[TABLE OF CONTENTS PART I 2] [] [] [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 29, 2011, 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] [of the Sarbanes-Oxley Act of 2002 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] [of the Sarbanes-Oxley Act of 2002 I, Alan Chan, certify that: 1. 2. 3. 4. (a) (b) (c) (d) 5. (a) (b) Dated: June 29, 2011 Alan Chan Chief Financial Officer EX-12.2 93 v227181_ex12-2.htm] [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 29, 2011 Roland W. Kohl Chief Executive Officer EX-13.1 94 v227181_ex13-1.htm] [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 29, 2011 Alan Chan Chief Financial Officer EX-13.2 95 v227181_ex13-2.htm] [AGCA, Inc. CONSENT OF INDEPENDENT ACCOUNTANTS 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 29, 2010 relating to the consolidated financial statements as of March 31, 2010 and for the year ended March 31, 2010 of Highway] [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 29, 2011 relating to the consolidated financial statements as of March 31, 2011 and for the year ended March 31, 2011 of] [AGCA, Inc. June 29, 2011 Security and Exchange Commission 100 F Street, N. E. Dear Sirs: HIGHWAY HOLDINGS LIMITED 0001026785 CIK# We have read the information required by Item 16F of Form 20-F dated June 29, 2011 of Highway Holdings Limited, and have the following comments: 1. 2. Yours faithfully, Arcadia, California 735 W. Duarte Road, Suite 203, Arcadia, CA]