SecProbe.io

July 29, 2024
George Athanasiadis
Chief Executive Officer
Eco Bright Future, Inc.
World Trade Center El Salvador
Calle El Mirador, 87 Ave Norte
San Salvador, El Salvador
Re:Eco Bright Future, Inc.
Amendment No. 1 to Registration Statement on Form 10
Filed July 11, 2024
File No. 000-56658
Dear George Athanasiadis:
            We have reviewed your filing and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response and any amendment you may file in response to this letter,
we may have additional comments.
Amendment No. 1 to Registration Statement on Form 10
General
Refer to your response to prior comments 2 and 3. We note that you updated your
"Present Operations" section to explain that your crypto assets do not meet the Howey test
and are therefore not "securities" within the meaning of Section 2(a)(1) of the Securities
Act. Please revise this section to describe the policies and procedures that you followed to
lead to that conclusion and the policies and procedures you will be using moving forward.
Additionally, please expand your risk factor on page 6 to have a more fulsome discussion
of the risks and limitations of your internal policies and procedures to determine whether
the crypto assets and crypto-asset related services and products you offer or intend to offer
are “securities” within the meaning of Section 2(a)(1). Also, please provide us with a
more detailed analysis regarding whether the crypto assets, and crypto-asset related
services and products you offer or intend to offer are "securities" within the meaning of
Section 2(a)(1) of the Securities Act. In this regard, we note your response that you 1.

July 29, 2024
Page 2
believe that "[y]our Tokenization process and current plans for exchanging digital assets
do not currently meet the Howey Test as the current items planned to be tokenized are
commodities." Please be advised that because an underlying asset is a commodity does
not mean that the crypto asset itself is not part of an investment contract.
2.Refer to your response to comment 4. Please provide us with a summary of your analysis
that led to your conclusion that you are not an investment company under the Investment
Company Act of 1940.
3.Please revise to provide a definition of the term "tokenization" as used in your registration
statement, and provide a materially complete description of the tokenization process, and,
if applicable, your tokenization platform(s). Clarify which of your existing projects
involve tokenization as defined in the registration statement, and, to the extent your
projects differ, please describe the differences.
4.Please revise throughout to clarify which products and services have been developed,
which are currently under development and which your are planning to develop but have
not yet begun development. For example, please disclose the phase of development of
each of your products and services in the UAE, Tunisia, El Salvador, Thailand, Indonesia
and Guatemala.
Business
Present Operations, page 1
5.Please revise your disclosure on page 2 to clarify what mean by your statement that you
are "building an open source platform and developer infrastructure which enables
everyone to access and participate in the global economy and Real-World Assets(RWA)
tokenization."
6.Refer to your response to prior comments 8 and 11. We note your revised disclosure on
page 2 that you "built a digital sugar exchange that has been tested and used in Dubai
(UAE)." Please revise to include disclosure that describes the digital sugar exchange that
you have developed, including, for example, disclosure regarding  (i) whether the digital
sugar exchange is still operating in Dubai, as we note your disclosure on page 4 that you
plan to apply for licensing in the UAE, (ii) the mechanics of how you mint the tokens and
how the tokens are exchanged on your blockchain and platform, (iii) a description of the
information provided on your platform, (iv) a detailed description of the tokenized Sugar
Warrants that addresses the risks and characteristics of the Sugar Warrants and the rights
of the Sugar Warrant holders, (v) a description of the TradeFlow UAE auditing software
that is discussed in your June 18, 2024 letter, (v) a discussion of how you earn revenues
from your sugar exchange platform and the minting of the Sugar Warrants and (vi) and
your ongoing role in the operation of the sugar exchange platform. In addition, your June
18, 2024 letter states that you "issued a Digital Sugar Warrant for the same volume
secured by a paper warrant." In addition, disclose how the tokenized Sugar Warrant is
secured by the paper warrant, disclose whether you or Al Khaleej Sugar has insurance for
the underlying assets of the Sugar Warrants and, if so, describe the degree to which such
insurance protects the underlying assets.
Refer to your response to prior comment 8. We note that you have developed a
proprietary blockchain, and it appears that this "blockchain assists the [Tunisian]
government in interfacing with a top telecom operator in Tunsia (TOPNET)." Please 7.

July 29, 2024
Page 3
revise to describe how the blockchain operates, whether the universa blockchain is
permissioned and your role in its operation, the crypto assets that the blockchain supports,
how you earn revenues in connection with the proprietary blockchain, and the specific
blockchain application that you provide to the Tunsinian government. In addition, we note
your disclosure that the "Tunisian Government is also looking at other implementations of
the universa blockchain throughout the country as they experience the efficiency and
organization universa blockchain provides." Please revise to clarify that there is no
guarantee that the Tunsinian government will purchase additional products or services
from you. Also disclose whether this is the same blockchain that you use for all of your
planned projects, including those already developed or currently in development.
8.Refer to your response to prior comment 9. We note that your amendment includes a
discussion on how you plan to raise capital and what your plans are if you raise
$25,000,000. Please revise to disclose what your growth strategy will be at different
amounts if you raise an amount lower than $25,000,000.
9.Refer to your response to prior comment 10 that your plan for the creation of crypto asset
wallets is "to create infrastructure solutions for large corporate and government customers
in which end-users can use [y]our digital infrastructure to securely transfer their rights to
digital assets from one wallet to another." Please revise to describe in greater detail the
"infrastructure solutions" you create and the "end-users" that can use your "digital
infrastructure." We note your response that "your platform allows end customers to create
and store private keys on their computer without transferring them to the system" and
"that the digital assets themselves are not stored within [y]our digital infrastructure."
Please clarify whether you intend to develop and offer crypto asset wallets that can hold
the tokens you mint and clarify what you mean by "wallet activities."
10.Refer to your response to prior comments 8, 11 and 12. We note your disclosure regarding
"your involvement . . . in digital asset tokenization." Please revise your registration
statement to describe the characteristics of any tokens that you have minted or plan to
mint, including the rights of the token holders, how many tokens you have minted to date,
how you conduct your AML/KYC procedures, whether you provide wallets for such
tokens or whether the tokens may be stored in third-party wallets. In addition, we note
your response that you have a planned platform related to the tokenization of customer
assets in El Salvador, including gold, coffee and real estate and that the physical assets
will be stored in a vault. Please provide detailed information regarding how these assets
will be stored, including the location or locations of the vault, where the vault is located,
whether you will use a third-party vault and, if so, the material terms the agreement, and
whether you have insurance that covers the underlying assets. Additionally, please
provide an expected timeline for the development of this product and a description of the
licenses and approvals you will need to obtain in order to offer this product in El
Salvador.
Refer to your response to prior comment 13. Please revise to describe the laws and
regulations that have or will have a material impact on your business in El Salvador,
Thailand, Indonesia, Guatemala, United Arab Emirates and any other jurisdictions
material to your business or business plans, including a description of the approvals and
licensing requirements, when you applied or plan apply for such approvals and
 11.

July 29, 2024
Page 4
licenses, and an estimate of the length of time it will take to obtain any necessary
approvals and licenses.
12.Please revise to describe the steps you have taken or intend to take to prevent
unauthorized or impermissible customer access to your products and services outside of
the jurisdictions in which you have obtained or will obtain the necessary licenses and
authorizations to operate. Also include a risk factor that discusses the material risks you
face from such unauthorized or impermissible customer access to your products and
services. In addition, we note your disclosure on page 8 that "[i]t is currently planned to
not accept clients from certain jurisdictions," that "[t]hese jurisdictions include the United
States of America and European Union countries" and that "[t]he KYC process will not
allow individuals with passports from these jurisdictions to use [y]our services." Please
revise your disclosure to clarify what you mean by "clients." For example, are you
referring to the "large corporate and government customers" for whom you intend to
create infrastructure solutions or are you referring to individuals who may wish to utilize
your platform or purchase your crypto assets. Finally, please expand your disclosure to
clarify how you will restrict U.S. persons given that you are "building an open source
platform and developer infrastructure which enables everyone to access and participate in
the global economy and Real-World Assets(RWA) tokenization.”
13.Refer to your response to prior comment 14. Your June 18, 2024 letter states you do not
engage in crypto asset trading activities for your own account and that you do not own
crypto assets. Please revise your disclosure in this section accordingly.
14.Refer to your response to prior comments 8 and 12. On page 21, you disclose that you
intend to enter into agreements in connection with blockchain products in Thailand,
Indonesia and Guatemala. Please revise to disclose any agreements you have already
entered into with respect to those countries or explain the types of agreements you intend
to enter into.
15.Refer to your response to prior comment 15. Please revise your disclosure to describe the
consulting services you offer and plan to offer. In this regard, we note that your June 18,
2024 letter states that you plan to provide consulting services for large industrial
corporations and government agencies on the ways product tokenization and digitalization
of the trading process can be properly implemented and that your disclosure on page
8 states that for the year ended December 31, 2023 you recognized $32,132 in consulting
revenue.
16.Refer to prior comments 12 and 16. You disclose on page 3 that you intend to implement
an AI platform that will allow users "to book hotels, make reservations at restaurants and
other services directly from their wallet." Please revise to describe in detail your plan for
developing an AI engine, including the mechanics of how users can make hotel and
restaurant reservations "directly from their wallet," the steps involved in developing the
AI engine, the estimated timeline and the cost of each step, the sources of capital for the
development of the AI engine and any challenges you may face in the development of the
AI platform.
Risk Factors, page 2
Refer to your response to prior comment 17. Please add separate risk factors that address
the specific risks related to operating and offering your products and services in El 17.

July 29, 2024
Page 5
Salvador, Tunisia, United Arab Emirates, Thailand, Indonesia and Guatemala, including
whether and how the regulatory regimes in these countries will materially impact your
business and ability to operate.
18.Please revise to include separate risk factors that address the risks related to "real world
asset" tokenization, including the risks related to the storage of the "real world assets,"
including storage costs and the risks of destruction of the “real world” assets, market risks
related to the value of the underlying assets, and liquidity risks related to the tokens.
Blockchain Technology carries with is certain risks and compliance issues, page 8
19.Refer to your response to comment 18. Please revise this risk factor to describe the "risks
associated with cyber criminals and fraud throughout the world" and, in a separate risk
factor, describe any material risks to your business from regulatory developments related
to crypto assets and crypto asset markets in the jurisdictions in which you operate and
intend to operate. Also identify the specific regulations and material pending regulations
in the jurisdictions in which you operate and intend to operate, and describe the material
effects this may have on your business and business plans. Also add a risk factor that
discusses the risks and consequences related to the impairment of the infrastructure used
by your blockchain technology.
Directors and Executive Officers, page 11
20.Refer to your response to prior comment 23. Please revise to provide the dates that
Mr. Athanasiadis and Mr. Stragar held the positions listed in "Recent Work History" on
page 11.
Footnotes to Consolidated Financial Statements
Note 1 - Organization and Significant Accounting Policies, page 21
21.We acknowledge your response to our comment 26 and your revised disclosure under
Note 1. You disclose that the preferred shares represent 99.90% of the total votes
available to be cast. Under Item 4 on page 11 you state that the preferred shares represent
49% of the voting power of the company. Please reconcile these statements to us, and
explain to us how 49% of the total voting power represented by the preferred shares
transferred control of the company in the merger.
Concentrations, page 21
22.We acknowledge your response to our comment 28 and the revised disclosure under Note
1, Concentrations. Please revise your disclosure to include the geographic location in
which your revenues were derived. If the revenues attributed to any individual foreign
countries are immaterial, please include a statement to that effect in your disclosure. Refer
to ASC 280-10-50-41.
Revenue Recognition Policy, page 22
We acknowledge your response to our comment 30 and your expanded MD&A disclosure
on page 8. Please respond to the following:
Tell us whether you intend to operate, maintain or otherwise participate in the digital
exchange services you describe on page 2, and whether you anticipate a continuing •23.

July 29, 2024
Page 6
revenue stream;
•If so, please tell us your expected accounting policy for recognizing this revenue; and
•Describe for us, and disclose, your revenue recognition policies for any other digital
asset tokenization, trading, exchange, or digital wallet products you expect to
introduce within the next year.
            We remind you that the company and its management are responsible for th