.;
 
2. Based on my knowledge, this 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 this report;
 
3. Based on my knowledge, the financial statements, and other financial information included in this 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 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 15d-15(e))and internal  control over financial reporting (as defined in 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 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) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of 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 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 evaluation; and
 
(d) Disclosed in this report any change in the registrant's  internal control over financial reporting that occurred  during the registrant's most recent fiscal quarter (the  registrant's fourth fiscal quarter in the case of an annual  report) that has materially affected, or is reasonably  likely to materially affect, the registrant's internal  control over financial reporting; and
 
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 the 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 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.
 
Date:
May 9, 2014
 
/s/ DeeDee Lowery
 
 
 
DeeDee Lowery, Executive Vice
 
 
 
President and Chief Financial Officer
 
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to The First Bancshares, Inc., and will be retained by The First Bancshares, Inc., and furnished to the Securities and Exchange Commission or its staff upon request.