DSWL [DESWELL INDUSTRIES] 20-F: TABLE OFNTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND

[TABLE OFNTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND CURRENCY PRESENTATION 3 PART I 3 Item 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT ANDVISORS 3 Item 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 Item 3. KEY INFORMATION 3 Item 4. INFORMATION ON THEMPANY 20 Item 4A. UNRESOLVED STAFFMMENTS 30] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A) I, FRANKI S. F. TSE, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make] [CERTIFICATION OF CHIEF FINANCIAL OFFICER REQUIRED BY RULE 13A-14(A) I, HERMAN WONG, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements] [(2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. Franki S. F. Tse, Chief Executive Officer Herman Wong, Chief Financial Officer EX-13.1 dswl031320f_ex13-1.htm 4 EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, We herebynsent to theorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, (thempany) of our reportsted July 16, 2013, relating to thensolidated financial statements and the effectiveness of thempanys internalntrol over financial reporting appearing in] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, We herebynsent to theorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, (thempany) of our reportted August 2, 2011, relating to thensolidated financial statements which appear in this Form 20-F.]

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XRS [TAL Education] 20-F: FORM 20-F (Mark One) o OR x For

[FORM 20-F (Mark One) o OR x For the fiscal year ended February 28, 2013. OR o For the transition period from to . OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . TAL Education Group N/A Cayman Islands (Jurisdiction] [DEED OF UNDERTAKING 承诺契据 DATED JUNE 24, 2013 年 6 月 24 日 BY 由 BANGXIN ZHANG 张邦鑫 TO 向 TAL EDUCATION GROUP 出具 Deed THIS DEED OF UNDERTAKING (the “ 本承诺契据（ ” 契据 ” ）于 2013 年 6 月 24 日由： BANGXIN ZHANG , with PRC ID card number . 张邦鑫 ，中国身份证号： To 向 TAL EDUCATION GROUP Company ,] [Name Jurisdiction of Subsidiaries: Beijing Huanqiu Zhikang Shidai Education Consulting Co., Ltd. PRC Beijing Xintang Sichuang Education Technology Co., Ltd. PRC Yidu Huida Education Technology (Beijing) Co., Ltd. PRC TAL Education Technology (Beijing) Co., Ltd. PRC TAL Electronic Technology (Shanghai) Co., Ltd PRC TAL Holding Limited (formerly known as “Xueersi International Education Group Limited”) Hong Kong Yidu Technology Group Cayman] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of TAL Education Group; 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,] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form 20-F of TAL Education Group; 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] [.1 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. June 28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 6 a13-4130_1ex13d1.htm EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. June 28, 2013 EX-13.2 7 a13-4130_1ex13d2.htm EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F, Danling SOHO No. 6 Danling Street , Haidian District People’s Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 8 a13-4130_1ex15d1.htm EX-15.1] [15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-172178 on Form S-8 of our reports dated June 28 , 2013, relating to the consolidated financial statements of TAL Education Group, its subsidiaries, its variable interest entities (the “VIEs”) and its VIEs’ subsidiaries (collectively the “Group”), and the effectiveness] [15.3 [Letter Head of Maples and Calder] 12 /F, Danling SOHO No. 6 Danling Street , Haidian District People’s Republic of China Dear Sirs TAL Education Group Yours faithfully Maples and Calder EX-15.3 10 a13-4130_1ex15d3.htm EX-15.3]

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XRS [TAL Education] 20-F: (Original Filing)

[FORM 20-F (Mark One) o OR x For the fiscal year ended February 28, 2013. OR o For the transition period from to . OR o Date of event requiring this shell company report . . . . . . . . . . . . . . . . . . . TAL Education Group N/A Cayman Islands (Jurisdiction] [DEED OF UNDERTAKING 承诺契据 DATED JUNE 24, 2013 年 6 月 24 日 BY 由 BANGXIN ZHANG 张邦鑫 TO 向 TAL EDUCATION GROUP 出具 Deed THIS DEED OF UNDERTAKING (the “ 本承诺契据（ ” 契据 ” ）于 2013 年 6 月 24 日由： BANGXIN ZHANG , with PRC ID card number . 张邦鑫 ，中国身份证号： To 向 TAL EDUCATION GROUP Company ,] [Name Jurisdiction of Subsidiaries: Beijing Huanqiu Zhikang Shidai Education Consulting Co., Ltd. PRC Beijing Xintang Sichuang Education Technology Co., Ltd. PRC Yidu Huida Education Technology (Beijing) Co., Ltd. PRC TAL Education Technology (Beijing) Co., Ltd. PRC TAL Electronic Technology (Shanghai) Co., Ltd PRC TAL Holding Limited (formerly known as “Xueersi International Education Group Limited”) Hong Kong Yidu Technology Group Cayman] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of TAL Education Group; 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,] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form 20-F of TAL Education Group; 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] [.1 (1) (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. June 28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 6 a13-4130_1ex13d1.htm EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. June 28, 2013 EX-13.2 7 a13-4130_1ex13d2.htm EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F, Danling SOHO No. 6 Danling Street , Haidian District People’s Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 8 a13-4130_1ex15d1.htm EX-15.1] [15.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement No. 333-172178 on Form S-8 of our reports dated June 28 , 2013, relating to the consolidated financial statements of TAL Education Group, its subsidiaries, its variable interest entities (the “VIEs”) and its VIEs’ subsidiaries (collectively the “Group”), and the effectiveness] [15.3 [Letter Head of Maples and Calder] 12 /F, Danling SOHO No. 6 Danling Street , Haidian District People’s Republic of China Dear Sirs TAL Education Group Yours faithfully Maples and Calder EX-15.3 10 a13-4130_1ex15d3.htm EX-15.3]

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XRS [TAL Education] 20-F: (Original Filing)

[FORM20-F (Mark One) o OR x For the fiscal year endedFebruary 28, 2013. OR o For the transition period from to . OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . .] [DEED OF UNDERTAKINGTED JUNE 24, 2013 6 24 BY BANGXIN ZHANG TO TAL EDUCATION Deed THIS DEED OF UNDERTAKING (the 2013 6 24 BANGXIN ZHANG , with IDrd number . To TAL EDUCATIONmpany , at 18/F, Hesheng Building 32 Zhongguancun Avenue, Haidian District, Beijing 100080, Peoples Republic of China (the] [Name Jurisdictionof Subsidiaries: Beijing Huanqiu Zhikang Shidai EducationnsultingLtd. Beijing Xintang Sichuang Education TechnologyLtd. Yidu Huida Education Technology (Beijing)Ltd. TAL Education Technology (Beijing)Ltd. TAL Electronic Technology (Shanghai) TAL Limited (formerly known Xueersi International Education Limited) Hong Kong] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain 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] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light] [.1 (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 a13-4130_1ex13d1.htm 6 EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 EX-13.2 a13-4130_1ex13d2.htm 7 EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 a13-4130_1ex15d1.htm 8 EX-15.1] [15.2NSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in the Registration Statement No.333-172178 on FormS-8 of our reportsted June 28 , 2013, relating to thensolidated financial statements of TAL Education, its subsidiaries, its variable interest entities (the VIEs) and its VIEs subsidiaries (collectively the), and the effectiveness of thes internalntrol over] [15.3 [Letter Head of Maples andlder] 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Dear Sirs TAL Education Yours faithfully Maples andlder EX-15.3 a13-4130_1ex15d3.htm 10 EX-15.3]

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XRS [TAL Education] 20-F: FORM20-F (Mark One) o OR x For the

[FORM20-F (Mark One) o OR x For the fiscal year endedFebruary 28, 2013. OR o For the transition period from to . OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . .] [DEED OF UNDERTAKINGTED JUNE 24, 2013 6 24 BY BANGXIN ZHANG TO TAL EDUCATION Deed THIS DEED OF UNDERTAKING (the 2013 6 24 BANGXIN ZHANG , with IDrd number . To TAL EDUCATIONmpany , at 18/F, Hesheng Building 32 Zhongguancun Avenue, Haidian District, Beijing 100080, Peoples Republic of China (the] [Name Jurisdictionof Subsidiaries: Beijing Huanqiu Zhikang Shidai EducationnsultingLtd. Beijing Xintang Sichuang Education TechnologyLtd. Yidu Huida Education Technology (Beijing)Ltd. TAL Education Technology (Beijing)Ltd. TAL Electronic Technology (Shanghai) TAL Limited (formerly known Xueersi International Education Limited) Hong Kong] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain 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] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light] [.1 (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 a13-4130_1ex13d1.htm 6 EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 EX-13.2 a13-4130_1ex13d2.htm 7 EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 a13-4130_1ex15d1.htm 8 EX-15.1] [15.2NSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in the Registration Statement No.333-172178 on FormS-8 of our reportsted June 28 , 2013, relating to thensolidated financial statements of TAL Education, its subsidiaries, its variable interest entities (the VIEs) and its VIEs subsidiaries (collectively the), and the effectiveness of thes internalntrol over] [15.3 [Letter Head of Maples andlder] 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Dear Sirs TAL Education Yours faithfully Maples andlder EX-15.3 a13-4130_1ex15d3.htm 10 EX-15.3]

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HIHO [HIGHWAY] 20-F: (Original Filing)

[TABLE OF CONTENTS Page PART I 2 Item 1. Identity of Directors, Senior Management and Advisers 2 Item 2. Offer Statistics and Expected Timetable 2 Item 3. Key Information 2 Item 4. Information on the Company 17 Item 4.A. Unresolved Staff Comments 33 Item 5. Operating and Financial Review and Prospects 33 Item 6. Directors, Senior Management and Employees 47] [HIGHWAY HOLDINGS LIMITED CERTIFIED TRUE COPY OF A RESOLUTION ADOPTED BY THE DIRECTORS ST THE COMPANY ON THE 21 AMENDMENT OF ARTICLE OF ASSOCIATION IT WAS RESOLVED THAT New Regulation 61 (formerly Regulation 71) of the Company’s Article of Association be amended by deleting the regulation in its entirety and replacing it with the following: “60 (3). Commencing with the] [Long Cheng Industrial Zone General Estate Rental Agreement Contract No. Landlord (Party A): Shenzhen Long Cheng Industry & Trade Industrial Ltd. Tenant (Party B): Nissin Metal and Plastic (Shenzhen) Limited Place of Signing: Long Cheng Industrial Zone Time of Singing: 13th Jul 2012 According to ‘The Contract Law of the People’s Republic of China’ and related rules, in order to] [Long Cheng Industrial Zone General Estate Rental Agreement Contract No. Landlord (Party A): Shenzhen Long Cheng Industry & Trade Industrial Ltd. Tenant (Party B): Shenzhen Dalong Bao An Long Cheng Hi-Lite Electronic Factory Place of Signing: Long Cheng Industrial Zone Time of Singing: 13th Jul 2012 According to ‘The Contract Law of the People’s Republic of China’ and related rules,] [Name of Entity The following is a list of all of this Company’s subsidiaries. However, only the following five subsidiaries are, as of the June 25, 2013, active subsidiaries that conduct operations: Nissin Precision Metal Manufacturing Limited; Kayser Limited; Golden Bright Plastic Manufacturing Company Limited; Hi-Lite Camera Company Limited; and Nissin Metal and Plastic (Shenzhen) Company Limited. Antemat Limited Kayser] [I, Roland W. Kohl, certify that: 1. I have reviewed this annual report on Form 20-F of Highway Holdings Limited; 2. Based on my knowledge, this annual 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] [I, Alan Chan, certify that: 1. 2. 3. 4. (a) (b) (c) (d) 5. (a) (b) Dated: June 28, 2013 Alan Chan Chief Financial Officer] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: June 28, 2013 Roland W. Kohl Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: June 28, 2013 Alan Chan Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-13320, No. 333-10312 and No. 333-132736 on Form S-8 and No. 333-168870 on Form F-3 of our report dated June 28, 2013, relating to the consolidated financial statements as of, and for the year ended March 31, 2013 of Highway Holdings Limited]

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HIHO [HIGHWAY] 20-F: TABLE OF CONTENTS Page PART I 2 Item

[TABLE OF CONTENTS Page PART I 2 Item 1. Identity of Directors, Senior Management and Advisers 2 Item 2. Offer Statistics and Expected Timetable 2 Item 3. Key Information 2 Item 4. Information on the Company 17 Item 4.A. Unresolved Staff Comments 33 Item 5. Operating and Financial Review and Prospects 33 Item 6. Directors, Senior Management and Employees 47] [HIGHWAY HOLDINGS LIMITED CERTIFIED TRUE COPY OF A RESOLUTION ADOPTED BY THE DIRECTORS ST THE COMPANY ON THE 21 AMENDMENT OF ARTICLE OF ASSOCIATION IT WAS RESOLVED THAT New Regulation 61 (formerly Regulation 71) of the Company’s Article of Association be amended by deleting the regulation in its entirety and replacing it with the following: “60 (3). Commencing with the] [Long Cheng Industrial Zone General Estate Rental Agreement Contract No. Landlord (Party A): Shenzhen Long Cheng Industry & Trade Industrial Ltd. Tenant (Party B): Nissin Metal and Plastic (Shenzhen) Limited Place of Signing: Long Cheng Industrial Zone Time of Singing: 13th Jul 2012 According to ‘The Contract Law of the People’s Republic of China’ and related rules, in order to] [Long Cheng Industrial Zone General Estate Rental Agreement Contract No. Landlord (Party A): Shenzhen Long Cheng Industry & Trade Industrial Ltd. Tenant (Party B): Shenzhen Dalong Bao An Long Cheng Hi-Lite Electronic Factory Place of Signing: Long Cheng Industrial Zone Time of Singing: 13th Jul 2012 According to ‘The Contract Law of the People’s Republic of China’ and related rules,] [Name of Entity The following is a list of all of this Company’s subsidiaries. However, only the following five subsidiaries are, as of the June 25, 2013, active subsidiaries that conduct operations: Nissin Precision Metal Manufacturing Limited; Kayser Limited; Golden Bright Plastic Manufacturing Company Limited; Hi-Lite Camera Company Limited; and Nissin Metal and Plastic (Shenzhen) Company Limited. Antemat Limited Kayser] [I, Roland W. Kohl, certify that: 1. I have reviewed this annual report on Form 20-F of Highway Holdings Limited; 2. Based on my knowledge, this annual 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] [I, Alan Chan, certify that: 1. 2. 3. 4. (a) (b) (c) (d) 5. (a) (b) Dated: June 28, 2013 Alan Chan Chief Financial Officer] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: June 28, 2013 Roland W. Kohl Chief Executive Officer] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: June 28, 2013 Alan Chan Chief Financial Officer] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-13320, No. 333-10312 and No. 333-132736 on Form S-8 and No. 333-168870 on Form F-3 of our report dated June 28, 2013, relating to the consolidated financial statements as of, and for the year ended March 31, 2013 of Highway Holdings Limited]

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XRS [TAL Education] 20-F: (Original Filing)

[FORM20-F (Mark One) o OR x For the fiscal year endedFebruary 28, 2013. OR o For the transition period from to . OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . .] [DEED OF UNDERTAKINGTED JUNE 24, 2013 6 24 BY BANGXIN ZHANG TO TAL EDUCATION BANGXIN ZHANG , with IDrd number . To TAL EDUCATIONmpany , at 18/F, Hesheng Building 32 Zhongguancun Avenue, Haidian District, Beijing 100080, Peoples Republic of China (the THIS DEED WITNESSES THAT] [Name Jurisdictionof Subsidiaries: Beijing Huanqiu Zhikang Shidai EducationnsultingLtd. Beijing Xintang Sichuang Education TechnologyLtd. Yidu Huida Education Technology (Beijing)Ltd. TAL Education Technology (Beijing)Ltd. TAL Electronic Technology (Shanghai) TAL Limited (formerly known Xueersi International Education Limited) Hong Kong] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain 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] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light] [.1 (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 a13-4130_1ex13d1.htm 6 EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 EX-13.2 a13-4130_1ex13d2.htm 7 EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 a13-4130_1ex15d1.htm 8 EX-15.1] [15.2NSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in the Registration Statement No.333-172178 on FormS-8 of our reportsted June 28 , 2013, relating to thensolidated financial statements of TAL Education, its subsidiaries, its variable interest entities (the VIEs) and its VIEs subsidiaries (collectively the), and the effectiveness of thes internalntrol over] [15.3 [Letter Head of Maples andlder] 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Dear Sirs TAL Education Yours faithfully Maples andlder EX-15.3 a13-4130_1ex15d3.htm 10 EX-15.3]

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MOBI [SKY-MOBI] 20-F: (Original Filing)

[Title of Each Class Name of Each Exchange on Which Registered American Depositary Shares, each representing eight common shares of par value US$0.00005 per share NASDAQ Global Market NONE (Title of Class) NONE (Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period] [As of June 28, 2013 Wholly-Owned Subsidiaries 1. Sky Network International Limited, a British Virgin Islands company 2. Profit Star Software (HK) Limited, a Hong Kong company 3. Pusida (Beijing) Technologies Co., Ltd., a PRC company 4. Hangzhou Dianneng Technologies Co., Ltd., a PRC company 5. Sky-Mobi Venture Limited, a British Virgin Islands company 6. Hangzhou Tiandian Investment Consulting Co.,] [Certification by the Chief Executive Officer I, Michael Tao Song, certify that: 1. I have reviewed this annual report on Form 20-F of Sky-mobi Limited (the “Company”); 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] [Certification by the Chief Financial Officer I, Carl Yeung, certify that: 1. I have reviewed this annual report on Form 20-F of Sky-mobi Limited (the “Company”); 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] [Certification by the Chief Executive Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Michael Tao Song Chief Executive Officer EX-13.1 5 d561202dex131.htm EX-13.1] [Certification by the Chief Financial Officer (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Carl Yeung Chief Financial Officer EX-13.2 6 d561202dex132.htm EX-13.2] [JINCHENG TONGDA & NEAL 10th Floor, China World Tower, No.1 JianguoMenwai Avenue, Beijing 100004, China Tel : (86-10) 5706-8585 ;Fax : (86-10) 6518-5057, 8515-0267 Sky-mobi Limited 10/F, Building B, United Mansion No. 2, Zijinghua Road Hangzhou, Zhejiang 310014 People’s Republic of China June 28, 2013 Ladies and Gentlemen: Yours faithfully, Jincheng Tongda & Neal Law Firm EX-15.1 7 d561202dex151.htm EX-15.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shanghai, China June 28, 2013 EX-15.2 8 d561202dex152.htm EX-15.2] [28 June, 2013 Sky-mobi Limited 10/F, Building B, United Mansion No. 2, Zijinghua Road Hangzhou, Zhejiang 310013 People’s Republic of China Dear Sirs, Sky-mobi Limited (the “Company”) Annual Report on Form 20-F Yours faithfully, Conyers Dill & Pearman (Cayman) Limited EX-15.3 9 d561202dex153.htm EX-15.3]

By | 2016-04-02T21:43:31+00:00 June 28th, 2013|Categories: Chinese Stocks, MOBI, SEC Original|Tags: , , , , , |0 Comments
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XRS [TAL Education] 20-F: FORM20-F (Mark One) o OR x For the

[FORM20-F (Mark One) o OR x For the fiscal year endedFebruary 28, 2013. OR o For the transition period from to . OR ote of event requiring this shellmpany report . . . . . . . . . . . . . . . . . . .] [DEED OF UNDERTAKINGTED JUNE 24, 2013 6 24 BY BANGXIN ZHANG TO TAL EDUCATION BANGXIN ZHANG , with IDrd number . To TAL EDUCATIONmpany , at 18/F, Hesheng Building 32 Zhongguancun Avenue, Haidian District, Beijing 100080, Peoples Republic of China (the THIS DEED WITNESSES THAT] [Name Jurisdictionof Subsidiaries: Beijing Huanqiu Zhikang Shidai EducationnsultingLtd. Beijing Xintang Sichuang Education TechnologyLtd. Yidu Huida Education Technology (Beijing)Ltd. TAL Education Technology (Beijing)Ltd. TAL Electronic Technology (Shanghai) TAL Limited (formerly known Xueersi International Education Limited) Hong Kong] [I, Bangxin Zhang, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain 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] [12.2 Certification by the Principal Financial Officer I, Joseph Kauffman, certify that: 1. I have reviewed this annual report on Form20-F of TAL Education; 2. Based on my knowledge, this report does notntain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light] [.1 (1) (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 Bangxin Zhang Chairman and Chief Executive Officer EX-13.1 a13-4130_1ex13d1.htm 6 EX-13.1] [13.2 Certification by the Principal Financial Officer (1) The Report fully (2) The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. June28, 2013 EX-13.2 a13-4130_1ex13d2.htm 7 EX-13.2] [15.1 TIANYUAN LAW FIRM 10/F, CPIC Plaza, 28 Fengsheng Lane, Xicheng District Beijing 100032, P. R. China Tel: (8610) 5776-3888; Fax: (8610)5776-3777 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Ladies and Gentlemen: Sincerely yours, Tian Yuan Law Firm EX-15.1 a13-4130_1ex15d1.htm 8 EX-15.1] [15.2NSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Wensent to theorporation by reference in the Registration Statement No.333-172178 on FormS-8 of our reportsted June 28 , 2013, relating to thensolidated financial statements of TAL Education, its subsidiaries, its variable interest entities (the VIEs) and its VIEs subsidiaries (collectively the), and the effectiveness of thes internalntrol over] [15.3 [Letter Head of Maples andlder] 12 /F,nling SOHO No.6nling Street , Haidian District Peoples Republic of China Dear Sirs TAL Education Yours faithfully Maples andlder EX-15.3 a13-4130_1ex15d3.htm 10 EX-15.3]

By | 2016-02-04T07:49:16+00:00 June 28th, 2013|Categories: Chinese Stocks, Webplus ver, XRS|Tags: , , , , , |0 Comments
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