Correspondence 0001013762-23-003473 from Versus Systems Inc. (VS, VSSYW) (CIK 0001701963) (VS)
Versus Systems Inc. (VS, VSSYW) (CIK 0001701963)
Date: Oct. 12, 2023 · CIK: 0001701963 · Accession: 0001013762-23-003473
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File numbers found in text: 333-271771
Letter
VERSUS SYSTEMS INC.
1558 West Hastings Street
Vancouver BC V6G 3J4 Canada
October 12, 2023
VIA EDGAR
Mr. Jeffrey Kauten
Ms. Jan Woo
Securities and Exchange Commission
Division of Corporate Finance
Office of Manufacturing
100 F Street, N.E.
Washington, D.C. 20549
Re: Versus Systems, Inc.
Registration Statement on Form F-1
Filed May 9, 2023
File No. 333-271771
Ladies and Gentlemen:
Pursuant to Rules 460 and 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Versus Systems Inc. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 5:00 p.m., Eastern Time, on Thursday, October 12, 2023, or as soon thereafter as may be practicable.
We acknowledge that a declaration by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
If you have any questions, please do not hesitate to contact Eric M. Hellige at Pryor Cashman LLP, outside counsel to the Company, at ehellige@pryorcashman.com (telephone 212-326-0846).
Very truly
yours,
/s/ Craig
Finster
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filename1.htm
VERSUS
SYSTEMS INC.
1558 West Hastings
Street
Vancouver BC V6G
3J4 Canada
October 12, 2023
VIA EDGAR
Mr. Jeffrey Kauten
Ms. Jan Woo
Securities and Exchange Commission
Division of Corporate Finance
Office of Manufacturing
100 F Street, N.E.
Washington, D.C. 20549
Re: Versus Systems, Inc.
Registration
Statement on Form F-1
Filed May 9, 2023
File No. 333-271771
Ladies and Gentlemen:
Pursuant
to Rules 460 and 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Versus
Systems Inc. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”)
be declared effective at 5:00 p.m., Eastern Time, on Thursday, October 12, 2023, or as soon thereafter as may be practicable.
We
acknowledge that a declaration by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant
to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect
to the Registration Statement. We further acknowledge that such a declaration of effectiveness does not relieve the Company from our
full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. We understand that we may not assert
staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United States.
If
you have any questions, please do not hesitate to contact Eric M. Hellige at Pryor Cashman LLP, outside counsel to the Company, at ehellige@pryorcashman.com
(telephone 212-326-0846).
Very truly
yours,
/s/ Craig
Finster
Craig Finster
Chief Financial Officer
cc:
Eric M. Hellige, Esq.