EX-10.20





 EXHIBIT 10.20 

AMENDMENT NO. 2 TO 

REORGANIZATION AGREEMENT 

This Amendment No. 2 to the Reorganization Agreement (this “Amendment”) is made and entered into on December 23,
2020, but effective as of December 14, 2020, by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company
(“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), and Enhanced Capital
Holdings, Inc., a Delaware corporation (“ECH”). Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless
otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement (as hereinafter defined). 

R E C I T A L S 
 A.
WHEREAS, the Parties, together with Michael Korengold, entered into a Reorganization Agreement, dated as of November 19, 2020, as amended by the Amendment No. 1 to Reorganization Agreement, dated as of December 14, 2020 (as amended,
the “Agreement”); and 
 B. WHEREAS, in accordance with Section 6.2 of the Agreement, the Parties
wish to amend Schedule I to the Agreement as set forth herein. 
 NOW, THEREFORE, in consideration of the foregoing and the
mutual covenants and agreements contained herein, the Parties, intending to be legally bound hereby, agree as follows: 
 1. Amendment
to Schedule I to the Agreement. The Parties acknowledge and agree that Schedule I to the Agreement shall be amended in the form of Schedule I hereto. 

2. Miscellaneous. 

2.1 Except as expressly amended hereby, the Agreement and the Schedules thereto are unchanged and remain in full force and effect as
presently written, and the rights, duties, liabilities and obligations of the parties thereto, as presently constituted are unchanged and will continue in full effect. 

2.2 The provisions of Section 6 of the Agreement are incorporated into this Amendment mutatis mutandis
as if appearing herein. 
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 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the
day and year first above written by their respective officers thereunto duly authorized. 
  

			
	ENHANCED CAPITAL GROUP, LLC
		
	By:	 	 /s/ Michael Korengold

		 	Name: Michael Korengold
		 	Title: Vice President
	
	ENHANCED TAX CREDIT FINANCE, LLC
		
	By:	 	 /s/ Michael Korengold

		 	Name: Michael Korengold
		 	Title: Vice President
	
	ENHANCED CAPITAL HOLDINGS, INC.
		
	By:	 	 /s/ Michael Korengold

		 	Name: Michael Korengold
		 	Title: Chief Executive Officer



  
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	ENHANCED CAPITAL PARTNERS, LLC
		
	By:	 	 /s/ F. Barrett Davis

		 	Name: F. Barrett Davis
		 	Title: Manager
		
	By:	 	 /s/ Christopher Florczak

		 	Name: Christopher Florczak
		 	Title: Manager
		
	By:	 	 /s/ William F. Souder

		 	Name: William F. Souder
		 	Title: Manager
	
	ENHANCED PERMANENT CAPITAL, LLC
		
	By:	 	 /s/ F. Barrett Davis

		 	Name: F. Barrett Davis
		 	Title: Manager
		
	By:	 	 /s/ Christopher Florczak

		 	Name: Christopher Florczak
		 	Title: Manager
		
	By:	 	 /s/ William F. Souder

		 	Name: William F. Souder
		 	Title: Manager



  
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 SCHEDULE I 

ECG Permanent Capital Subsidiaries 
  

	1.	 Enhanced Capital Utah Rural Investor, LLC 



	2.	 Enhanced Capital Utah NMTC Note Issuer, LLC 



	3.	 Enhanced Capital Georgia Rural Investor, LLC 



	4.	 Enhanced Capital Ohio Rural Investor, LLC 



	5.	 Enhanced Capital Ohio Rural Fund, LLC 



	6.	 Enhanced Capital Utah Rural Fund, LLC 



	7.	 Enhanced Capital Georgia Rural Holding, LLC 



	8.	 Enhanced Capital Georgia Rural Manager, LLC 



	9.	 Enhanced Capital Georgia Rural Note Issuer, LLC 



	10.	 Enhanced Capital Georgia Rural Fund, LLC 



	11.	 Enhanced Capital Nevada NMTC Investor II, LLC 



	12.	 Enhanced Capital Jobs for Texas Fund, LLC