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United States securities and exchange commission logo
March 31, 2022
Lin Wei
Chief Financial Officer
36Kr Holdings Inc.
5-6/F, Tower A1, Junhao Central Park Plaza
No. 10 South Chaoyang Park Avenue
Chaoyang District, Beijing, People s Republic of China, 100026
Re: 36Kr Holdings Inc.
Form 20-F for
Fiscal Year Ended December 31, 2020
Response dated
November 24, 2021
File No. 001-39117
Dear Ms. Wei:
We have reviewed your November 24, 2021 response to our comment
letter 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 these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
November 24, 2021 letter.
Annual Report on Form 20-F for Fiscal Year Ended December 31, 2020
Item 3. Key Information, page 1
1. Please note your
response to comment 1. Please disclose that your contractual
arrangements with the
VIE have not been tested in court. Additionally, please do not
disclose or otherwise
imply that the VIE structure is designed to replicate substantially the
same economic benefits
as would be provided by direct ownership. Instead, please clarify
that this structure
provides contractual exposure to foreign investment in such companies
rather than
replicating. Please revise your disclosure accordingly.
2. We note your response
to comments 2 and 9. Please disclose whether your auditor is
subject to the
determinations announced by the PCAOB on December 16, 2021.
Lin Wei
36Kr Holdings Inc.
March 31, 2022
Page 2
3. We note your response to comment 6. Please disclose the consequences
to you and your
investors if you, your subsidiaries, or the VIEs: (i) do not receive
or maintain required
permissions or approvals, (ii) inadvertently conclude that certain
permissions or approvals
are not required, or (iii) applicable laws, regulations, or
interpretations change and you are
required to obtain such permissions or approvals in the future.
4. Please note we continue to evaluate the consolidating financial
information you proposed
in response to comment 8.
3.D. Risk Factors, page 5
5. We note your response to comment 12. Please disclose to what extent
you believe that
you are compliant with the regulations or policies that have been
issued by the CAC
to date. Additionally, please also update your disclosure to clarify
whether you will be
subject to the cybersecurity regulations that have since went into
effect on February 15
requiring internet companies holding the data of more than 1 million
users to undergo a
network security review before listing overseas.
You may contact Stephen Kim at 202-551-3291 or Doug Jones at
202-551-3309 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Jennie Beysolow at 202-551-8108 or Dietrich King at 202-551-8071 with
any other
questions.
FirstName LastNameLin Wei Sincerely,
Comapany Name36Kr Holdings Inc.
Division of
Corporation Finance
March 31, 2022 Page 2 Office of Trade
& Services
FirstName LastName