COMMUNION CHURCH EXTENSION FUND ("CCEF")
OFFERING CIRCULAR
Up to $100,000,000 of Unsecured Investment Certificates
Dated: September 1, 2025
Issuer: Communion Church Extension Fund ("CCEF"), a Massachusetts nonprofit religious corporation and Section 501(c)(3) organization
Principal Office: 1670 Main Street, Suite 201, Springfield, Massachusetts 01103
Phone: 1-800-459-0991
Website: churchextensionfund.org
1. Summary
2. Risk Factors
3. Who May Invest (Limited Class; Suitability Standards)
4. Use of Proceeds
5. Capital Adequacy, Liquidity and Loan Portfolio
6. Description of Notes (Terms; Rates; Redemption)
7. Plan of Distribution
8. Plan of Operations and Lending Activities
9. Management; Conflicts of Interest
10. Financial Highlights (Summary)
11. Tax Aspects
12. ERISA and Retirement Plan Considerations
13. Litigation and Other Material Transactions
14. How to Subscribe; Rescission; Transfer Restrictions
15. State-Specific Legends and Conditions of Sale
16. Glossary of Defined Terms
17. Exhibits Index
18. Program Disclosures — Church Extension Coin (CEC)
Issuer.
Communion Church Extension Fund (CCEF), a nonprofit religious corporation organized in Massachusetts and recognized as a 501(c)(3) organization.
Mission.
To support the ministries of Communion Church by providing financing for the acquisition, construction, renovation, and equipping of church and ministry facilities, funded primarily through the sale of Investment Certificates to members of the Communion Community.
Securities Offered.
Up to $100,000,000 aggregate principal amount of unsecured general obligation Investment Certificates (Notes), offered on a continuous basis in multiple series and maturities. Interest rates are variable by product and are set by CCEF from time to time.
Who May Invest.
Limited to the Communion Community (members, contributors, or participants). Investments are subject to CCEF's Suitability & Concentration Policy (generally 10% of liquid net worth cap).
Use of Proceeds.
Fund loans to affiliated congregations and ministries and for related working capital; maintain required liquidity; pay offering expenses.
Right to Change Terms.
CCEF may adjust posted interest rates for new purchases and certain demand products at any time; rates for fixed-term Notes are fixed at issuance. Material changes will be disclosed by supplement or amendment.
• Unsecured General Obligations
The Notes are unsecured general obligations of CCEF. Repayment depends solely on CCEF's financial condition and operations. There is no sinking fund or trustee.
• Subordination to Senior Secured Indebtedness
The Notes are subordinate to any present or future senior secured indebtedness of CCEF, including borrowings under lines of credit secured by CCEF assets.
• Liquidity Risk; Limited Redemption Rights
We are not obligated to redeem Notes prior to maturity except as set forth herein and subject to availability of funds. A high level of redemption requests could strain liquidity.
• No Insurance or Guarantee
The Notes are not insured by the FDIC, NCUA, SIPC, or any governmental authority, and are not guaranteed by Communion Church, any congregation, or any affiliate.
• Loan Portfolio Concentration
Our borrowers are primarily congregations and ministries whose repayment capacity depends on charitable contributions and program revenues, which may fluctuate with economic conditions and membership trends.
• Interest Rate and Repricing Risk
Our earnings and liquidity could be affected by changes in interest rates, including mismatches between loan yields and Note costs.
• Operational Risks
Cybersecurity events, fraud, internal control failures, or key-person risk could adversely affect operations.
• Pandemic/Disaster Risk
Disasters or public health emergencies could disrupt ministry activities and giving patterns.
(Effective September 1, 2025) — APY assumes annual compounding
Access (Demand) Certificates — Variable Rate (APY)
| Balance Tier | APY |
|---|---|
| $25 – $9,999 | 1.50% |
| $10,000 – $49,999 | 1.75% |
| $50,000 – $99,999 | 2.00% |
| $100,000+ | 2.25% |
Minimum opening balance: $250. Redemptions above $50,000 require 30 days' advance written notice.
Term Notes — Fixed Rate (APY)
| Maturity | Minimum | APY |
|---|---|---|
| 6 months | $1,000 | 3.00% |
| 12 months | $1,000 | 3.25% |
| 24 months | $1,000 | 3.40% |
| 36 months | $1,000 | 3.50% |
| 60 months | $1,000 | 3.75% |
Early redemption (if permitted) may be subject to a penalty up to 3 months' interest. Youth/Starter Notes may feature lower minimums and separately posted rates.
(Utility Token — Not Part of this Offering)
18.1 Overview and Purpose
CCEF or its affiliate may operate an on-platform utility token called Church Extension Coin (CEC) to encourage member engagement, volunteer service, and benevolence. CEC is not a security, is not part of this securities offering, and is not being offered or sold under this Offering Circular. CEC has no monetary value and cannot be redeemed for cash. You cannot use CEC to purchase the Notes.
18.2 Key Terms and Restrictions
• Utility only. CEC may be earned for participating in approved non-sales activities (e.g., training completion, volunteering) and redeemed solely for platform credits (e.g., fee waivers on tools, event registrations, courses) or transferred to whitelisted ministry wallets for benevolence purposes. No fiat or crypto off-ramps.
• No price/ROI. CEC is not marketed or displayed with a price and has no expected profit. There is no internal marketplace or trading feature.
• Transfer limits. By default, person-to-person transfers are disabled; transfers may be permitted only to whitelisted ministry addresses subject to program rules.
• Jurisdiction gating & KYC. CEC participation may be limited by jurisdiction. If external wallet withdrawals are enabled in the future, additional identity and sanctions screening may be required.
18.3 Technology and Controls
• Chain. Polygon PoS (EVM) with standard ERC-20 contracts using OpenZeppelin libraries. Admin controls include pause and blacklist modules for safety.
• Treasury. Multi-signature wallet controls (e.g., 2-of-3 Safe) for token treasury actions; dual-control approvals are required for administrative movements.
• Supply. Fixed supply cap (e.g., 100,000,000 CEC) minted to the Treasury with no additional minting authority beyond the cap.
• Rate limits. Programmatic caps on earning and distribution (per-user and global). All actions are audit-logged.
18.4 Risks Specific to CEC
• Program may be modified, suspended, or terminated at any time without compensation. Balances may expire or be subject to clawback in case of abuse or error.
• Smart contract or platform vulnerabilities could result in loss, theft, or inaccessibility of CEC balances.
• Regulatory interpretations may vary by jurisdiction; participation may be limited or prohibited in certain regions.
18.5 No Effect on Securities
CEC is not part of this securities offering and confers no rights to payment of principal or interest, voting, dividends, governance, or asset distributions. Holding CEC provides no preference or benefit with respect to the Notes except as expressly disclosed (e.g., fee credits on non-securities services).
Limited Class of Investors. We will sell the Notes only within the Communion Community: persons who are, prior to receipt of this Offering Circular, members of, contributors to (including previous investors), or participants in Communion Church, CCEF, or any program, activity, or organization that constitutes a part of Communion Church or CCEF, or in other religious organizations that have a programmatic relationship with Communion Church or CCEF.
Suitability Standards and Concentration Limits. Baseline limit: you may not purchase Notes if the purchase would cause your aggregate holdings of CCEF Notes to exceed 10% of your liquid net worth (cash, cash equivalents, and readily marketable securities). We rely on information provided in the Investor Suitability Questionnaire and may require supporting information.
Eligibility by State. We accept investments only from residents of states where CCEF is currently authorized or exempt. We will reject subscriptions from residents of other states.
Capital Adequacy. We target capital adequacy consistent with the NASAA Church Extension Fund Statement of Policy. We monitor net assets, change in net assets, and leverage relative to outstanding Notes and loans.
Liquidity Management. We intend to maintain liquid assets (cash, cash equivalents, readily marketable securities, and available lines of credit up to 2%) of at least 8% of outstanding Notes and to manage cash flows so that available cash covers at least 1.0x total principal payments, interest, and redemptions of Notes (exclusive of denominational accounts).
Loan Portfolio. We make secured loans primarily to affiliated congregations and ministries for acquisition, construction, renovation, and refinancing. Loans are typically secured by first-priority deeds of trust or mortgages on church real property, with loan-to-value targets of up to 75% based on appraisal, and DSCR of not less than 1.20x, subject to underwriting guidelines.
Interest paid or accrued on the Notes is taxable as ordinary income for federal and, generally, state income tax purposes. Investors will receive IRS Form 1099-INT annually. Prospective investors should consult their tax advisors regarding their specific situations. We do not provide tax advice.
14.1 How to Subscribe. Complete and sign the Subscription Agreement and Investor Suitability Questionnaire (Exhibit A), acknowledge receipt of the current Offering Circular, and fund your purchase via ACH debit or wire transfer. Subscriptions are subject to acceptance by CCEF.
14.2 Rescission and Right to Cancel. Where required by state law, investors may have a rescission or cancellation right for a limited period after purchase. State-specific rescission rights are detailed in Section 15.
14.3 Transfer Restrictions. Notes may not be transferred without our prior written consent and may be transferred only to other eligible persons within the Communion Community, subject to state law and our policies.
Massachusetts (Commonwealth of Massachusetts)
Additional Massachusetts conditions of sale may apply under M.G.L. c. 110A and 950 CMR 13.00 et seq. Subscriptions from Massachusetts residents are accepted only in compliance with those requirements.
Not FDIC/NCUA Insured: These securities are not bank deposits, are not insured by the FDIC, NCUA, SIPC, or any state or federal agency, and are not guaranteed by Communion Church or any affiliate.
Limited Class of Investors: The Notes are offered and sold only to persons within the Communion Community as defined herein.
Risks: Investment in the Notes involves risks, including possible loss of principal. Read "Risk Factors."
CEC: The Church Extension Coin utility program is not part of this offering and cannot be used to purchase the Notes.