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Form 10-Q MARLIN BUSINESS SERVICES For: Sep 30

October 30, 2020 12:27 PM
 
 
 
 
 
Exhibit 31.1
CERTIFICATION
 
REQUIRED BY RULE 13a-14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
 
CERTIFICATION
 
OF CHIEF EXECUTIVE OFFICER
 
 
I, Jeff Hilzinger, certify that:
 
 
1. I
 
have reviewed this quarterly report on Form 10-Q of Marlin Business
 
Services Corp.;
 
 
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 periods 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(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 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
 
periods 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 periods 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(s)
 
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: October 30, 2020
 
/s/
 
Jeff Hilzinger
 
 
Jeff Hilzinger
 
Chief Executive Officer
 
Principal Executive Officer
 
 
 
 
 
 
 
Exhibit 31.2
 
 
CERTIFICATION
 
REQUIRED BY RULE 13a-14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
 
CERTIFICATION
 
OF CHIEF FINANCIAL OFFICER
 
 
I, Michael R. Bogansky, certify
 
that:
 
 
1. I
 
have reviewed this quarterly report on Form 10-Q of Marlin Business
 
Services Corp.;
 
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 periods 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(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 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
 
periods 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 periods 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(s)
 
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: October 30, 2020
 
/s/ Michael R. Bogansky
 
 
Michael R. Bogansky
 
Chief Financial Officer and Senior Vice
 
President
Principal Financial Officer
 
 
 
 
 
 
 
 
Exhibit 32.1
 
 
CERTIFICATION
 
PURSUANT TO
 
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 
In connection
 
with the
 
accompanying Quarterly
 
Report on
 
Form 10-Q of
 
Marlin Business
 
Services Corp.
 
for the
 
quarter ended
September 30, 2020
 
(the “Quarterly Report”),
 
Jeff Hilzinger,
 
as Chief Executive
 
Officer, and
 
Michael R. Bogansky,
 
Chief Financial
Officer of
 
the Company,
 
each hereby
 
certifies, that
 
pursuant to
 
18 U.S.C.
 
Section 1350, as
 
adopted pursuant
 
to Section
 
906 of
 
the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:
 
 
(1) The
 
Quarterly Report fully complies with the requirements of Section 13(a)
 
of the Securities Exchange Act of 1934; and
 
 
(2) The
 
information contained in
 
the Quarterly Report
 
fairly presents, in
 
all material respects,
 
the financial condition
 
and results
of operations of Marlin Business Services Corp.
 
 
Date:
 
October 30, 2020
 
/s/ Jeff Hilzinger
 
 
Jeff Hilzinger
 
Chief Executive Officer
 
(Principal Executive Officer)
 
 
/s/ Michael R. Bogansky
 
Michael R. Bogansky
 
Chief Financial Officer & Senior
 
Vice President
 
(Principal Financial Officer)
 

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