CORRESP 1 filename1.htm KWESST Micro Systems Inc.: CORRESP - Filed by newsfilecorp.com

September 10, 2024

VIA EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re: Request for Acceleration - KWESST Micro Systems Inc.

Registration Statement on Form F-3

Filed September 6, 2024

(SEC File No. 333-281960)

Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, KWESST Micro Systems Inc. (the "Company"), respectfully requests that the Commission accelerate the effectiveness of the above-referenced Registration Statement on Form F-3 (File No. 333-281960), and permit said Registration Statement to become effective at 4:00 p.m. (Eastern Time) on September 12, 2024, or as soon thereafter as practicable.

The Company hereby authorizes Richard Raymer, an attorney with our outside legal counsel, Dorsey & Whitney LLP, to orally modify or withdraw this request for acceleration.

Please contact Richard Raymer of Dorsey & Whitney LLP at (416) 367-7388 with any questions with respect to this request.

  Sincerely,
   
  KWESST MICRO SYSTEMS INC.
   
  /s/ Kris Denis
  Kris Denis
  Interim Chief Financial Officer