What is the relationship between Geely and Zeekr?
The company has benefited significantly from Geely Group’s technological capabilities, R&D capabilities, vehicle production and delivery, financial support, and market position. For example, the company has entered into cooperation framework agreements with Geely Group for the manufacturing of ZEEKR 001, ZEEKR 001 FR, and ZEEKR 009 at the ZEEKR Factory and ZEEKR X at the Chengdu Factory. In addition, the company develops its EV models based on Geely Holding’s proprietary SEA, an open-source, pure electric, and modularized platform for BEV development. Furthermore, on April 15, 2022, Zhejiang ZEEKR entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total amount of RMB 9.7 billion, and the company has no outstanding balance as of the date of this prospectus. On November 30, 2022, the company's subsidiary Ningbo Viridi entered into another 10-year loan with Zhejiang Geely Automobile. Manufacturing Co., Ltd. in the total principal amount of RMB 1.6 billion to supplement the company's working capital and the outstanding balance was RMB 1.1 billion as of the date of this prospectus. However, the company cannot assure you that the company will continue to maintain its cooperative relationships with Geely Group in the future. To the extent the company cannot maintain its cooperative relationships with Geely Group at reasonable prices or at all, the company will need to source other business partners to obtain the relevant services, which could result in material and adverse effects to the company's business and results of operations. The company may also need to obtain financing through other means if Geely Group ceases to provide financial support to the company. The company has benefited significantly from Geely Group’s technological capabilities, R&D capabilities, vehicle production and delivery, financial support, and market position. For example, the company has entered into cooperation framework agreements with Geely Group for the manufacturing of certain models at specific factories. In addition, the company develops its EV models based on Geely Holding’s proprietary SEA, an open-source, pure electric, and modularized platform for BEV development. Furthermore, on April 15, 2022, a subsidiary of the company entered into a 10-year loan agreement with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total amount of RMB9.7 billion, and the company has no outstanding balance as of the date of this prospectus. On November 30, 2022, another subsidiary of the company entered into another 10-year loan with Zhejiang Geely Automobile Manufacturing Co., Ltd. in the total principal amount of RMB1.6 billion to supplement its working capital, and the outstanding balance was RMB1.1 billion as of the date of this prospectus. However, the company cannot assure you that it will continue to maintain its cooperative relationships with Geely Group in the future. To the extent the company cannot maintain its cooperative relationships with Geely Group at reasonable prices or at all, the company will need to source other business partners to obtain the relevant services, which could result in material and adverse effects to the company's business and results of operations. The company may also need to obtain financing through other means if Geely Group ceases to provide financial support to the company. As a BEV brand incubated by Geely Group, the company's collaboration with Geely Group and its portfolio brands is crucial to the company's business. To date, the company has collaborated with Geely Group in various key aspects relating to the BEV business, such as research and development, procurement, manufacturing, and logistics, which, among others, allow the company to have a stable supply of industry-leading components. For details of these collaborations, see “Our Relationship with Geely Group.” The company also works with Geely Group’s portfolio brands in areas such as vehicle after-market services. As a BEV brand incubated by Geely Group, the company's collaboration with Geely Group and its portfolio brands is crucial to the company's business. To date, the company has collaborated with Geely Group in various key aspects relating to the BEV business, such as research and development, procurement, manufacturing, and logistics, which, among others, allow the company to have a stable supply of industry-leading components. For details of these collaborations, see “Our Relationship with Geely Group.” The company also works with Geely Group’s portfolio brands in areas such as vehicle after-market services. As a BEV brand incubated by Geely Group, the company's collaboration with Geely Group and its portfolio brands is crucial to its business. To date, the company has collaborated with Geely Group in various key aspects relating to the BEV business, such as research and development, procurement, manufacturing, and logistics, which, among others, allow the company to have a stable supply of industry-leading components. For details of these collaborations, see “Our Relationship with Geely Group.” The company also works with Geely Group’s portfolio brands in areas such as vehicle after-market services. The company has entered into several agreements with Geely Group and may enter into additional agreements with Geely Group in the future. For further information, see “Our Relationship with Geely Group.” Potential conflicts of interest could arise in connection with the resolution of any dispute between Geely Group and the company regarding the terms of the arrangements governing the relationship between the company and Geely Group. For example, so long as Geely Group continues to substantially and deeply collaborate with the company in future operations, the company may not choose to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding the company's contractual rights under the various agreements entered into by Geely Group and the company from time to time. The company has entered into several agreements with Geely Group and may enter into additional agreements with Geely Group in the future. For further information, see “Our Relationship with Geely Group.” Potential conflicts of interest could arise in connection with the resolution of any dispute between Geely Group and the company, regarding the terms of the arrangements governing the relationship between Geely Group and the company. For example, so long as Geely Group continues to substantially and deeply collaborate with the company in future operations, the company may not choose to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding the company's contractual rights under the various agreements entered into by Geely Group and the company from time to time. 12. Provide a description of the sources and availability of raw materials, including a description of whether prices of principal raw materials are volatile. Please also disclose whether and to what extent the company is responsible for the procurement of raw materials under its Cooperation Framework Agreement with Geely. Refer to Item 4.B of Form 20-F. OUR COMPETITIVE STRENGTHS, page 119 Please clarify how the company operates as an "independently-run startup-style company" given its relationship and its directors' affiliations with Geely Auto. Geely Auto’s decisions with respect to company or company's business, including any related party transactions between Geely Auto and company, may be resolved in ways that favor Geely Auto and therefore Geely Auto’s own shareholders, which may not coincide with the interests of company and company's other shareholders. Additionally, Geely Holding is a controlling shareholder of Geely Auto and company is dependent on Geely Holding for the continued use of SEA and the manufacturing of company's BEVs, which are both critical to company's business. The relationship between company and Geely Group may subject company to various risks. In particular, potential conflicts of interest may arise between Geely Group and company in a number of areas, such as disputes around the manufacturing of company's BEVs. company may choose not to bring a legal claim against Geely Group in the event of contractual breaches in consideration of company's close relationship with Geely Group, notwithstanding company's interests. contractual rights under the relevant agreements. company has also historically provided batteries and other components and research and development services to Geely Group. To the extent company cannot maintain its cooperative relationships with Geely Group at reasonable terms, or at all, company will need to source other business partners to obtain the relevant services and other customers for its products and services. Finally, Geely Group may offer products or services that directly compete with company's offerings. The relationship between company Intelligent Technology and Geely Group may subject company Intelligent Technology to various risks. In particular, potential conflicts of interest may arise between Geely Group and company Intelligent Technology in a number of areas, such as disputes around the manufacturing of company Intelligent Technology's battery electric vehicles (BEVs). company Intelligent Technology may choose not to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding company Intelligent Technology's contractual rights under the relevant agreements. company Intelligent Technology has also historically provided batteries and other components and research and development services to Geely Group. To the extent company Intelligent Technology cannot maintain cooperative relationships with Geely Group at reasonable terms, or at all, company Intelligent Technology will need to source other business partners to obtain the relevant services and other customers for its products and services. Finally, Geely Group may offer products or services that directly compete with those of company Intelligent Technology. The inability to maintain a cooperative relationship with Geely Group or if Geely Group does not maintain its cooperation framework agreement with company Intelligent Technology, or if Geely Group competes directly with company Intelligent Technology, company Intelligent Technology's business, growth, and prospects could be materially and adversely affected. The company has entered into several agreements with Geely Group and may enter into additional agreements with Geely Group in the future. For further information, see “Our Relationship with Geely Group.” Potential conflicts of interest could arise in connection with the resolution of any dispute between Geely Group and the company regarding the terms of the arrangements governing the relationship with Geely Group. For example, so long as Geely Group continues to substantially and deeply collaborate with the company in future operations, the company may not choose to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding the company's contractual rights under the various agreements entered into by Geely Group and the company from time to time. The company has entered into several agreements with Geely Group and may enter into additional agreements with Geely Group in the future. For further information, see “Our Relationship with Geely Group.” Potential conflicts of interest could arise in connection with the resolution of any dispute between Geely Group and the company, regarding the terms of the arrangements governing the relationship with Geely Group. For example, so long as Geely Group continues to substantially and deeply collaborate with the company in future operations, the company may not choose to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding the company's contractual rights under the various agreements entered into by Geely Group and the company from time to time. Additionally, Geely Holding is a controlling shareholder of Geely Auto and company Intelligent Technology is dependent on Geely Holding for the continued use of SEA and the manufacturing of its battery electric vehicles (BEVs), which are both critical to its business. The relationship between company Intelligent Technology and Geely Group may subject company Intelligent Technology to various risks. In particular, potential conflicts of interest may arise between Geely Group and company Intelligent Technology in a number of areas, such as disputes around the manufacturing of company Intelligent Technology's battery electric vehicles (BEVs). company Intelligent Technology may choose not to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding company Intelligent Technology's contractual rights under the relevant agreements. company Intelligent Technology has also historically provided batteries and other components and research and development services to Geely Group. To the extent company Intelligent Technology cannot maintain cooperative relationships with Geely Group at reasonable terms, or at all, company Intelligent Technology will need to source other business partners to obtain the relevant services and other customers for its products and services. Finally, Geely Group may offer products or services that directly compete with those of company Intelligent Technology. company Intelligent Technology's inability to maintain a cooperative relationship with Geely Group could adversely affect its business. The company has entered into several agreements with Geely Group and may enter into additional agreements with Geely Group in the future. For further information, see “Our Relationship with Geely Group.” Potential conflicts of interest could arise in connection with the resolution of any dispute between Geely Group and the company. The company, regarding the terms of the arrangements governing its relationship with Geely Group. For example, so long as Geely Group continues to substantially and deeply collaborate with the company in its future operations, the company may not choose to bring a legal claim against Geely Group in the event of contractual breaches in consideration of its close relationship with Geely Group, notwithstanding its contractual rights under the various agreements entered into by Geely Group and the company from time to time. Geely Auto’s decisions with respect to company Intelligent Technology or its business, including any related party transactions between Geely Auto and company Intelligent Technology, may be resolved in ways that favor Geely Auto and therefore Geely Auto’s own shareholders, which may not coincide with the interests of company Intelligent Technology and its other shareholders. Additionally, Geely Holding is a controlling shareholder of Geely Auto and company Intelligent Technology is dependent on Geely Holding for the continued use of SEA and the manufacturing of its BEVs, which are both critical to company Intelligent Technology's business. The relationship between company Intelligent Technology and Geely Group may subject company Intelligent Technology to various risks. In particular, potential conflicts of interest may arise between Geely Group and company Intelligent Technology in a number of areas, such as disputes around the manufacturing of company Intelligent Technology's battery electric vehicles (BEVs). company Intelligent Technology may choose not to bring a legal claim against Geely Group in the event of contractual breaches in consideration of the close relationship with Geely Group, notwithstanding company Intelligent Technology's contractual rights under the relevant agreements. company Intelligent Technology has also historically provided batteries and other components and research and development services to Geely Group. To the extent company Intelligent Technology cannot maintain cooperative relationships with Geely Group on reasonable terms, or at all, company Intelligent Technology will need to source other business partners to obtain the relevant services and other customers for its products and services.
To successfully achieve the company's mission, the company assembled a top-notch management team with diversified yet complementary backgrounds and experiences. The company's management team possesses entrepreneurial spirit, deep automotive and technology sector expertise along with customer-centric operation experience, which are essential to driving the company's future development. The company's co-founder and CEO Conghui An has over 25 years’ experience in multiple executive management positions in Geely Group and accumulated profound industry insights and senior management experience with an excellent track record. In addition to the company, Mr. An has successfully established, developed, and operated both Geely and Lynk&Co, two well-established vehicle brands of Geely Group. The company is guided by its customer-oriented principle to provide customers with service and experience in every aspect of their journey with the company. The company adopts a customer-oriented direct-to-consumer (DTC) sales model with a focus on innovative and interactive engagement with its customers. The company has established extensive customer touchpoints including 18 Centers, 219 Spaces, 29 Delivery Centers, and 40 Houses as of June 30, 2023. In addition, the company closely interacts with customers through building an integrated online and offline customer community to provide a holistic experience that goes beyond the purchase of intelligent battery electric vehicles (BEVs). Within the APP, customers can enjoy one-stop car purchase, charging solutions, financial services, roadside assistance, intelligent car control, online shopping of lifestyle products, social interaction, and seamless communication with the customer services team. The company also holds a variety of offline customer events to nurture a vibrant user community. To successfully achieve the company's mission, the company assembled a top-notch management team with diversified yet complementary backgrounds and experiences. The company's management team possesses entrepreneurial spirit, deep automotive and technology sector expertise along with customer-centric operation experience, which are essential to driving the company's future development. The company's co-founder and CEO Conghui An has over 25 years’ experience in multiple executive management positions in Geely Group and accumulated profound industry insights and senior management experience with an excellent track record. In addition to the company, Mr. An has successfully established, developed, and operated both Geely and Lynk&Co, two well-established vehicle brands of Geely Group. The company is guided by its customer-oriented principle to provide customers with service and experience in every aspect of their journey with the company. The company adopts a customer-oriented DTC sales model with a focus on innovative and interactive engagement with its customers. The company has established extensive customer touchpoints including 18 Centers, 219 Spaces, 29 Delivery Centers, and 40 Houses as of June 30, 2023. In addition, the company closely interacts with customers by building an integrated online and offline customer community to provide a holistic experience that goes beyond the purchase of intelligent BEVs. Within the APP, customers can enjoy one-stop car purchase, charging solutions, financial services, roadside assistance, intelligent car control, online shopping of lifestyle products, social interaction, and seamless communication with the customer services team. The company also holds a variety of offline customer events to nurture a vibrant user community. As a BEV brand incubated by Geely Group, the company's collaboration with Geely Group and its portfolio brands is crucial to the company's business. To date, the company has collaborated with Geely Group in various key aspects relating to the BEV business, such as research and development, procurement, manufacturing, and logistics, which, among others, allow the company to have a stable supply of industry-leading components. For details of these collaborations, see “Item 7. Major Shareholders and Related Party Transactions—7.B. Related Party Transactions.” The company also works with Geely Group’s portfolio brands in areas such as vehicle after-market services. The company's co-founder and CEO Conghui An has over 25 years’ experience in multiple executive management positions in Geely Group and accumulated profound industry insights and senior management experience with an excellent track record. In addition to the company, Mr. An has successfully established, developed, and operated both Geely and Lynk&Co, two well-established vehicle brands of Geely Group. The company is guided by its customer-oriented principle to provide customers with service and experience in every aspect of their journey with the company. The company adopts a customer-oriented DTC sales model with a focus on innovative and interactive engagement with its customers. The company has established extensive customer touchpoints including seven company Centers, 171 company Spaces, 22 company Delivery Centers and one company House as of September 30, 2022. In addition, the company closely interacts with customers through building an integrated online and offline customer community to provide a holistic experience that goes beyond the purchase of intelligent BEVs. Within the company APP, customers can enjoy one-stop car purchase, charging solutions, financial services, roadside assistance, intelligent car control, online shopping of company lifestyle products, social interaction, and seamless communication with the customer services team. The company also holds a variety of offline customer events to nurture a vibrant company user community. The company's customer engagement efforts enable the company to better understand customer needs to be incorporated into future product design, and continuously strengthen customer loyalty and stickiness. 2. The company notes your response to our prior comment 13. Please revise your disclosure to include your response to our comment. Please also address the fact that the company's Director, Co-Founder, and Chief Executive is currently an executive director of Geely and that your Jing Yuan  
Company Intelligent Technology Holding Ltd  
February 13, 2023  
Page 2 The company's Chairman is currently the Chairman of the board of directors of Geely. The company also cannot assure you that Geely Group will continue to provide the company with state-of-the-art tooling, machinery, and other manufacturing equipment. In addition, the company's current customers and business partners may react negatively to the company's spin-off from Geely Auto. Finally, Geely Group may offer products or services that directly compete with the company's offerings. The company's inability to maintain a cooperative relationship with Geely Group or if Geely Group does not provide the company with the necessary machinery and equipment to manufacture the company's vehicles, or if Geely Group competes directly with the company, the company's business, growth, and prospects could be materially and adversely affected. Geely Holding owns “company” and certain other trademarks that company uses in its business. Geely Holding and Zhejiang ZEEKR, which is one of Geely Holding's subsidiaries, have entered into a trademarks license agreement. Pursuant to such agreement, Zhejiang ZEEKR has been granted free, sublicensable, and exclusive licenses relating to “company” and certain other trademarks. The trademarks license agreement may be terminated if, among other things, (i) there is a change of control upon Zhejiang ZEEKR, (ii) Geely Holding or its associates cease to have any equity interests in Zhejiang ZEEKR, or (iii) such termination is otherwise required by applicable laws and regulations. In the event the trademarks license agreement is terminated, company will lose its right to use “company” and certain other material trademarks. Meanwhile, some of the trademarks company is currently using or intends to use in the future may fall beyond the scope of licensed trademarks under such trademarks license agreement. company cannot assure you that the trademarks license agreement will be updated or any supplemental license agreement will be entered into in a timely manner, or at all, by Geely Holding to grant the free, sublicensable, and exclusive license to Zhejiang ZEEKR. If company cannot use “company” and certain other material trademarks, its business, results of operations, and financial condition may be materially and adversely affected. For further information, see “Item 7. Major Shareholders and Related Party Transactions—7.B. Related Party Transactions—Trademarks License Agreement.” Geely Holding owns “ZEEKR” and certain other trademarks that company utilizes in its business. Geely Holding and Zhejiang ZEEKR, which is one of company's subsidiaries, have entered into a trademarks license agreement. Pursuant to such agreement, Zhejiang ZEEKR has been granted free, sublicensable, and exclusive licenses relating to “ZEEKR” and certain other trademarks. The trademarks license agreement may be terminated if, among other things, (i) there is a change of control upon Zhejiang ZEEKR, (ii) Geely Holding or its associates cease to have any equity interests in Zhejiang ZEEKR, or (iii) such termination is otherwise required by applicable laws and regulations. In the event the trademarks license agreement is terminated, company will lose its right to use “ZEEKR” and certain other material trademarks. Meanwhile, some of the trademarks company is currently using or intends to use in the future may fall beyond the scope of licensed trademarks under such trademarks license agreement. company cannot assure you that the trademarks license agreement will be updated or any supplemental license agreement will be entered into in a timely manner, or at all, by Geely Holding to grant the free, sublicensable, and exclusive license to Zhejiang ZEEKR. If company cannot use “ZEEKR” and certain other material trademarks, its business, results of operations, and financial condition may be materially and adversely affected. For further information, see “Our Relationship with Geely Group — Trademarks License Agreement.” Geely Holding owns “ZEEKR” and certain other trademarks that the company uses in its business. Geely Holding and Zhejiang ZEEKR, which is one of the company's subsidiaries, have entered into a trademarks license agreement. Pursuant to such agreement, Zhejiang ZEEKR has been granted free, sublicensable and exclusive licenses relating to “ZEEKR” and certain other trademarks. The trademarks license agreement may be terminated if, among other things, (i) there is a change of control upon Zhejiang ZEEKR, (ii) Geely Holding or its associates cease to have any equity interests in Zhejiang ZEEKR or (iii) such termination is otherwise required by applicable laws and regulation. In the event the trademarks license agreement is terminated, the company will lose its right to use “ZEEKR” and certain other material trademarks, and the company's business, results of operations and financial condition may be materially and adversely affected. For further information, see “Our Relationship with Geely Group — Trademarks License Agreement.” The company takes a lean production approach whereby the company aims to optimize operating efficiency and product quality. Currently, the company's vehicles are manufactured in the ZEEKR Factory. Pursuant to a cooperative contract with Geely Holding in 2021, while Geely Holding is in charge of the manufacturing, the company retains effective oversight of key manufacturing and procurement processes and product quality. The company has assigned a designated team led by senior management to supervise this process. Geely Holding owns “ZEEKR” and certain other trademarks that the company utilizes in its business. Geely Holding and Zhejiang ZEEKR, which is one of the company's subsidiaries, have entered into a trademarks license agreement. Pursuant to such agreement, Zhejiang ZEEKR has been granted free, sublicensable, and exclusive licenses relating to “ZEEKR” and certain other trademarks. The trademarks license agreement may be terminated if, among other things, (i) there is a change of control upon Zhejiang ZEEKR, (ii) Geely Holding or its associates cease to have any equity interests in Zhejiang ZEEKR or (iii) such termination is otherwise required by applicable laws and regulation. In the event the trademarks license agreement is terminated, Zhejiang ZEEKR will lose its right to use “ZEEKR” and certain other material trademarks. Meanwhile, some of the trademarks Zhejiang ZEEKR is currently using or intends to use in the future may fall beyond the scope of licensed trademarks under such trademarks license agreement. Zhejiang ZEEKR cannot assure you that the trademarks license agreement will be updated or any supplemental license agreement will be entered into in a timely manner, or at all, by Geely Holding to grant the free, sublicensable and exclusive license to Zhejiang ZEEKR. If Zhejiang ZEEKR cannot use “ZEEKR” and certain other material trademarks, its business, results of operations and financial condition may be materially and adversely affected. For further information, see “Our Relationship with Geely Group — Trademarks License Agreement.”