United States securities and exchange commission logo





                           September 9, 2022

       Long Chen
       Chief Executive Officer
       ZKH Group Limited
       7/F, Tower 4, Libao Plaza, No. 36 Shenbin Road
       Minhang District, Shanghai 201106
       People   s Republic of China

                                                        Re: ZKH Group Limited
                                                            Amendment No. 3 to
Draft Registration Statement on Form F-1
                                                            Submitted August
25, 2022
                                                            CIK No. 0001862044

       Dear Mr. Chen:

             We have reviewed your amended draft registration statement and
have the following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your
response.

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional
       comments.

       Amendment No. 3 to Draft Registration Statement on Form F-1 Submitted
August 25, 2022

       Management's Discussion and Analysis of Financial Condition and Results
of Operations, page
       102

   1.                                                   We have reviewed your
response to comment 2 noting it does not appear to address our
                                                        comment, therefore it
is being reissued. We note from your response that you define
                                                        GMV as a key operating
metric, however it appears that this measure is presenting
                                                        revenue from the
marketplace model on a gross basis even though sales under this model
                                                        are recorded on a net
basis under U.S. GAAP. It appears that this measure attempts
                                                        to substitute an
individually tailored revenue recognition and measurement method for
                                                        those under U.S. GAAP.
Please tell us how you determined that this measure does not
 Long Chen
ZKH Group Limited
September 9, 2022
Page 2
      violate Rule 100(b) of Regulation G.
Liquidity and Capital Resources, page 102

2.    To the extent material, please expand your disclosure to include a
discussion of interest
      rates and their impact on your financial condition, including your
balance sheet. For
      example, given rising rates, describe any resulting impacts on your
inventory, accounts
      payable, long-term debt, or accrued expense balances. Expand your
disclosure to describe
      how you are funding these additional costs.
General

3.    When discussing the Holding Foreign Companies Accountable Act, please
update your
      factual disclosure throughout your filing to discuss the fact that on
August 26, 2022, the
      Public Company Accounting Oversight Board (PCAOB) signed a Statement of
Protocol
      with the China Securities Regulatory Commission and the Ministry of
Finance of the
      People's Republic of China, taking the first step toward opening access
for the PCAOB to
      inspect and investigate registered public accounting firms headquartered
in mainland
      China and Hong Kong.
       You may contact Blaise Rhodes at 202-551-3774 or Angela Lumley at
202-551-3398 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Taylor Beech at 202-551-4515 or Donald Field at 202-551-3680 with any
other
questions.



                                                           Sincerely,
FirstName LastNameLong Chen
                                                           Division of
Corporation Finance
Comapany NameZKH Group Limited
                                                           Office of Trade &
Services
September 9, 2022 Page 2
cc:       Brian V. Breheny, Esq.
FirstName LastName