Exhibit
31.1
CERTIFICATION
PURSUANT TO
RULE
13A-14 OF THE SECURITIES EXCHANGE ACT OF 1934,
AS
ADOPTED PURSUANT TO
SECTION
302 OF THE SARBANES-OXLEY ACT OF 2002
I, M. A.
Gauthier, certify that:
1.I have reviewed this report on Form
10-Q of VSE Corporation (the “Registrant”);
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)) 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 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
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 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.
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Date:
April 30,
2010
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/s/
M. A. Gauthier
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M.
A. Gauthier
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Chief
Executive Officer, President
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and
Chief Operating Officer
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