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CORRESP
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CORRESP

 SKADDEN, ARPS, SLATE, MEAGHER
& FLOM

 PARTNERS

GEOFFREY CHAN *

 SHU
DU *

 ANDREW L. FOSTER *

CHI T. STEVE KWOK *

EDWARD H.P. LAM ◆*

HAIPING LI *

 RORY
MCALPINE ◆

 JONATHAN B. STONE *

PALOMA P. WANG ◆

 ◆
(ALSO ADMITTED IN ENGLAND & WALES)

 * (ALSO
ADMITTED IN NEW YORK)

 世達國際律師事務所

 42/F, EDINBURGH TOWER, THE LANDMARK

15 QUEEN’S ROAD CENTRAL, HONG KONG

  

TEL: (852) 3740-4700

 FAX: (852)
3740-4727

 www.skadden.com

 AFFILIATE OFFICES

——————

BOSTON

 CHICAGO

HOUSTON

 LOS ANGELES

NEW YORK

 PALO ALTO

WASHINGTON, D.C.

 WILMINGTON

——————

BEIJING

 BRUSSELS

FRANKFURT

 LONDON

MUNICH

 PARIS

SÃO PAULO

 SEOUL

SHANGHAI

 SINGAPORE

TOKYO

 TORONTO

 August 15, 2024

VIA EDGAR

 Ms. Inessa Kessman

Mr. Robert Littlepage

 Ms. Marion Graham

Mr. Jeff Kauten

 Division of Corporation Finance

Office of Technology

 U.S. Securities and Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

Re:
 WeRide Inc. (CIK No. 0001867729)

 
 Registration Statement on Form F-1 (File No. 333-281054)

 Dear Ms. Kessman, Mr. Littlepage, Ms. Graham and Mr. Kauten:

On behalf of our client, WeRide Inc., a foreign private issuer organized under the laws of the Cayman Islands (the “Company”),
we submit to the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) this letter setting forth the Company’s response to the comments contained in the Staff’s letter dated
August 14, 2024, on the Company’s registration statement on Form F-1 filed on July 26, 2024. The Staff’s comments are repeated below in bold and are followed by the Company’s
response. We have included page references in the Revised Registration Statement (as defined below) where the language addressing a particular comment appears. Capitalized terms used but not otherwise defined herein have the meanings set forth in
the Revised Registration Statement.

 U.S. Securities and Exchange Commission

August 15, 2024

  Page
 2

 Concurrently with the submission of this letter, the Company is filing herewith amendment no.
2 to the Company’s registration statement on Form F-1 (the “Revised Registration Statement”) including certain exhibits thereto and a free writing prospectus relating to the changes
reflected in the Revised Registration Statement via EDGAR with the Commission.

 The Company respectfully advises the Commission that the
Company plans to request that the Commission declare the effectiveness of the Revised Registration Statement on or about August 20, 2024, and will file the joint acceleration requests (the “Acceleration Requests”) in time
before the requested effective time. The Company would greatly appreciate the Commission’s continuing assistance and support in meeting the proposed timetable for the offering.

Comments in Letter Dated August 14, 2024

Registration Statement on Form F-1 filed July 26, 2024

Corporate History and Structure, page 15

 1. We
note your disclosure that Guangzhou Wenyuan Zhixing Technology Co., Ltd. established wholly-owned subsidiaries in various cities, including Guangzhou, Shenzhen, Wuhan, Nanjing, Beijing, Shanghai, Zhengzhou, Wuxi, Xi’an, Anqing and Chongqing.
Please revise to include these subsidiaries in your organizational chart or advise.

 The Company respectfully advises the Staff that the wholly-owned
subsidiaries of Guangzhou Wenyuan Zhixing Technology Co., Ltd. that were established in the following cities are significant subsidiaries, and have been included in the organizational chart accordingly: (i) Guangzhou (Guangzhou Jingqi
Technology Co., Ltd.); (ii) Shenzhen (Shenzhen Wenyuan Zhixing Intelligent Technology Co., Ltd.); (iii) Nanjing (Wenyuan Suxing (Jiangsu) Technology Co., Ltd.); (iv) Beijing (Wenyuan Jingxing (Beijing) Technology Co., Ltd.); (v) Shanghai (Shanghai
Wenyuan Zhixing Technology Co., Ltd.); and (vi) Wuxi (Wuxi WeRide Intelligent Technology Co., Ltd.). The Company respectfully advises the Staff further that none of the wholly-owned subsidiaries of Guangzhou Wenyuan Zhixing Technology Co., Ltd.
established in Wuhan, Zhengzhou, Xi’an, Anqing and Chongqing is a significant subsidiary under Rule 1-02(w) of Regulation S-X. Therefore, the Company did not
include these entities in the organizational chart.

 2. Please revise to include a brief description of the director nomination rights of Tonyhan
Limited, Yanli Holdings Limited and Alliance Ventures, B.V. Also, disclose that there is no minimum share ownership threshold for these entities to retain their director nomination rights and clarify the circumstances under which these entities
would be entitled to appoint more than two directors.

 In response to the Staff’s comment, the Company has revised the disclosure on pages 15 and
16 of the Revised Registration Statement.

 U.S. Securities and Exchange Commission

August 15, 2024

  Page
 3

 Permissions Required from the PRC Authorities for This Offering, page 17

3. We note your disclosure that you “have completed the filings with the CSRC for this offering and the CSRC published the filing results on
August 25, 2023.” Please disclose that the Company has a one-year period from the date of the published filing results to complete the overseas issuance. Discuss the consequences that will result if
the offering is not completed prior to August 25, 2024. In addition, if your offering does close prior to the August 25, 2024 deadline, discuss whether there is any risk that the CSRC could still object to material changes to the offering
that have occurred since August 25, 2023.

 In response to the Staff’s comment, the Company has revised the disclosure on pages 18, 69 and 70
of the Revised Registration Statement.

 Cash Flows through Our Organization, page 18

4. We note your disclosure that “If our wholly-owned subsidiaries in mainland China realize accumulated
after-tax profits, they may, upon satisfaction of relevant statutory conditions and procedures, pay dividends or distribute earnings to WeRide HongKong Limited. WeRide HongKong Limited, in turn, may transfer
cash to WeRide Inc. through dividends or other distributions. With necessary funds, WeRide Inc. may pay dividends or make other distributions to U.S. investors and service any debt it may have incurred outside of mainland China.” With regard to
this statement, disclose the specific statutory conditions and procedures necessary for your wholly-owned subsidiaries in mainland China to distribute earnings to WeRide HongKong Limited. Disclose if your subsidiaries in mainland China have made any
distributions to entities outside of mainland China.

 In response to the Staff’s comment, the Company has revised the disclosure on page 19 of the
Revised Registration Statement.

 5. We note your table on page 19 shows “Repayment from subsidiaries to WeRide Inc.” Disclose which
subsidiaries provided the repayment and if they are in mainland China.

 In response to the Staff’s comment, the Company has revised the disclosure
on page 20 of the Revised Registration Statement.

 VIE Consolidation Schedule, page 21

6. Please explain the reasons for the elimination of your VIE corporate structure. In doing so, discuss how foreign direct investment in your autonomous
driving technology is permissible under the Foreign Investment Law of the People’s Republic of China. Discuss whether any other non-PRC holding companies controlling PRC operating companies principally
employing autonomous driving technology operate without a VIE structure, and whether the CSRC or any other PRC governmental entity has ever approved the direct foreign ownership of a PRC company developing autonomous driving technology.
Additionally, revise your disclosure under “Regulations,” to disclose how your business is regulated under the Catalog of Industries for Foreign Investment.

 U.S. Securities and Exchange Commission

August 15, 2024

  Page
 4

 In response to the Staff’s comment, the Company has revised the disclosure on pages 21 and 178 of the
Revised Registration Statement. The Company respectfully advises the Staff that it conducted a survey of non-PRC holding companies controlling PRC operating companies principally employing autonomous driving
technology, and identified the following two companies who operate in the autonomous driving business without a VIE structure: (i) Black Sesame International Holding Limited, whose securities are trading on the Stock Exchange of Hong Kong
Limited under stock code 02533; and (ii) Horizon Robotics, who has filed its application proof with the Stock Exchange of Hong Kong Limited. Both of these two companies operate their autonomous driving business without a VIE structure. In
addition, both of the two companies have received filing notices from the CSRC for their initial public offering on the Stock Exchange of Hong Kong Limited, indicating that the CSRC has approved the direct foreign ownership of a PRC company
developing autonomous driving technology.

 Risk Factors

Risks Related to Our Business and Industry, page 34

7. Please add a risk factor that quantifies the total amount of government grants and subsidies for the periods presented and describes any risks related to
these grants and subsidies including if they are withdrawn or result in the imposition of tariffs or other non-tariff trade barriers by other jurisdictions.

In response to the Staff’s comment, the Company has revised the disclosure on pages 48 and 49 of the Revised Registration Statement.

Our business generates and processes a large amount of data..., page 40

8. We note your disclosure that as of the date of the prospectus you are not in possession of more than one million users’ personal information. Please
expand this risk factor to discuss potential regulatory challenges associated with the growth of your business including, but not limited to, becoming subject to a cybersecurity review by the CAC. Also, clarify whether any third parties store this
information on your behalf and, if so, disclose any risks associated with this arrangement.

 In response to the Staff’s comment, the Company has
revised the disclosure on pages 42 and 43 of the Revised Registration Statement.

 The Company respectfully advises the Staff that, on December 28,
2021, the Cyberspace Administration of China, or the CAC, together with certain other PRC governmental authorities, jointly released the Revised Cybersecurity Review Measures, which took effect on February 15, 2022. Pursuant to the Revised
Cybersecurity Review Measures, operators of network platforms that are in possession of more than one million users’ personal information must apply for a cybersecurity review when seeking to list their securities in other countries. The
Company respectfully advises the Staff that the aforementioned requirement of applying for a cybersecurity review only applies in situations where a company is seeking to list its securities in other countries. After this listing is completed, even
if the Company becomes in possession of more than one million users’ personal information, this requirement will not apply, unless the Company seeks to list its securities in countries other than the U.S. and China in the future. As of

 U.S. Securities and Exchange Commission

August 15, 2024

  Page
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the date of this prospectus, the number of users involved in the personal information held by the Company is far less than one million. Therefore, the risk that the Company may become subject to
cybersecurity review due to this offering is remote. However, if the Company plans to list on other foreign stock exchanges in the future, and if by that time the Company possesses more than one million users’ personal information, the Company
will be obligated to apply for a cybersecurity review. The Company has revised the disclosure on page 43 of the Revised Registration Statement to disclose the risks associated with being subject to a cybersecurity review in connection with its
future listing plans.

 We are subject to export control, sanctions, trade policies and similar laws and regulations..., page 50

9. Please provide an analysis supporting your belief that your autonomous driving technology does not implicate any filing requirement with the Committee on
Foreign Investment in the United States and incorporate such analysis into your disclosure.

 In response to the Staff’s comment, the Company has
revised the disclosure on pages 53 and 54 of the Revised Registration Statement.

 China’s M&A Rules and certain other PRC regulations...,
page 66

 10. Clarify, if true, that the consummation of your initial public offering does not conflict with any of the regulations referred to
in this risk factor.

 In response to the Staff’s comment, the Company has revised the disclosure on page 71 of the Revised Registration Statement.

 Management’s Discussion and Analysis of Financial Conditions and Results of Operations Key Components of Results of Operations, page 101

 11. Please provide a product sales table similar to your table on page 111 that also includes information for the six months ended
June 30, 2023 and 2024.

 In response to the Staff’s comment, the Company has revised the disclosure on page 114 of the Revised Registration
Statement.

 Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023, page 108

12. We note your disclosure that product revenue increased primarily due to the increase in the sales of robobuses and robosweepers, partially offset by the
decrease in the sales of robotaxis. Please expand your disclosure to state the underlying reason(s) for the fluctuation in sales of these products.

 In
response to the Staff’s comment, the Company has revised the disclosure on page 114 of the Revised Registration Statement.

 U.S. Securities and Exchange Commission

August 15, 2024

  Page
 6

 13. We note that gross profit margin decreased due to fluctuation of revenue mix with more products with
lower profit margins, like robobuses, sold in the six months ended June 30, 2024. To help investors understand your margins please consider disclosing gross profit margins for each type of product and services sold.

In response to the Staff’s comment, the Company has revised the disclosure on page 115 of the Revised Registration Statement.

Liquidity and Capital Resources, page 117

 14.
You disclose on page 127 that as of June 30, 2024, you had cash and cash equivalents denominated in U.S. dollar amounting to US$10.5 million. However, disclosure on page 118 states you had cash and cash equivalents of US$251.7 million
and that 90% were denominated in U.S. dollars as of June 30, 2024. These two statements appear to contradict each other. Please explain and revise accordingly.

The Company respectfully advises the Staff that:

(i)
 the US$10.5 million represents the cash and cash equivalents denominated in U.S. dollars held by the
Company’s subsidiaries in mainland China. Such cash and cash equivalents in mainland China are exposed to foreign exchange risk;

(ii)
 the US$251.7 million represents the total amount of cash and cash equivalents held by the Company and its
subsidiaries; and

(iii)
 the 90% represents the percentage of the Company and its subsidiaries’ cash, cash equivalents, restricted
cash, time deposits and financial assets at FVTPL that were denominated U.S. dollars as a percentage of all of the Company and its subsidiaries’ cash, cash equivalents, restricted cash, time deposits and financial assets at FVTPL.

 The Company has revised the disclosure on pages 125 and 134 of the Revised Registration Statement.

15. It appears that as of June 30, 2024, 25.4% of your cash and cash equivalents are held in mainland China and that 90% is denominated in U.S.
dollars. Please confirm whether some of your cash and cash equivalents that are denominated in U.S. dollars are held in mainland China banking institution(s).

The Company confirms that some of its cash and cash equivalents denominated in