SEC Comment Letter 0000000000-23-001559 to MINISTRY PARTNERS INVESTMENT COMPANY, LLC (CIK 0000944130)
MINISTRY PARTNERS INVESTMENT COMPANY, LLC (CIK 0000944130)
Date: Feb. 15, 2023 · CIK: 0000944130 · Accession: 0000000000-23-001559
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File numbers found in text: 333-250027
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United States securities and exchange commission logo
February 15, 2023
Joseph W. Turner
Chief Executive Officer
Ministry Partners Investment Company, LLC
915 West Imperial Highway, Suite 120
Brea, CA 92821
Re:Ministry Partners Investment Company, LLC
Supplemental Correspondence
Filed February 1, 2023
File No. 333-250027
Dear Joseph W. Turner:
We have reviewed your post-effective amendment 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 amending your registration statement and providing the
requested information. 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 registration statement and the information you
provide in response to these comments, we may have additional comments.
Correspondence filed February 1, 2023
General
1.We note your response to our prior comment 1 and reissue. In your next response to us
please:
•Quantify the amount of securities sold after October 8, 2021, the date your financials
became stale, and the date you filed a post-effective amendment that complied
with the requirements of and instructions to Item 12 of Form S-1. In this regard, we
note that the language in, for example, Supplement No. 7 filed September 1,
2022 omitted material information required by Item 12.
•Include an updated materiality analysis that covers all sales made from the date when
your financial statements became stale until the date when your post-effective
amendment included the forward incorporation by reference language required by
FirstName LastNameJoseph W. Turner
Comapany NameMinistry Partners Investment Company, LLC
February 15, 2023 Page 2
FirstName LastName
Joseph W. Turner
Ministry Partners Investment Company, LLC
February 15, 2023
Page 2
Item 12 of Form S-1.
•Revise the last risk factor on page 24 to remove all mitigating language related to the
risk you are describing.
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.
Please contact Robert Arzonetti at (202) 551-8819 or Tonya K. Aldave at (202) 551-3601
with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc: Randy Sterns, Esq.