United States securities and exchange commission logo
October 31, 2023
Dennis O Leary
Chief Executive Officer
DarkPulse, Inc.
815 Walker Street
Suite 1155
Houston, TX 77002
Re: DarkPulse, Inc.
Post-Effective
Amendment No. 1 to Form S-1
Filed October 20,
2023
File No. 333-265401
Dear Dennis O Leary:
We have reviewed your
post-effective amendment and have the following comment.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe a comment applies to your
facts and circumstances
or do not believe an amendment is appropriate, please tell us why in
your response.
After reviewing any amendment to your registration statement and
the information you
provide in response to this letter, we may have additional comments.
Post-Effective Amendment No. 1 to Form S-1 filed October 20, 2023
Business
Global System Dynamics, Inc.
The Business Combination, page 48
1. Please update your
disclosure regarding your business combination with Global System
Dynamics. For example,
you disclose that "the Business Combination is expected to close
in the third calendar
quarter of 2023 but in no event later than August 9, 2023." It appears,
however, that you and
Global System Dynamics, Inc. amended the business combination
agreement in August
2023 to extend the termination date for the business combination to
February 9, 2024.
We remind you that the company and its management are
responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments,
action or absence of
action by the staff.
Dennis O Leary
DarkPulse, Inc.
October 31, 2023
Page 2
Please contact Aliya Ishmukhamedova at 202-551-7519 or Matthew Crispino
at 202-551-
3456 with any other questions.
Sincerely,
FirstName LastNameDennis O Leary
Division of Corporation
Finance
Comapany NameDarkPulse, Inc.
Office of Technology
October 31, 2023 Page 2
cc: Brian Higley
FirstName LastName