JST Jinpan International Limited

2006 Stock Incentive Plan

(Full title of the plans)

Mark Du

390 Veterans Boulevard

Carlstadt, New Jersey 07072

(Name and address of agent for service)

(201) 460-8778

(Telephone number, including area code, of agent for service)

Copies of all correspondence to:

Joseph Walsh, Esq.
Troutman Sanders LLP
875 Third Avenue

New York, New York 10022
(212) 704-6000

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 2 (this “Post-Effective Amendment”) relates to the registration statement on Form S-8 (File No. 333-140109) (the “Registration Statement”), which was originally filed with the U.S. Securities and Exchange Commission by Jinpan International Limited (the “Registrant”), and became effective on January 19, 2007. Under the Registration Statement, a total of 300,000 common shares, par value of US$0.0045 per share, of the Registrant were registered for issuance pursuant to the Registrant’s 2006 Stock Incentive Plan (the “Plan”). This Post-Effective Amendment is being filed for the sole purpose of deregistering any unissued shares previously registered under the Registration Statement and issuable under the Plan.

On April 18, 2016, the Registrant completed the merger contemplated by agreement and plan of merger, dated January 24, 2016, by and among the Registrant, FNOF E&M Investment Limited (“Parent”) and Silkwings Limited, a wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, Merger Sub was merged with and into the Company (the “Merger”), with the Company surviving the Merger as a direct wholly-owned subsidiary of Parent .

As a consequence of the Merger, the Company has terminated all offerings of its securities under its existing registration statements. In accordance with the undertakings made by the Company in the Registration Statement, the Company is filing this Post-Effective Amendment to remove from registration all securities registered under the Registration Statement that remain unsold as of the date hereof.