UNITED STATES SECURITIES AND EXCHANGE COMMISSION

As filed with the Securities and Exchange Commission on June 27, 2016 Registration No. 001-37757

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Amendment No. 1 to FORM 10

GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

Adient Ltd

(Exact Name of Registrant as Specified in Its Charter)

England and Wales (State or Other Jurisdiction of Incorporation or Organization)

98-1287606 (I.R.S. Employer Identification No.)

1 Fetter Lane London, United Kingdom, EC4A 1BR (Address of Principal Executive Offices)

414-524-1200 (Registrant's telephone number, including area code)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class to be so registered

Name of each exchange on which each class is to be registered

Ordinary Shares, par value ?0.01

New York Stock Exchange

Securities to be registered pursuant to Section 12(g) of the Act: None

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 Securities Exchange Act of 1934, as amended. (Check one):

Large accelerated filer Accelerated filer

Non-accelerated filer (Do not check if a

smaller reporting company)

Smaller reporting company

INFORMATION REQUIRED IN REGISTRATION STATEMENT CROSS-REFERENCE SHEET BETWEEN INFORMATION STATEMENT

AND ITEMS OF FORM 10

Certain information required to be included herein is incorporated by reference to specifically identified portions of the body of the information statement filed herewith as Exhibit 99.1. None of the information contained in the information statement shall be incorporated by reference herein or deemed to be a part hereof unless such information is specifically incorporated by reference.

Item 1. Business.

The information required by this item is contained under the sections of the information statement entitled ``Information Statement Summary,'' ``Risk Factors,'' ``Management's Discussion and Analysis of Financial Condition and Results of Operations,'' ``Business,'' ``Certain Relationships and Related Person Transactions,'' and ``Where You Can Find More Information.'' Those sections are incorporated herein by reference.

Item 1A. Risk Factors.

The information required by this item is contained under the section of the information statement entitled ``Risk Factors.'' That section is incorporated herein by reference.

Item 2. Financial Information.

The information required by this item is contained under the sections of the information statement entitled ``Selected Historical Combined Financial Data of Adient,'' ``Unaudited Pro Forma Condensed Combined Financial Statements,'' and ``Management's Discussion and Analysis of Financial Condition and Results of Operations.'' Those sections are incorporated herein by reference.

Item 3. Properties.

The information required by this item is contained under the section of the information statement entitled ``Business.'' That section is incorporated herein by reference.

Item 4. Security Ownership of Certain Beneficial Owners and Management.

The information required by this item is contained under the section of the information statement entitled ``Security Ownership of Certain Beneficial Owners and Management.'' That section is incorporated herein by reference.

Item 5. Directors and Executive Officers.

The information required by this item is contained under the sections of the information statement entitled ``Management'' and ``Directors.'' Those sections are incorporated herein by reference.

Item 6. Executive Compensation.

The information required by this item is contained under the sections of the information statement entitled ``Compensation Discussion and Analysis'' and ``Executive Compensation.'' Those sections are incorporated herein by reference.

Item 7. Certain Relationships and Related Transactions.

The information required by this item is contained under the sections of the information statement entitled ``Management'' and ``Certain Relationships and Related Person Transactions.'' Those sections are incorporated herein by reference.

Item 8. Legal Proceedings. The information required by this item is contained under the section of the information statement

entitled ``Business--Legal Proceedings.'' That section is incorporated herein by reference.

Item 9. Market Price of, and Dividends on, the Registrant's Common Equity and Related Stockholder Matters.

The information required by this item is contained under the sections of the information statement entitled ``The Separation and Distribution,'' ``Dividend Policy,'' ``Capitalization,'' and ``Description of Adient's Capital Stock.'' Those sections are incorporated herein by reference.

Item 10. Recent Sales of Unregistered Securities. The information required by this item is contained under the sections of the information statement

entitled ``Description of Material Indebtedness'' and ``Description of Adient's Capital Stock--Sale of Unregistered Securities.'' Those sections are incorporated herein by reference.

Item 11. Description of Registrant's Securities to be Registered. The information required by this item is contained under the sections of the information statement

entitled ``The Separation and Distribution,'' ``Dividend Policy,'' and ``Description of Adient's Capital Stock.'' Those sections are incorporated herein by reference.

Item 12. Indemnification of Directors and Officers. The information required by this item is contained under the section of the information statement

entitled ``Description of Adient's Capital Stock--Indemnification of Officers and Directors and Insurance.'' That section is incorporated herein by reference.

Item 13. Financial Statements and Supplementary Data. The information required by this item is contained under the section of the information statement

entitled ``Index to Financial Statements'' and the financial statements referenced therein. That section is incorporated herein by reference.

Item 14. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None.

Item 15. Financial Statements and Exhibits. (a) Financial Statements

The information required by this item is contained under the section of the information statement entitled ``Index to Financial Statements'' and the financial statements referenced therein. That section is incorporated herein by reference.

(b) Exhibits See below. The following documents are filed as exhibits hereto:

Exhibit Number

2.1

Exhibit Description

Form of Separation and Distribution Agreement by and between Johnson Controls and Adient.**

3.1 Form of Memorandum of Association and Amended and Restated Articles of Association of Adient.*

10.1 Form of Transition Services Agreement by and between Johnson Controls and Adient.**

10.2 Form of Tax Matters Agreement by and between Johnson Controls and Adient.**

10.3 Form of Employee Matters Agreement by and between Johnson Controls and Adient.**

10.4 Form of Transitional Trademark License Agreement between Johnson Controls and Adient.**

10.5 Form of Indemnification Agreement (UK) with individual directors and officers.*

10.6 Form of Indemnification Agreement (US) with individual directors and officers.*

10.7 Joint Venture Contract, dated October 22, 1997, between Shanghai Yanfeng Automotive Trim Company, Ltd. and Johnson Controls International, Inc., as amended.

21.1 List of Subsidiaries.*

99.1 Information Statement of Adient Ltd, preliminary and subject to completion, dated June 27, 2016.**

* To be filed by amendment. ** Filed herewith. Filed previously.

SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

Adient Ltd

Date: June 27, 2016

By: /s/ R. Bruce McDonald

Name: R. Bruce McDonald Title: Chairman and Chief Executive Officer

Exhibit 99.1

31MAR201611553105

, 2016

Dear Johnson Controls Shareholder:

On July 24, 2015, we announced plans to separate our Automotive Seating and Interiors businesses from the rest of Johnson Controls by means of a spin-off of a newly formed company named Adient plc, which will contain our automotive seating and interiors businesses. Johnson Controls, the existing publicly traded company, will continue to manage our building efficiency and power solutions businesses. As two distinct publicly traded companies, Johnson Controls and Adient will be better positioned to capitalize on significant growth opportunities and focus resources on their respective businesses and strategic priorities.

To implement the separation, Johnson Controls will transfer its automotive seating and interiors

businesses to Adient, and in return, Adient will issue ordinary shares to Johnson Controls shareholders,

pro rata to their respective holdings. Each Johnson Controls shareholder will receive one Adient

ordinary share for every ten shares of Johnson Controls held as of the close of business on

,

2016, the record date for the distribution. The distribution will generally be taxable to Johnson

Controls shareholders for U.S. federal income tax purposes.

No vote of Johnson Controls shareholders is required for the distribution. You do not need to take any action to receive Adient ordinary shares to which you are entitled as a Johnson Controls shareholder, and you do not need to pay any consideration or surrender or exchange your Johnson Controls shares.

I encourage you to read the attached information statement, which is being provided to all Johnson Controls shareholders who held shares of Johnson Controls on the record date for the distribution. The information statement describes the separation in detail and contains important business and financial information about Adient.

I believe the separation provides tremendous opportunities for our businesses and our shareholders, as we work to continue building long-term shareholder value. We appreciate your continuing support of Johnson Controls, and look forward to your future support of both companies.

Sincerely,

Alex A. Molinaroli Chairman and Chief Executive Officer Johnson Controls

, 2016

Dear Future Adient Shareholder:

I am pleased to welcome you as a future shareholder of Adient, whose ordinary shares we intend to list on the New York Stock Exchange under the symbol ``ADNT.''

Adient is the global leader in automotive seating and interiors. We are an established and trusted partner for all of the world's major automakers, helping them differentiate their vehicles to consumers. We are the largest supplier of seats in the growing China market, with 17 joint ventures and 60 manufacturing locations. With approximately 230 locations in 33 countries and approximately 75,000 employees, Adient will deliver 25 million seating systems used on more than 360 nameplates around the globe.

We intend to outpace the growth of the overall automotive industry by leveraging our advantaged global manufacturing footprint, our unique customer mix and strong relationships, our increased focus on innovation and our experienced management team. Our capabilities will create new growth opportunities within and adjacent to the automotive industry.

At the same time, we will continue to increase profitability through a world-class operating system that is driving leadership in cost, quality, launch execution and customer satisfaction.

Our business is less capital intensive than other automotive companies, increasing our financial flexibility and returns on capital. The combination of operating and financial discipline will result in solid and improving cash flow, allowing us to reduce leverage, pay a dividend and support growth investments. However, the timing, declaration, amount of and payment of any dividends are within the discretion of the Adient board of directors and will depend upon many factors, and, therefore, there is no assurance as to the timing or amount of any such dividends.

We believe our strengths and discipline will translate into an attractive return for you, our shareholders. Our goal is to provide sustainable, top quartile returns versus the automotive peer group.

We invite you to learn more about Adient and our strategic initiatives by reading the attached information statement. We thank you in advance for your support as a future shareholder of Adient.

Sincerely,

R. Bruce McDonald Chairman and Chief Executive Officer Adient

Information contained herein is subject to completion or amendment. A Registration Statement on Form 10 relating to these securities has been filed with the U.S. Securities and Exchange Commission under the U.S. Securities Exchange Act of 1934, as amended.

PRELIMINARY AND SUBJECT TO COMPLETION, DATED JUNE 27, 2016

INFORMATION STATEMENT

Adient Ltd

This information statement is being furnished in connection with the distribution to Johnson Controls shareholders of 100% of the ordinary shares of Adient, which will hold directly and/or indirectly the assets and liabilities associated with Johnson Controls' automotive seating and interiors businesses. To implement the distribution, Johnson Controls will transfer its automotive seating and interiors businesses to Adient, and in return, Adient will issue its ordinary shares to Johnson Controls shareholders, pro rata to their respective holdings. The distribution generally will be taxable to Johnson Controls shareholders for U.S. federal income tax purposes.

For every ten shares of Johnson Controls held of record by you as of the close of business on

, 2016,

the record date for the distribution, you will receive one Adient ordinary share. You will receive cash in lieu of

any fractional Adient ordinary shares that you would have received after application of the above ratio. As

discussed under ``The Separation and Distribution--Trading Before Distribution Date,'' if you sell your Johnson

Controls shares in the ``regular-way'' market after the record date and before the distribution, you also will be

selling your right to receive Adient ordinary shares in connection with the separation. We expect the Adient

ordinary shares to be distributed to you on

, 2016. We refer to the date of the distribution of the Adient

ordinary shares as the distribution date.

No vote of Johnson Controls shareholders is required for the distribution. Therefore, you are not being asked for a proxy, and you are requested not to send Johnson Controls a proxy, in connection with the distribution. You do not need to pay any consideration, exchange or surrender your existing Johnson Controls shares or take any other action to receive your Adient ordinary shares.

On January 24, 2016, Johnson Controls, Inc. entered into an Agreement and Plan of Merger with Tyco International plc and certain other parties named therein. Pursuant to the merger agreement and subject to the terms and conditions set forth therein, an indirect wholly owned subsidiary of Tyco will merge with and into Johnson Controls, Inc., with Johnson Controls, Inc. surviving as an indirect wholly owned subsidiary of Tyco. At the effective time of the merger (or as soon as possible thereafter), Tyco will change its name to ``Johnson Controls plc'' and will trade under the ticker ``JCI.'' It is currently expected that the distribution of Adient ordinary shares will occur after the consummation of this merger, and that the record date for the distribution and the distribution date will be set by the board of directors of Johnson Controls plc following the merger. As a result, former shareholders of both Johnson Controls, Inc. and Tyco who hold shares of the combined company as of the record date will receive Adient ordinary shares in the distribution. References to ``Johnson Controls'' in this information statement therefore refer to Johnson Controls, Inc. prior to the merger and refer to Johnson Controls plc after the merger.

There is no current trading market for Adient ordinary shares, although Adient expects that a limited market, commonly known as a ``when-issued'' trading market, will develop on or shortly before the record date for the distribution, and Adient expects ``regular-way'' trading of Adient ordinary shares to begin on the first trading day following the completion of the distribution. Adient intends to apply to have its ordinary shares authorized for listing on the New York Stock Exchange under the symbol ``ADNT.'' Following the spin-off, Johnson Controls will continue to trade on the New York Stock Exchange under the symbol ``JCI.''

In reviewing this information statement, you should carefully consider the matters described under the caption ``Risk Factors'' beginning on page 20.

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined if this information statement is truthful or complete. Any representation to the contrary is a criminal offense.

This information statement does not constitute an offer to sell or the solicitation of an offer to buy any securities.

This document is not a prospectus within the meaning of the Companies Act 2014 of Ireland, the Prospectus Directive (2003/71/EC) Regulations 2005 of Ireland (as amended) or the Prospectus Rules issued by the Central Bank of Ireland. No offer of shares to the public is made, or will be made, that requires the publication of a prospectus pursuant to Irish prospectus law within the meaning of the above legislation. This document has not been approved or reviewed by or registered with the Central Bank of Ireland or any other competent authority or regulatory authority in the European Economic Area. This document does not constitute investment advice or the provision of investment services within the meaning of the European Communities (Markets in Financial Instruments) Regulations 2007 of Ireland (as amended) or the Markets in Financial Instruments Directive (2004/39/EC). Neither Johnson Controls nor Adient is an authorized investment firm within the meaning of the European Communities (Markets in Financial Instruments) Regulations 2007 of Ireland (as amended) or the Markets in Financial Instruments Directive (2004/39/EC) and the recipients of this document should seek independent legal and financial advice in determining their actions in respect of or pursuant to this document.

The date of this information statement is

, 2016.

This information statement was first mailed to Johnson Controls shareholders on or about

, 2016.

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