TRQ Turquoise Hill Resources Ltd

Registration No. 333-261156

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM F-10

REGISTRATION STATEMENT

UNDER THE

SECURITIES ACT OF 1933

Suite 3680 - 1 Place Ville Marie,

Montreal, Quebec, H3B 3P2

Canada

(514) 848-1567

(Address and telephone number of Registrant’s principal executive offices)

CT Corporation System

28 Liberty St 42nd Floor

New York, New York 10005

(212) 894-8700

(Name, address and telephone number of agent for service in the United States)

Approximate date of commencement of proposed sale of the securities to the public:

Not applicable

Province of Quebec, Canada

(Principal jurisdiction regulating this offering)

It is proposed that this filing shall become effective (check appropriate box):

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to the home jurisdiction’s shelf prospectus offering procedures, check the following box.  ☐

DEREGISTRATION OF SECURITIES

On November 17, 2021, Turquoise Hill Resources Ltd. (the “Registrant”), filed with the Securities and Exchange Commission a registration statement on Form F-10, Registration No. 333-261156, as amended on January 7, 2022 (the “Registration Statement”) for the sale by the Registrant from time to time of up to an aggregate of US$2,000,000,000 of securities including common shares, preferred shares, debt securities, subscription receipts, warrants, share purchase contracts and units (collectively the “Securities”).

Effective on December 16, 2022, Rio Tinto International Holdings Limited, a company incorporated under the laws of England and Wales (“RTIH”) acquired all of the issued and outstanding common shares of the Registrant that RTIH or its affiliates did not already own, pursuant to an arrangement agreement dated September 5, 2022 (as amended on November 24, 2022) by and among the Registrant, RTIH and Rio Tinto plc, a public limited company incorporated under the laws of England and Wales (the “Parent”), in accordance with a court-approved plan of arrangement (the “Arrangement”) pursuant to Section 195 of the Business Corporations Act (Yukon). As a result of the Arrangement, the Registrant became an indirect wholly owned subsidiary of the Parent.

As a result of the Arrangement, the Registrant has terminated all offerings of securities pursuant to the Registration Statement. This Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister all of the Securities formerly issuable and registered under the Registration Statement and not otherwise sold by the Registrant as of the date that this Post-Effective Amendment No. 1 is filed. The Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such Securities.

AUTHORIZED REPRESENTATIVE

Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, the undersigned has signed this Registration Statement, solely in its capacity as the duly authorized representative of Turquoise Hill Resources Ltd. in the United States on this 16^th day of December, 2022.

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