BONA Bona Film Grp. Limited ADS (MM)

2009 Stock Incentive Plan

2010 Stock Incentive Plan

(Full Title of the Plan)

Law Debenture Corporate Services Inc.
400 Madison Avenue, 4th Floor
New York, New York 10017
+1 (212) 750-6474

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Chris K.H. Lin, Esq.

Daniel Fertig, Esq.

Simpson Thacher & Bartlett

c/o 35th Floor, ICBC Tower

3 Garden Road, Central

Hong Kong

Tel: +852-2514-7600

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 the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

DEREGISTRATION OF SECURITIES

Bona Film Group Limited (“Bona” or the “Registrant”) is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to deregister all unsold securities originally registered by the Registrant pursuant to its Registration Statement on Form S-8 filed with the Securities and Exchange Commission (the “Commission”) on June 3, 2011, File No. 333-174698 (the “Registration Statement”), with respect to ordinary shares of the Registrant, par value US$0.0005 per share (the “Ordinary Shares”), thereby registered for offer or sale pursuant to Bona’s 2009 Stock Incentive Plan and 2010 Stock Incentive Plan (collectively, the “Plans”). A total of 5,619,813 ordinary shares were initially registered for issuance under the Registration Statement.

On December 15, 2015, the Registrant entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Mountain Tiger International Limited (“Parent”) and Mountain Tiger Limited (“Merger Sub”), a wholly-owned subsidiary of Parent. On March 4, 2016, at an extraordinary general meeting, the shareholders of the Registrant voted to adopt the Merger Agreement and the transactions contemplated thereby. On April 8, 2016 (the “Effective Time”), pursuant to the Merger Agreement, Merger Sub was merged with and into the Registrant (the “Merger”), with the Registrant continuing as the surviving corporation and a wholly-owned subsidiary of Parent. Upon completion of the Merger, the Registrant became a privately-held company.

As a result of the Merger, the Registrant has terminated all offerings of its securities pursuant to the Registration Statement. The Registrant hereby removes from registration, by means of this Post-Effective Amendment, any and all of the securities registered under the Registration Statement that remained unsold as of the Effective Time.