As filed with the Securities and Exchange Commission on June 2, 2015

Registration No. 333-196108

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 2

TO

FORM S-11

FOR REGISTRATION

UNDER

THE SECURITIES ACT OF 1933

OF SECURITIES OF CERTAIN REAL ESTATE COMPANIES

CNL HEALTHCARE PROPERTIES, INC.

(Exact name of registrant as specified in its governing instruments)

CNL Center at City Commons

450 South Orange Avenue

Orlando, Florida 32801

Telephone: (407) 650-1000

(Address, including zip code, and telephone number, including area code, of the registrant’s principal executive offices)

Stephen H. Mauldin

President and Chief Executive Officer

CNL Healthcare Properties, Inc.

CNL Center at City Commons

450 South Orange Avenue

Orlando, Florida 32801

Telephone: (407) 650-1000

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

Copies to:

Copies to:

Richard E. Baltz

Neil M. Goodman

Arnold & Porter LLP

555 Twelfth Street, NW

Washington, DC 20004-1206

Telephone: (202) 942-5124

Approximate date of commencement of proposed sale to public: As soon as practicable after the registration statement becomes effective.

If any of the securities being registered in this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act, check the following box.  x

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ¨

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.  ¨

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)

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x  (Do not check if a smaller reporting company)	Smaller reporting company	¨

EXPLANATORY NOTE

This Post-Effective Amendment No. 2 to the Form S-11 Registration Statement (Registration No. 333-196108) is filed pursuant to Section 462(d) solely to file the Selected Dealer Agreement as an exhibit to the Registration Statement.

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 36. Financial Statements and Exhibits

(b) The following exhibit is filed as part of the Registration Statement:

Exhibit No.	Description
1.3	Selected Dealer Agreement dated February 25, 2015, among CNL Healthcare Properties, Inc., CNL Securities Corp., CNL Healthcare Corp., CNL Financial Group, LLC and Ameriprise Financial Services, Inc. (Filed herewith.)

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-11 and has duly caused this Post- effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Orlando, State of Florida, on June 2, 2015.

CNL HEALTHCARE PROPERTIES, INC. (Registrant)
By:	/s/ Stephen H. Mauldin
	Stephen H. Mauldin
	Chief Executive Officer and President

Pursuant to the requirements of the Securities Act of 1933, this Post-effective Amendment No. 2 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

Signatures	Title	Date
*	Chairman of the Board and Director	June 2, 2015
James M. Seneff, Jr.
*	Vice Chairman of the Board and Director	June 2, 2015
Thomas K. Sittema
*	Independent Director	June 2, 2015
Michael P. Haggerty
*	Independent Director	June 2, 2015
J. Douglas Holladay
*	Independent Director	June 2, 2015
J. Chandler Martin
/s/ Stephen H. Mauldin Stephen H. Mauldin	President and Chief Executive Officer (Principal Executive Officer)	June 2, 2015
* Kevin R. Maddron	Chief Operating Officer, Chief Financial Officer and Treasurer (Principal Financial Officer)	June 2, 2015
* Ixchell C. Duarte	Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)	June 2, 2015

By his signature set forth below, the undersigned, pursuant to duly authorized powers of attorney filed with the Securities and Exchange Commission, has signed this Post-effective Amendment No. 2 to the Registration Statement on behalf of the persons indicated.

*By:	/s/ Stephen H. Mauldin
	Stephen H. Mauldin. Attorney-in-Fact