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Correspondence 0001213900-22-077859 from Versus Systems Inc. (VS, VSSYW) (CIK 0001701963) (VS)

Versus Systems Inc. (VS, VSSYW) (CIK 0001701963)
Date: Dec. 6, 2022 · CIK: 0001701963 · Accession: 0001213900-22-077859

AI Filing Summary & Sentiment

File numbers found in text: 333-267896

Date
December 6, 2022
Author
/s/ Matthew Pierce
Form
CORRESP
Company
Versus Systems Inc. (VS, VSSYW) (CIK 0001701963)

Letter

Versus Systems INC.

West Hastings Street

Vancouver BC V6G 3J4 Canada

December 6, 2022

VIA EDGAR

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Re: Versus Systems Inc.

Registration Statement on Form F-1

File No. 333-267896

Ladies and Gentlemen:

Pursuant to Rule 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 Tuesday, December 6, 2022, 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.

Should you have any questions regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige of Pryor Cashman LLP, at (212) 326-0846.

Very truly yours,
/s/ Matthew Pierce

Show Raw Text
CORRESP
1
filename1.htm

Versus
Systems INC.

1558
West Hastings Street

Vancouver
BC V6G 3J4 Canada

December 6, 2022

VIA EDGAR

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Re:  Versus
                                            Systems Inc.

    Registration
                                            Statement on Form F-1

    File
                                            No. 333-267896

Ladies and Gentlemen:

Pursuant
to Rule 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 Tuesday, December 6, 2022, 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.

Should you have any
questions regarding this matter or need any additional information, please contact the Company’s legal counsel, Eric M. Hellige
of Pryor Cashman LLP, at (212) 326-0846.

  Very truly yours,

  /s/ Matthew Pierce

  Matthew Pierce

  Chief Executive Officer

cc:	Eric M. Hellige, Esq.