United States securities and exchange commission logo
November 19, 2020
Brittney Rogers
Managing Member
Emancipation Fund Initiative LLC
5330 Griggs Road #D107
Houston, Texas 77021
Re: Emancipation Fund
Initiative LLC
Amendment No. 2 to
Draft Offering Statement on Form 1-A
Submitted November
3, 2020
CIK No. 0001817964
Dear Ms. Rogers:
We have reviewed your amended draft offering statement and have
the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft offering statement or publicly filing your offering
statement on EDGAR. If
you do not believe our comments apply 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 draft offering statement or filed offering statement and the
information you provide in
response to these comments, we may have additional comments.
Amendment No. 2 to Draft Offering Statement
General
1. We note your response
to comment 1. Please revise the disclosure to state that you will
disclose revised
interest rates in an offering circular supplement, because the rate
constitutes a
substantive change from or addition to the information set forth in the last
offering circular filed
with the Commission. See Rule 252(g)(2) of Regulation A. Please
also confirm, if any
changes in the interest rate represent a fundamental change in the
information set forth
in the offering statement, that you will file a post qualification
amendment. See Rule
252(f)(2)(ii) of Regulation A.
Brittney Rogers
FirstName LastNameBrittney Rogers
Emancipation Fund Initiative LLC
Comapany 19,
November NameEmancipation
2020 Fund Initiative LLC
November
Page 2 19, 2020 Page 2
FirstName LastName
2. We note inconsistencies throughout the offering circular regarding the
time investors have
to notify the company of their decision to renew. For example, on page
2, the current
disclosure states [t]he investor must then inform the Company
within 45 days of the date
of maturity that the investor wishes for the company to redeem the
investor s Note.
(Emphasis added). On page 12, the current disclosure states each
note will automatically
renew for a new one year period unless the investor notifies the
Company 45 days before
the maturity date . (Emphasis added). Also on page 12, the
current disclosure states
[a]pproximately 60 days before the maturity date of each Note, the
company will notify
each investor of the upcoming maturity of his Note. (Emphasis
added). Please revise
and clarify the disclosure throughout the offering circular, and
clearly state, if true, that
investors will have a full 15 days to make a renewal decision.
You may contact Howard Efron at 202-551-3439 or Robert Telewicz at
202-551-3438 if
you have questions regarding the financial statements and related matters.
Please contact Ronald
(Ron) Alper at 202-551-3329 or Pam Howell at 202-551-3357 with any other
questions.
Sincerely,
Division of
Corporation Finance
Office of Real
Estate & Construction
cc: Samuel E. Whitley