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| 1801 N. Highland Avenue Tampa, Florida 33602 (813) 224-9255[Phone] (813) 223-9620 [Fax] www.bushross.com
Mailing Address: Post Office Box 3913 Tampa, Florida 33601-3913 |
January 8, 2021
Via EDGAR
United States Securities and Exchange Commission
Division of Corporate Finance
100 F Street, NE
Mail Stop 4720
Washington, DC 20549
Attn: David Lin, Staff Attorney
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RE: | Ministry Partners Investment Company, LLC |
| 2021 Class A Notes - Registration Statement on Form S-1 File No. 333-250027 |
Dear Mr. Lin:
We are submitting this letter on behalf of our client, Ministry Partners Investment Company, LLC (the “Company”), in response to an oral comment received today regarding the Company’s Registration Statement on Form S-1 filed on November 12, 2020, as amended by Pre-Effective Amendment No. 1 to Form S-1 filed on January 6, 2021. Based upon that conversation, we understand that staff has requested that we review the Commission’s Compliance & Disclosure Interpretations last updated on September 21, 2020 and specifically Question 117.05.
We appreciate your office’s review of the Company’s most recent submission and hereby respond as follows:
Registration Statement on Form S-1
1. | Please Review CD&I 117.05 and update your disclosures for the recent calendar year ended December 31, 2020. |
January 8, 2021
Page 2
RESPONSE:
We have amended the registration statement to include the 2020 calendar year information for the Summary Compensation Table as required by Item 402 of Regulation S-K. In addition, we have updated other disclosures related to these items of compensation by footnotes to the Summary Compensation Table.
Filed with this letter is a blue line comparison copy of the above-referenced Pre-Effective Amendment No. 2 to the subject S-1 Registration Statement, showing changes from the Pre-Effective Amendment No. 1 to the subject S-1 Registration Statement.
Should you have additional questions or comments regarding this matter, please contact me at (813) 224-9255. Thank you for your attention and courtesies with respect to this matter.
Respectfully Submitted,
cc: Joseph W. Turner, Jr.