It Do Me Good!

by Gerald Nowotny

Gerald Nowotny - Law Office of Gerald R. Nowotny

Structuring Inbound Investment by Foreign Investors Using Private Placement Insurance Products


By now most of you that have followed my articles know that I grew up in the Panama Canal Zone and studied Spanish and Portuguese at the United States Military Academy. My love for Latin music was always there as a result. My mother always liked Latin music and my German father who liked jazz fell into the Bossa Nova craze. Nevertheless, it was traveling to the United States for an American Legion baseball tournament in Anderson, South Carolina that I fell off the cliff. My roommate for the duration of the trip was Hispanic and played the Fania All Stars 24-hours per day. There was no turning back from there! 

A few years ago, I sampled a collaboration of the Afro-Cuban group Cubanisimo with New Orleans musicians performing some New Orleans standards. There is one word to describe the collaboration – fantastic. But then again, I have been known to advance some crazy theories such as the salsa version of famous Beatle songs are better than the Beatle originals.

The amount of foreign inbound investment hovers between $350-500 billion per year depending upon the year in question. Like the song “It Do Me Good,” this article outlines the positive planning benefits of using private placement insurance products (life insurance and variable deferred annuity) as an investment vehicle for structuring inbound investment into the United States. In short, the technique is largely unknown by professional advisors and under-appreciated. When it is all said and done, private placement insurance products may produce the best outcome.

This article provides an initial overview on how these products might be used for inbound investment.

Current Tax Structuring for Inbound Foreign Investment in U.S. Real Estate Investments.

Sophisticated tax structuring is generally involved in the investment activities of foreign investors in U.S. real estate investments that generate portfolio income that is subject to withholding taxation and FIRPTA withholding related to the sale of the underlying real estate.

The focus of this investment structuring generally at accomplishes several important tax and non-tax objectives:

1.       Avoidance of the need on the part of the foreign investor to file a U.S. income tax return and falling under the scrutiny and jurisdiction of the IRS.

2.      Recharacterization of income that would be otherwise subject to taxation at the top corporate rates into interest and dividend income that is subject to lower tax rates under applicable tax treaties with the U.S.

3.      Avoidance of withholding for FIRPTA on the underlying real estate

4.      Minimization of corporate taxation on the “blocker” corporation structure frequently used as part of this planning.

Taxation of Portfolio Income

IRC Sec 871 provides for a 30 percent withholding tax for fixed and determinable or periodic gains (FADP) unless a tax treaty provides for a lower rate of withholding. IRC Sec 871(h) provides an exemption for portfolio interest income. Dividends are frequently taxed at a 15 percent rate under many treaties.

What is FIRPTA?

FIRPTA introduced a federal withholding system which requires the buyer of the property to deduct and withhold ten-percent of the gross sales price and remit to the federal government within twenty days of the sale. The rules for FIRPTA are found in IRC Sec 897.

When a foreign person engages in a trade or business in the United States, all income from sources within the United States connected with the conduct of that trade or business is considered to be Effectively Connected Income (ECI).

This applies whether there is any connection between the income, and the trade or business being carried on in the United States, during the tax year. Taxes are withheld at a 35 percent rate. The foreign taxpayer is taxed according to the graduated rate structure. Corporate taxation at the state level can also apply.

The Standard Offshore Blocker Corporation Arrangement

The standard blocker corporation arrangement focuses more on the need to avoid filing a U.S. tax return and avoid the jurisdiction of the IRS than tax savings. The standard blocker corporation is a low-cost arrangement. The standard arrangement involves the creation of a corporation in a jurisdiction that has no corporate taxation such as the Cayman Islands. The blocker corporation invests directly into the private equity real estate fund.

The blocker corporation (rather the foreign investor) is responsible for filing a U.S. tax return and is subject to any withholding taxes under FIRPTA at 35 percent. Additionally, the blocker corporation could also be subject to the Branch Profits tax bringing the effective tax rate to 54 percent.

The investor might avoid the branch profits tax by creating the blocker corporation in a jurisdiction that has a tax treaty with the U.S.  However, the corporation would most likely subject the corporation to taxation in the foreign jurisdiction potentially offsetting any of the benefit of the U.S. blocker corporation.

The Standard U.S. Blocker Corporation Arrangement

A foreign investor may alternatively invest in a U.S. corporation that is taxed as a regular corporation. The U.S. Corporation invests into the fund. As a result, the foreign investor will avoid the need to directly file a federal tax return. Instead, the U.S. Corporation will file any federal or state tax returns that are needed.

Additionally, the U.S. blocker corporation will not be subject to FIRPTA withholding tax treatment. However, the U.S. blocker corporation will be responsible for any federal and state level corporate taxes. The top federal rate is 35 percent and the average state income tax rate is 5-8 percent. As a result, taxation in the blocker corporation could be taxed at a combined bracket of 35-40 percent. After the payment of corporate taxes, dividends distributed to the foreign investor will subject to withholding taxes.

The Leveraged Blocker Corporation

The leveraged blocker corporation is frequently used in private equity real estate transactions. The strategy is designed to convert ECI into portfolio interest which is exempt and dividend income. In the leveraged blocker corporation, the foreign investor invests in a Delaware corporation. The corporation is capitalized with a mix of equity and debt. The common ratio of debt-to-equity is 3:1. It is not uncommon for a fund manager to structure the leveraged blocker corporation as a series partnership or series LLC.  The interest payments reduce taxation at the corporate level.

A separate leveraged blocker exists for each investment or series within the partnership. Otherwise, absent the series partnership or LLC structure, the foreign investor would invest in a separate U.S. corporation for each investment within the fund.

The payout of proceeds from the corporation represents a return of capital, interest and dividends to the foreign investor. The return of capital is paid out income tax-free. Dividends are paid out subject to a 30 percent withholding rate or at a lower rate if available under a treaty.

Principal payments on the debt portion of the capitalization are not subject to withholding taxes. Additionally, the blocker corporation should not be taxed on liquidating distributions from the corporation since the corporation is holding cash from the disposal of real estate and not an interest in other real estate within the partnership. Capital gains taxes are not subject to withholding taxation for foreign investors.

From a cost standpoint, the legal costs in the creation and administration of the leveraged blocker corporation are high. The level of complexity is also very high. .An estimate of legal costs in Year 1 would be than $100,000.

Some of the additional tax considerations impacting the utility of the leveraged blocker corporation include the tax rules dealing with thinly capitalized corporations under IRC Sec 385 and interest deduction rules of IRC Sec 163(j). Generally, these rules seek to limit the ability of corporations and investors from converting operating income into interest income that is either not taxed under a treaty or taxed at lower rates under the treaty.

IRC Sec 163(j) defines excess interest means “interest” that exceeds more than 50 percent of a corporation’s’ adjusted taxable income. The second threshold for these rules is a debt-to-equity of 1.5 to 1. Excess interest in a tax year is carried over into future tax years.

The issue with respect to the use of leverage in U.S. blocker corporation investments with respect to real estateland investments and agriculture is the lack of liquidity and relatively low income from these investments in order to make interest payments. Additionally, the blocker corporation is frequently structured with a high level of interest for the purpose of creating tax-free income and high interest payments to reduce corporate taxation at the blocker corporation level. The nature of the cash flows and projected investment return does not support the use of high interest debt at the blocker corporation level. Even in the best case scenario, the corporation will be taxed in the 23-25 percent level for federal purposes with an additional 5-8 percent for state tax purposes.

Private Placement Variable Deferred Annuities (PPVA)

The PPVA is a private placement group variable deferred annuity (PPVA) contract issued by a U.S. life insurance company or an offshore life insurer that has made an IRC Sec 953(d) election to be treated as a U.S. taxpayer. The PPVA contract is institutionally priced and transparent allowing for complete customization of the investment menu to include multiple real estate investments. The policy may be issued on either a group or individual policy form.

Under state insurance law, separate account investments are expressly authorized on a non-guaranteed or variable basis. The separate account assets belong to and are titled in the name of the insurance company.

Separate account contract holders have no right to receive in kind distributions or direct the purchase or sale of separate account assets. Ownership and control of separate account assets legally and contractually rest with the insurer. PPVA contracts are taxed as a variable deferred annuity under the appropriate provisions of the Internal Revenue Code (IRC Sec 72).

The planning opportunity for foreign institutional investors is the fact that third party life insurers issue the PPVA without necessitating a connection to the life insurer, i.e. you don’t have to be doing business with John Hancock in order to utilize this strategy. Policies must satisfy the federal tax requirements for investment diversification and investor control. The separate account is not treated as a separate entity from the insurance company for tax purposes.

Since the assets and liabilities of the separate account belong to the insurance company, any income, gains, or losses of the separate account belong to the insurance company. Changes in the value of the separate account assets are treated as an increase or decrease in tax reserves under IRC Sec 807(b).

IRC Sec. 817(h) imposes investment diversification requirements for variable life insurance and annuity policies. IRC Sec. 817(h) stipulates that a single investment may not exceed more than 55% of the account value, two investments more than 70%, three investments more than 80%, and four investments more than 90%. Therefore, an investment account must hold at least five different investments.

The tax regulations, Reg. 1.817-5 specify that all of the interests in the same real property project represent a single issue for diversification purposes. The regulations allow a five-year initial period for real estate accounts in order to comply with the diversification requirements. The same regulations provide for a two-year plan of liquidation provision in which the fund may be non-conforming with the investment diversification requirements.

The other significant component for U.S. tax qualification is the Investor Control Doctrine. The Investor Control Doctrine has been developed as a series of rulings and court cases.  Under the traditional variable annuity or life contract, the insurer and not the policyholder is considered the owner of the underlying separate account assets.

Taxation of Annuity Income for Foreign Investors

IRC Sec. 871 subjects “fixed and determinable” income including annuities to a thirty percent withholding tax. Article 18 of the Model Income Tax Treaty dealing with pensions and annuities overrides the taxes imposed under IRC Sec. 871.  Article 18 essentially provides that the annuity is not subject to U.S. income and withholding tax.

The annuity income is only taxed in the foreign jurisdiction. Many foreign jurisdictions provide tax advantages to life insurance and annuity income for individuals.  Alternatively, annuity income may be exempt from taxation under treaties as “other income” not specifically defined within the treaty.

IRC Sec. 892 defines the income tax treatment of foreign government entities. IRC Sec 892 provides an income tax exemption to foreign governments that invest in stocks, bonds, and other domestic securities. This income tax exemption does not extend to investment in commercial activities including real estate. However, Reg.1.892-3T(3) defines “other domestic securities “to include annuity contracts. Therefore, annuity income is exempt income for a foreign government entity.

FIRPTA is not applicable in the use of the PPVA. The life insurer, a U.S. taxpayer, is the direct investor and owns the investment in its insurance company separate account under state insurance law. The foreign investor does not have a direct or indirect ownership interest in the U.S. real property. The foreign investor is policyholder that is able to receive the pass-through performance of an allocation of premium (investment) in a Real estate Account managed by the TIMO.

Therefore, as long as the PPVA is a U.S. tax qualified annuity, FIRPTA withholding should into apply. Furthermore, the life insurance company is able to take reserves deduction for any investment income that it receives in its separate account. Additionally, the FIRPTA rules provide for an exemption from FIRPTA withholding when there are no income taxes due.

Strategy Example

Real estate Using a U.S. Blocker Corporation

Acme Investment Management is a real estate investment management organization investing  in several different U.S. real estate markets – Southeast; Northeast and Pacific Northwest. The fund is raising $100 million ($100 million ) from a UK pension plan. The investor will invest $100 million in the U.S real estateland.

One structure being considered is a U.S. blocker corporation. The corporation is a Delaware limited liability company that will be taxed as a corporation.  Under the treaty, the dividend payments to the UK pension plan will be non-taxable to the pension plan. The ultimate liquidation of the corporation should also be non-taxable as a capital gain to the pension plan.  The real estateland investments will be owned by the corporation and will not be subject to FIRPTA.

The intended real estateland investment will produce current income of 5 percent or $5 million per year in  lease income and cutting rights. Acme expects to liquidate the holdings in twenty years with an expected price of $386 million based upon a 7 percent growth rate. The blocker corporation will be in a 35 percent tax bracket for federal purposes and 5 percent bracket for state purposes.

The blocker corporation will pay corporate taxes on income and gains on the real estate investments before it makes dividend distributions. The combination of taxes will erode the expected investment return of 12%  by approximately to a net return of 7.2 percent.


Acme creates an insurance dedicated fund (IDF) with Corona Life, a Delaware domiciled life insurer, to invest in U.S. real estateland. The IDF is structured as a Delaware LLC. The only investor will be Corona Life on behalf of its policyholders and the Corona separate account. The PPVA is U.S. tax qualified and will meet all of the requirements of IRC Sec 817(h) and IRC Sec 72.

Based upon the total premium (investment) commitment, Corona charges the policyholders 25 basis points per annum. The total cost per year is $250,000 per year. Over the course of the twenty year life of the fund-the total projected PPVA costs are $5 million. The total cost of the PPVA is roughly equal to the investor’s tax liabilities using the blocker corporation in the first 2-3 years. 

The PPVA will not have any withholding for FIRPTA. Under the treaty, annuity income is not subject to U.S. income and withholding taxes. Therefore, neither Acme nor Corona will be required to withhold anything on its distribution.

Assume the same facts as the description above except for the fact, that the PPVA structure has no tax leakage. Corona does not have any withholding tax obligation on the income distributions of  any of the annuity payments or at liquidation of the investments. Corona is not subject to withholding under FIRPTA on the sale of the real estate.


In the area of foreign investment in U.S. real estate, the use of the standard blocker corporation is an ‘old trick” for foreign investment in U.S. real estate.

The PPVA provides better tax results by large measure than either of the two techniques. The use of the PPVA with real estateland  is a new structure for foreign investors but is well known because of Hancock Natural Resource’s use for tax exempt investors.

The tax treatment of variable annuities is reasonably well settled.  The PPVA converts income that would otherwise be subject to withholding under FIRPTA and ECI into “annuity” which under most tax treaties is not subject to U.S. income and withholding taxes.

The next time that a real estate investment management organization decides to create a new fund for foreign investors in U.S. real estateland or agriculture, consider the PPVA as an investment structure that can dramatically enhance the after-tax return of the foreign investor.

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Gerald Nowotny, Law Office of Gerald R. Nowotny | Attorney Advertising

Written by:

Gerald Nowotny

Law Office of Gerald R. Nowotny on:

Readers' Choice 2017
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide

JD Supra Privacy Policy

Updated: May 25, 2018:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

Please note that if you subscribe to one of our Services, you can make choices about how we collect, use and share your information through our Privacy Center under the "My Account" dashboard (available if you are logged into your JD Supra account).

Collection of Information

Registration Information. When you register with JD Supra for our Website and Services, either as an author or as a subscriber, you will be asked to provide identifying information to create your JD Supra account ("Registration Data"), such as your:

  • Email
  • First Name
  • Last Name
  • Company Name
  • Company Industry
  • Title
  • Country

Other Information: We also collect other information you may voluntarily provide. This may include content you provide for publication. We may also receive your communications with others through our Website and Services (such as contacting an author through our Website) or communications directly with us (such as through email, feedback or other forms or social media). If you are a subscribed user, we will also collect your user preferences, such as the types of articles you would like to read.

Information from third parties (such as, from your employer or LinkedIn): We may also receive information about you from third party sources. For example, your employer may provide your information to us, such as in connection with an article submitted by your employer for publication. If you choose to use LinkedIn to subscribe to our Website and Services, we also collect information related to your LinkedIn account and profile.

Your interactions with our Website and Services: As is true of most websites, we gather certain information automatically. This information includes IP addresses, browser type, Internet service provider (ISP), referring/exit pages, operating system, date/time stamp and clickstream data. We use this information to analyze trends, to administer the Website and our Services, to improve the content and performance of our Website and Services, and to track users' movements around the site. We may also link this automatically-collected data to personal information, for example, to inform authors about who has read their articles. Some of this data is collected through information sent by your web browser. We also use cookies and other tracking technologies to collect this information. To learn more about cookies and other tracking technologies that JD Supra may use on our Website and Services please see our "Cookies Guide" page.

How do we use this information?

We use the information and data we collect principally in order to provide our Website and Services. More specifically, we may use your personal information to:

  • Operate our Website and Services and publish content;
  • Distribute content to you in accordance with your preferences as well as to provide other notifications to you (for example, updates about our policies and terms);
  • Measure readership and usage of the Website and Services;
  • Communicate with you regarding your questions and requests;
  • Authenticate users and to provide for the safety and security of our Website and Services;
  • Conduct research and similar activities to improve our Website and Services; and
  • Comply with our legal and regulatory responsibilities and to enforce our rights.

How is your information shared?

  • Content and other public information (such as an author profile) is shared on our Website and Services, including via email digests and social media feeds, and is accessible to the general public.
  • If you choose to use our Website and Services to communicate directly with a company or individual, such communication may be shared accordingly.
  • Readership information is provided to publishing law firms and authors of content to give them insight into their readership and to help them to improve their content.
  • Our Website may offer you the opportunity to share information through our Website, such as through Facebook's "Like" or Twitter's "Tweet" button. We offer this functionality to help generate interest in our Website and content and to permit you to recommend content to your contacts. You should be aware that sharing through such functionality may result in information being collected by the applicable social media network and possibly being made publicly available (for example, through a search engine). Any such information collection would be subject to such third party social media network's privacy policy.
  • Your information may also be shared to parties who support our business, such as professional advisors as well as web-hosting providers, analytics providers and other information technology providers.
  • Any court, governmental authority, law enforcement agency or other third party where we believe disclosure is necessary to comply with a legal or regulatory obligation, or otherwise to protect our rights, the rights of any third party or individuals' personal safety, or to detect, prevent, or otherwise address fraud, security or safety issues.
  • To our affiliated entities and in connection with the sale, assignment or other transfer of our company or our business.

How We Protect Your Information

JD Supra takes reasonable and appropriate precautions to insure that user information is protected from loss, misuse and unauthorized access, disclosure, alteration and destruction. We restrict access to user information to those individuals who reasonably need access to perform their job functions, such as our third party email service, customer service personnel and technical staff. You should keep in mind that no Internet transmission is ever 100% secure or error-free. Where you use log-in credentials (usernames, passwords) on our Website, please remember that it is your responsibility to safeguard them. If you believe that your log-in credentials have been compromised, please contact us at

Children's Information

Our Website and Services are not directed at children under the age of 16 and we do not knowingly collect personal information from children under the age of 16 through our Website and/or Services. If you have reason to believe that a child under the age of 16 has provided personal information to us, please contact us, and we will endeavor to delete that information from our databases.

Links to Other Websites

Our Website and Services may contain links to other websites. The operators of such other websites may collect information about you, including through cookies or other technologies. If you are using our Website or Services and click a link to another site, you will leave our Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We are not responsible for the data collection and use practices of such other sites. This Policy applies solely to the information collected in connection with your use of our Website and Services and does not apply to any practices conducted offline or in connection with any other websites.

Information for EU and Swiss Residents

JD Supra's principal place of business is in the United States. By subscribing to our website, you expressly consent to your information being processed in the United States.

  • Our Legal Basis for Processing: Generally, we rely on our legitimate interests in order to process your personal information. For example, we rely on this legal ground if we use your personal information to manage your Registration Data and administer our relationship with you; to deliver our Website and Services; understand and improve our Website and Services; report reader analytics to our authors; to personalize your experience on our Website and Services; and where necessary to protect or defend our or another's rights or property, or to detect, prevent, or otherwise address fraud, security, safety or privacy issues. Please see Article 6(1)(f) of the E.U. General Data Protection Regulation ("GDPR") In addition, there may be other situations where other grounds for processing may exist, such as where processing is a result of legal requirements (GDPR Article 6(1)(c)) or for reasons of public interest (GDPR Article 6(1)(e)). Please see the "Your Rights" section of this Privacy Policy immediately below for more information about how you may request that we limit or refrain from processing your personal information.
  • Your Rights
    • Right of Access/Portability: You can ask to review details about the information we hold about you and how that information has been used and disclosed. Note that we may request to verify your identification before fulfilling your request. You can also request that your personal information is provided to you in a commonly used electronic format so that you can share it with other organizations.
    • Right to Correct Information: You may ask that we make corrections to any information we hold, if you believe such correction to be necessary.
    • Right to Restrict Our Processing or Erasure of Information: You also have the right in certain circumstances to ask us to restrict processing of your personal information or to erase your personal information. Where you have consented to our use of your personal information, you can withdraw your consent at any time.

You can make a request to exercise any of these rights by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

You can also manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard.

We will make all practical efforts to respect your wishes. There may be times, however, where we are not able to fulfill your request, for example, if applicable law prohibits our compliance. Please note that JD Supra does not use "automatic decision making" or "profiling" as those terms are defined in the GDPR.

  • Timeframe for retaining your personal information: We will retain your personal information in a form that identifies you only for as long as it serves the purpose(s) for which it was initially collected as stated in this Privacy Policy, or subsequently authorized. We may continue processing your personal information for longer periods, but only for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research and statistical analysis, and subject to the protection of this Privacy Policy. For example, if you are an author, your personal information may continue to be published in connection with your article indefinitely. When we have no ongoing legitimate business need to process your personal information, we will either delete or anonymize it, or, if this is not possible (for example, because your personal information has been stored in backup archives), then we will securely store your personal information and isolate it from any further processing until deletion is possible.
  • Onward Transfer to Third Parties: As noted in the "How We Share Your Data" Section above, JD Supra may share your information with third parties. When JD Supra discloses your personal information to third parties, we have ensured that such third parties have either certified under the EU-U.S. or Swiss Privacy Shield Framework and will process all personal data received from EU member states/Switzerland in reliance on the applicable Privacy Shield Framework or that they have been subjected to strict contractual provisions in their contract with us to guarantee an adequate level of data protection for your data.

California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at:

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit
  • New Relic - For more information on New Relic cookies, please visit
  • Google Analytics - For more information on Google Analytics cookies, visit To opt-out of being tracked by Google Analytics across all websites visit This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at:

- hide

This website uses cookies to improve user experience, track anonymous site usage, store authorization tokens and permit sharing on social media networks. By continuing to browse this website you accept the use of cookies. Click here to read more about how we use cookies.