Exhibit 31.1
CERTIFICATION OF
Co-CHIEF EXECUTIVE OFFICER
I, Charles Hsiao, Chairman & Co-CEO, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q for the three
months ended June 30, 2003 of Impax Laboratories, 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 officers 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) 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 evaluation; and
c) 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 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 officers 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 (or persons performing
the equivalent function):
a) All significant deficiencies and material weaknesses in
the design or operation of internal controls over
financial reporting which are reasonably likely to
adversely affect the registrant's ability to record,
process, summarize, and report financial data; and
b) Any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant's internal controls.
Charles Hsiao, Ph.D.
---------------------------------------
Charles Hsiao, Ph.D.
Chairman and Co-Chief Executive Officer
August 8, 2003
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26
Exhibit 31.1
CERTIFICATION OF
Co-CHIEF EXECUTIVE OFFICER
I, Barry R. Edwards, Chairman & Co-CEO, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q for the three
months ended June 30, 2003 of Impax Laboratories, 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 officers 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) 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 evaluation; and
c) 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 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 officers 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
(or persons performing the equivalent function):
a) All significant deficiencies and material weaknesses in
the design or operation of internal controls over
financial reporting which are reasonably likely to
adversely affect the registrant's ability to record,
process, summarize, and report financial data; and
b) Any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant's internal controls.
Barry R. Edwards
-----------------------------
Barry R. Edwards
Co-Chief Executive Officer
August 8, 2003
-----------------------------
27
Exhibit 31.1
CERTIFICATION OF
CHIEF FINANCIAL OFFICER
I, Cornel C. Spiegler, CFO, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q for the three
months ended June 30, 2003 of Impax Laboratories, 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 officers 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) 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 evaluation; and
c) 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 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 officers 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
(or persons performing the equivalent function):
a) All significant deficiencies and material weaknesses in
the design or operation of internal controls over
financial reporting which are reasonably likely to
adversely affect the registrant's ability to record,
process, summarize, and report financial data; and
b) Any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant's internal controls.
Cornel C. Spiegler
------------------------------
Cornel C. Spiegler
Chief Financial Officer
August 8, 2003
------------------------------