[TABLE OF CONTENTS Page INTRODUCTION 3 FINANCIAL STATEMENTS AND CURRENCY PRESENTATION 3 PART I 3 Item IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS 3 Item 2 OFFER STATISTICS AND EXPECTED TIMETABLE 3 Item 3. KEY INFORMATION 3 Item INFORMATION ON THE COMPANY 20 Item UNRESOLVED STAFF COMMENTS 31 Item OPERATING AND FINANCIAL REVIEW AND PROSPECTS 31 Item DIRECTORS, SENIOR MANAGEMENT] [CERTIFICATION OF CHIEF EXECUTIVE OFFICER REQUIRED BY RULE 13A-14(A) I, EDWARD SO KIN CHUNG, certify that: 1. I have reviewed this Annual Report on Form 20-F of Deswell Industries, 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,] [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, 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] [(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Edward So Kin Chung, Chief Executive Officer Herman Wong Chief Financial Officer EX-13.1 4 dswl031420f_ex13-1.htm EX-13.1] [CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Deswell Industries, Inc. We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (File Nos. 333-110236, 333-130738, 333-147790 and 333-171314) of Deswell Industries, Inc. (the “Company”) of our reports dated July 11, 2014, relating to the consolidated financial statements and the effectiveness of the Company’s internal control over]