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Exhibit 12
CERTIFICATION UNDER SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Ralph Hamers, certify
that:
- I have reviewed this annual
report on Form 20-F of UBS Group AG;
- 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;
- 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 company as of, and for, the
periods presented in this report;
- The company’s other
certifying officer(s) 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 company and have:
- 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 company, 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;
- 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;
- Evaluated the
effectiveness of the company’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
- Disclosed in this report
any change in the company’s internal control over financial reporting
that occurred during the period covered by the annual report that has
materially affected, or is reasonably likely to materially affect, the
company’s internal control over financial reporting; and
- The company’s other
certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company’s
auditors and the audit committee of the company’s board of directors (or
persons performing the equivalent functions):
- 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 company’s ability to record, process, summarize and
report financial information; and
- Any fraud, whether or not
material, that involves management or other employees who have a
significant role in the company’s internal control over financial
reporting.
Date: March 7, 2022
_/s/
Ralph Hamers _______________
Name:
Ralph Hamers
Title:
Group Chief Executive Officer
CERTIFICATION UNDER SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Ralph Hamers, certify
that:
- I have reviewed this annual
report on Form 20-F of UBS AG;
- 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;
- 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 company as of, and for, the
periods presented in this report;
- The company’s other
certifying officer(s) 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 company and have:
- 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 company, 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;
- 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;
- Evaluated the
effectiveness of the company’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
- Disclosed in this report
any change in the company’s internal control over financial reporting
that occurred during the period covered by the annual report that has
materially affected, or is reasonably likely to materially affect, the
company’s internal control over financial reporting; and
- The company’s other
certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company’s
auditors and the audit committee of the company’s board of directors (or
persons performing the equivalent functions):
- 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 company’s ability to record, process, summarize and report financial
information; and
- Any fraud, whether or not
material, that involves management or other employees who have a
significant role in the company’s internal control over financial
reporting.
Date: March 7, 2022
_/s/
Ralph Hamers ___ ______________
Name:
Ralph Hamers
Title:
President of the Executive Board
CERTIFICATION UNDER SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Kirt Gardner, certify
that:
- I have reviewed this annual
report on Form 20-F of UBS Group AG;
- 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;
- 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 company as of, and for, the
periods presented in this report;
- The company’s other
certifying officer(s) 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 company 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 company, 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 company’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 company’s internal control over financial
reporting that occurred during the period covered by the annual report that has
materially affected, or is reasonably likely to materially affect, the
company’s internal control over financial reporting; and
- The company’s other
certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company’s
auditors and the audit committee of the company’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 company’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 company’s internal control over financial reporting.
Date: March 7, 2022
_/s/
Kirt Gardner _________________
Name:
Kirt Gardner
Title:
Group Chief Financial Officer
CERTIFICATION UNDER SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Kirt Gardner, certify
that:
- I have reviewed this annual
report on Form 20-F of UBS AG;
- 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;
- 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 company as of, and for, the
periods presented in this report;
- The company’s other
certifying officer(s) 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 company 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 company, 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 company’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 company’s internal control over financial
reporting that occurred during the period covered by the annual report that has
materially affected, or is reasonably likely to materially affect, the
company’s internal control over financial reporting; and
- The company’s other
certifying officer(s) and I have disclosed, based on our most recent
evaluation of internal control over financial reporting, to the company’s
auditors and the audit committee of the company’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 company’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 company’s internal control over financial reporting.
Date: March 7, 2022
_/s/
Kirt Gardner_ _________
Name:
Kirt Gardner
Title:
Chief Financial Officer