SecProbe.io

October 10, 2024
Ken Tominaga
Chief Financial Officer
SFIDA X, Inc.
Sumitomo Fudouson Shinjuku Central
Park Tower, 11F, 6-18-1 Nishi-Shinjuku
Shinjuku-Ku, Tokyo 160-0023, Japan
Re:SFIDA X, Inc.
Draft Registration Statement on Form F-1
Submitted September 12, 2024
CIK No. 0002035964
Dear Ken Tominaga:
            We have reviewed your draft registration statement and have the following comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. 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 the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form F-1
Cover Page
1.Please tell us why you checked the box indicating that this is a delayed or continuous
offering when it appears that you are conducting a firm commitment offering. Please
advise or revise.
2.Please revise to include a brief description of the material terms of the representative's
warrants. Refer to Item 501(b)(2) of Regulation S-K.

October 10, 2024
Page 2
Risk Factors
If the voting power of our capital stock continues to be highly concentrated..., page 18
3.Please revise to disclose that under the Companies Act for so long as Mr. Sumita
retains 90% of the total number of voting rights of all shareholders he will have the
right to demand that all other shareholders sell their shares to him.
Business
Overview, page 45
4.Please revise to clarify how Berkley Consulting promotes the use of artificial
intelligence as part of the services it provides.
Management
Stock Options, page 66
5.Please revise to include a description of the material terms of the Stock Acquisition
Rights Allotment Agreement. Refer to Item 6.E.2 of Form 20-F.
Underwriting
Lock-Up Agreements, page 90
6.Please disclose the exceptions to the lock-up agreements with your directors, officers,
and existing shareholders.
Notes to Consolidated Financial Statements
Note 17: Share-based compensation
(A) Share-based compensation, page F-19
7.We note from your table on page F-19 that the number of shares is 66,400 for the
Second series stock option.  Please explain why your table on page F-20 presents the
number of shares as 36,000 for the Second series stock option.
(C) Share-based compensation expenses, page F-20
8.We note that for the Second series stock option, no compensation cost will
be recognized until the IPO in the Japanese market has been achieved.  Please revise
to disclose the amount of compensation cost that you will recognize when the IPO has
been achieved in the Japanese market.
Note 18: Revenue, page F-21
9.Please revise to disclose the amount of revenue recognized over time and at a point in
time. Refer to ASC 606-10-50-5 and 55-91(f).
General
10.Please supplementally provide us with copies of all written communications, as
defined in Rule 405 under the Securities Act, that you, or anyone authorized to do so
on your behalf, present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or not they retain copies of the communications.

October 10, 2024
Page 3
            Please contact Morgan Youngwood at 202-551-3479 or Stephen Krikorian at 202-
551-3488 if you have questions regarding comments on the financial statements and related
matters. Please contact Uwem Bassey at 202-551-3433 or Jeff Kauten at 202-551-3447 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:John A. Stapleton