New Premium Listing Option in London for Sovereign Controlled Companies

The client memorandum summarizes new rules issued by the U.K. regulator to create a new premium listing category for “sovereign controlled commercial companies” (SCCs). This new category will be available for listings of SCCs from 1 July 2018.

In a Policy Statement published on 8 June 2018 the U.K.’s Financial Conduct Authority (the FCA) confirmed that it would be proceeding with the proposals that it announced and consulted on in July 2017 to create a new premium listing category for “sovereign controlled commercial companies” (“SCCs”). This new category will be available for listings of SCCs from 1 July 2018.


The FCA is largely proceeding with the proposals made last year to create a new premium listing category in the U.K. Official List of securities that will relax some of the existing premium listing rules for SCCs. The new rules are designed to allow SCCs to benefit from a premium listing without having to comply fully with the “controlling shareholder” and related party transactions (RPTs) requirements of the premium listing rules. In addition, as a special concession to SCCs, a premium listing will be available for depositary receipts (DRs) issued by them as well as for their equity shares. However, the FCA has stepped back from including in the new SCC premium listing rules two other exemptions from the existing premium listing requirements that it originally proposed should be available to SCCs:

  • The announcement obligations that apply to issuers in respect of RPTs, and
  • Independent voting on the election of independent directors.

SCCs applying for admission to the new SCC premium listing category will have to comply with the above two premium listing requirements as well as all those other premium listing requirements applicable to corporate issuers that have not been disapplied for SCC issuers.

Summary of the New SCC Premium Listing Rules

Issuers eligible – state-controlled corporate issuers with a State shareholding of 30% or more

Premium listing rule exemptions under the rules

  • No requirements for “relationship agreements” between the State and the issuer
  • No need for shareholder approval of any RPTs between the State and the issuer

DRs of state-controlled corporate issuers will be eligible for premium listing

  • But these are not currently eligible for inclusion in FTSE indices
  • All other DRs remain eligible for a standard listing only

All other existing premium listing eligibility and on-going requirements will apply—for example:

  • shareholder approval will be required for significant M&A transactions
  • issuers must adopt the U.K. Corporate Governance Code
  • independent shareholder voting on election of independent directors
  • issuers must give shareholders pre-emption rights on further issuances for cash
  • “weighted voting shares” will not be eligible for listing
  • issuers must appoint a “sponsor” to give advice about the rules

The rest of this briefing discusses the reasons for the FCA creating this new premium listing category and how the new requirements of the listing are intended to work.

Why the New Premium Listing Category?

Last year, when Aramco was considering an international listing as part of its planned IPO, attention turned in the U.K. as to whether compliance with certain requirements in the FCA’s premium listing rules may be too difficult or unduly onerous for state-controlled companies. The concern was that companies would prefer to list in New York or elsewhere, or possibly even on the standard category of the U.K. Official List, rather than with a premium listing in London.

To address this concern, the FCA decided that it might be possible to relax those parts of the existing premium listing rules that state-controlled companies would likely find the most difficult to deal with and issued a consultation paper on its proposals in July 2017. Reactions to these proposed relaxations were—as the FCA comments in its Policy Statement—“divergent and polarised” with, overall, a small majority of respondents being opposed to the proposed new premium listing category for SCCs.

Opposition to the proposals centered on the concern that the new rules would dilute premium listing standards and that the FCA’s arguments that the relationship between sovereign controlling shareholders and their SCCs is significantly different from that of other controlling shareholders and their companies were unconvincing.

The FCA’s Justification for the New Premium Listing Category

The FCA sees the creation of this new listing category as being an appropriate regulatory response to evolving capital markets and types of investment risk. In particular, the FCA argues:

  • So long as there is full transparency—including in the name of the listing category—on the different standards applicable to premium-listed SCCs, it is better to allow investors a wider choice of premium-listed equity for which eligibility and on-going disclosure requirements are significantly higher than those for standard listings.
  • Investors are accustomed to assessing sovereign risk and therefore can be expected to be able to take a relatively informed view about investing in a SCC where there will not be in place the same investor protections as there are with a premium listing for other commercial companies.
  • SCCs are likely to have a different relationship with their sovereign controllers than other corporate issuers will have with their controlling persons, influenced by issues of public policy and service and involving a much more complex web of governmental organisations and entities.
  • Arguably, there will be much more information in the public domain about this relationship (as well as the sovereign state itself) than might be the case for non-sovereign controlling shareholders, enabling investors to make a more informed assessment about that relationship and its implications for their investment.
  • Initial disclosures about this relationship in an IPO prospectus and on-going disclosures required under the Market Abuse Directive (MAR) and now, following the FCA’s revision of its proposals, under the listing rules relating to RPTs should provide full transparency to the market about interactions between a sovereign controller and its SCCs that are of significance to investment in the SCC.
  • The revised proposals will enable investors to engage with SCCs on the key issue of board composition through retaining the existing premium listing rules on the election of independent directors.
  • SCCs are quite likely to enter into numerous transactions with different entities related to the sovereign and therefore the full application of the existing premium listing rules on RPTs—especially the shareholder approval and the analysis required to determine whether transactions fall outside of those rules—would impose an unduly onerous burden on the SCC and sponsors.
  • The vast majority of the premium listing rules will still apply to SCCs, demonstrating that the FCA’s approach has been only to relax those few key rules that would likely present significant problems for SCCs and might encourage them to seek a standard listing in London—with the much lesser investor protection or comfort that standard listings provide—or a listing outside of the U.K.
  • The FCA has now addressed the concerns and arguments against the disapplication of the two important premium listing requirements and believes that its revised proposals strike the right balance between encouraging SCCs to list in London with a premium listing while protecting investors by retaining maximum application of the premium listing standards to the extent consistent with the special position of SCCs.

What is the Difference Between a UK Premium and a Standard Listing?

A standard listing imposes on issuers the EU-wide harmonised listing requirements for equity, debt and DRs. These include basic eligibility requirements and the application of on-going disclosure and transparency requirements under the Transparency Directive and the MAR.

A premium listing imposes on issuers additional eligibility and on-going requirements that are intended to provide investors with greater engagement rights with the issuer—including voting on certain significant M&A, RPT and other actions. A premium listing also imposes demanding requirements with respect to corporate governance, including the application of the broad principles and provisions of the U.K. Corporate Governance Code. In addition, where a premium listed issuer has a controlling shareholder, the listing rules include requirements designed to help protect the independence of the issuer. These are discussed further below.

Currently, a premium listing is only available for the equity shares of a corporate issuer (or the securities of a closed-ended investment fund or open-ended investment company). It is not available for debt securities or DRs.

Without a premium listing, companies are not eligible for inclusion in the FTSE U.K. Index Series. As the FCA points out in its Policy Statement, the other requirements that must be satisfied in order to be eligible for inclusion in those indices—such as the “nationality” or (for non-U.K. issuers) enhanced free float requirements—are not the responsibility of the FCA and are set and regulated by the index operator (in the case of the FTSE U.K. indices, a subsidiary of the London Stock Exchange).

The FCA’s view, therefore, is that the concerns that some respondents expressed about passive investors being exposed to SCCs with “weaker” premium listing requirements than other commercial companies included in the FTSE U.K. indices are not in themselves reasons for objecting to the proposals, but are issues for the index operators to consider and address as they may think appropriate.

Which Issuers Will Be Able to Qualify for Listing as a SCC?

The new premium listing category will be available to commercial companies that have a “sovereign controlling shareholder,” which is defined as being “a State which exercises or controls 30% or more of the votes able to be cast on all or substantially matters at general meetings of the company”.

The 30% test is set at the same level that applies to the existing rules relating to non-sovereign “controlling shareholders” of premium listed companies. “State” is defined as being: (i) the sovereign or other head of a State in their public capacity, (ii) the government of a State, (iii) a department of a State, or (iv) an agency or special purpose vehicle of a State, including an agency or SPV of (i), (ii) or (iii). A sovereign controlling shareholder must be “a State” that is recognised by the U.K. government and may even be the U.K. itself (if it were to be a controlling shareholder—as technically it currently is, for example, in the bank, RBS—in a company that wished to apply for a SCC premium listing). 

The Two Key Premium Listing Requirements to be Disapplied in Relation to SCCs

Controlling shareholder agreements

Premium listed companies with a controlling shareholder must enter into an agreement with the controlling shareholder—commonly referred to as a relationship agreement—containing minimum terms intended to ensure that: (i) transactions with the controlling shareholder are conducted on arm’s length and normal commercial terms, (ii) no action will be taken by the controlling shareholder (or its associates) to prevent the listed company from complying with its listing obligations, and (iii) neither the controlling shareholder nor its associates will propose a shareholder resolution which appears to be intended to circumvent the proper application of the listing rules.

Where the listed company is not in compliance with these or certain related requirements with respect to the relationship agreement it is penalised under the Listing Rules by effectively having to get all RPTs approved by an independent shareholder vote, including those that are normally excused from this requirement because of their size or they are in the ordinary course of business. None of these requirements will apply to SCCs.

Shareholder approval of RPTs/sponsor confirmation of small RPTs

The existing premium listing rules essentially require:

  • all RPTs that are not in the ordinary course of business and have values that equal or exceed 5% as determined by the “class tests” that are used to classify those transactions that require shareholder approval as “significant transactions” to be approved by an independent, simple majority vote of shareholders,
  • “smaller” RPTs that have values of between 0.25% and 5% to be confirmed by the company’s sponsor as having terms that are fair and reasonable as regards the company’s independent shareholders,
  • an announcement to the market of prescribed details of the RPT as soon as it is entered into, and
  • where, over a 12 month period, the aggregate value of all RPTs (no matter what their size) equals or exceeds 5%, independent shareholder approval to be obtained in respect of the latest RPT.

Under the new premium listing category for SCCs:

  • no independent shareholder approval will be required for RPTs,
  • no sponsor confirmation of the fairness and reasonableness of the terms of smaller RPTs will be required,
  • however, the terms of a SCC’s RPT will have to be announced to the market as soon as it is entered into.

Key Premium Listing Requirements that Will Apply to SCCs

Apart from the two key premium listing requirements mentioned above, all the other premium listing requirements that apply to “non-sovereign” corporate issuers will apply to any SCC listings in the new premium listing category, both as regards eligibility and on-going disclosure and shareholder engagement requirements. The FCA has included a helpful table in its Policy Statement setting out which of the existing premium listing rules will (or will not) under its final proposals apply to SCCs and this is reproduced at the end of this note. Some of the most significant of these rules that will apply to SCCs are briefly summarised below.

Independent shareholder voting on the election of independent directors

U.K. corporate governance requirements, rather than the Listing Rules themselves, set independence requirements for the boards of premium listed companies. However, the premium listing rules require the election of independent directors to be approved—by simple majority vote—by both the whole body of shareholders (including any controlling shareholder(s)) and separately by the independent shareholders (i.e. excluding the controlling shareholder(s)). If the election of the director is not approved by both sets of shareholders and the company wishes to proceed with the appointment of the director, the rules set a 90 day “cooling off” period before a further resolution is proposed for the election of the director on which all shareholders together can vote.

Disclosure obligations in respect of RPTs

As mentioned above, all RPTs with a value of above 0.25% must be announced to the market as soon as the transaction is entered into, with details being given of the related party, the consideration for the transaction, a brief description of it and any other relevant circumstance. These announcements are required, whether or not the RPT would constitute “inside information” in relation to the company that would have to be announced under MAR. Announcements are also required of any RPT (no matter what its value or size) if in any 12-month period the aggregate value of all RPTs of the company equals or exceeds 5%.

Shareholder approval for significant transactions

Transactions, other than those entered into in the ordinary course of business, that have a value of 5% or more—tested by reference to the premium listed company under four separate classification tests—have to be announced to the market as soon as their terms have been agreed. Those that have a value of 25% or more must also be approved by a simple majority vote of shareholders. The premium listing rules prescribe the details of the transaction and other matters, including financial information that must be given in any such announcement or in the circular calling the shareholders’ meeting to approve the transaction.

Share buybacks and other own-share dealings

The premium listing rules also set out various notification and other requirements with respect to share buybacks and other dealings by a company in its own securities, including any purchases from a related party to the company (essentially a director or a 10% shareholder or its associates). Importantly, in the case of share purchases from a sovereign controlling shareholder, the new premium listing rules for SCCs will specifically state that the disapplications mentioned above with respect to shareholder approval, or sponsor confirmations with respect to fairness and reasonableness, of RPTs will not be available to the SCC in the case of share purchases and so must be complied with (as would be the case for any other premium listed commercial company).

Independent business and control

Despite having a sovereign controlling shareholder, a SCC will still need to satisfy all the existing premium listing eligibility requirements, including with respect to carrying on an independent business as its main activity and exercising operational control over that business. Where a SCC has granted or may be required to grant security over its business in connection with the funding of a sovereign controlling shareholder, the new listing rules will state that that may indicate to the FCA that the SCC cannot satisfy the independent business eligibility requirement.

Free float

In its feedback on its proposals in its Policy Statement, the FCA explained that it was not planning changing the existing free float requirements of the premium listing rules, despite some respondents being concerned about the likelihood of SCCs being admitted to the new listing category with low free floats. This means:

  • the FCA will continue to have the right to allow a listing where the standard minimum free float level of 25% is not satisfied, provided there is sufficient liquidity in the shares to be listed—very large companies (which SCCs typically tend to be) may be able to make out a credible case to the FCA that the significant size of the shares in public hands will deliver a liquid market in the listed shares with a free float of less than 25%, and
  • since the free float is determined on the basis of the particular security being listed, where DRs are to be listed, the percentage free float of the underlying equity represented by the DRs could be very low, even where the DRs themselves meet a 25% level.

No weighted-voting shares, etc.

The FCA has taken the opportunity in its Policy Statement to reaffirm the importance it attaches to the core premium listing principle that shareholder rights, especially voting rights, should be proportionate to the economic interest that their shares have in the listed company and to warn that it has in the past resisted calls to give minorities undue veto rights in premium listed companies.


Other important features of the U.K.’s premium listing regime that will apply to SCCs include the requirement to benchmark their corporate governance against the U.K. Corporate Governance Code, to appoint an approved financial adviser (sponsor) to provide advice to the listed company with respect to its listing application and subsequently on certain of its listing obligations and to provide certain confirmations with regards to the company to the FCA, and allow shareholders pre-emption rights with respect to further issues of equity for cash.

As explained below in relation to DRs, these premium listing requirements will also be applied in respect of any DRs for which a SCC wishes to apply for a listing in the new SCC premium listing category.

Premium Listing of SCC DRs

A particularly novel and important feature of the new SCC premium listing category is that for the first time DRs, and not just equity shares, will be capable of qualifying for a premium listing. However, it will only be DRs of SCCs, and not of any other commercial company, that can be granted a premium listing. Other companies’ DRs will still only be eligible for a standard listing.

By allowing SCC DRs to be given a premium listing, the FCA is recognising that it is likely that many investors in the London market looking to invest in the equity of SCCs would prefer to be invested in an English-law governed security—a DR—that would be eligible for settlement in CREST (London’s electronic securities settlement system), rather than a foreign-law governed equity share. Therefore if SCCs are to be attracted to the London market by this new premium listing category, a listing will have to be available for DRs as well as equity shares themselves.

Eligibility requirements

The eligibility requirements for a SCC’s DRs to qualify for a premium listing largely replicate the eligibility requirements for the premium listing of the SCC’s equity shares. These will also include a requirement for a 12-month minimum working capital statement to be given by the SCC. Since the prospectus rules do not require a prospectus for DRs to include such a statement, where it is not included in the admission prospectus, the SCC will have to publish the statement separately at the same time as the prospectus is published.

Premium listing voting rights of DR holders

Another additional and fundamental listing requirement will be that the SCC can demonstrate (and has in place arrangements that ensure) that the rights attached to the equity shares underlying the DRs are capable of being exercised by the DR holders as if they were holders of those underlying shares. This is required in order to ensure that the various premium listing rights and protections that investors expect and understand a premium listing to provide can be effectively exercised by them even though they may only hold DRs, rather than the shares themselves in respect of which the DRs have been issued.

As a result, holders of the class of the SCC’s equity shares that the DRs represent and the DR holders themselves must be able to vote on those matters on which the premium listing rules require shareholder approval to be obtained. Where an independent vote of SCC shareholders is required on the election of independent directors, only the independent shareholders (i.e. non-sovereign controlling shareholders) and independent DR holders will be permitted to vote.

FTSE UK Index Series

Under the current FTSE U.K. Index Series eligibility criteria, only companies with equity shares listed in the premium listing category are eligible for inclusion in the FTSE U.K. Index Series. The FTSE U.K. Index Series eligibility criteria would need to be amended to include listing of DRs.

Transferring From or to, or Exiting, the New Premium Listing Category

The new SCC premium listing category is only available for securities of issuers with a sovereign controlling shareholder. Where the issuer no longer has such a shareholder, the FCA will consider cancelling the listing of the securities or requiring the issuer to transfer its listing to another category.

Existing premium listed issuers who wish to take advantage of the relaxations available to SCCs under the new premium listing category by transferring to it and SCCs who subsequently wish to leave the premium listing category and transfer to a standard listing, will have to obtain the approval of their listed shareholders or (in the case of a SCC DR premium listing) their DR holders. Transferring the listing of equity shares from the new SCC premium listing category to the ‘normal’ premium listing of equity shares of commercial companies will not require any shareholder approval since that would result in greater, rather than less, premium listing protection for investors.

Where a shareholder or DR holder vote is required to approve a transfer to or from the new premium listing category, the approval must receive, at the relevant shareholder or DR holder meeting, a 75% vote in favour and this must include a simple majority of the independent shareholders or DR holders (i.e. the non-sovereign controlling shareholders or DR holders) voting on the resolution.

Next Steps

The necessary rule changes to the FCA Handbook to establish the new premium listing category will become effective on 1 July 2018. We will have to see if the largely negative reaction of investors to the proposed new premium listing category will continue once the new rules become effective and the extent to which eligible SCCs find the relaxations in the U.K.’s premium listing rules offered by the new listing category sufficiently attractive to decide to list in London rather than elsewhere, such as New York, where even greater accommodations are available to foreign issuers. Finally, we will also have to wait and see what changes (if any) are made to the FTSE Indices Rules to take account of any take up of this new premium listing category.

Premium Listing Rules Applicable to the New SCC Listing Category

Figure 1: Key requirements applicable to new listing category[1]

Controlling shareholder agreement (LR 6/9) No No
RPTs – shareholder approval and sponsor fair and reasonable opinions (LR 11) No No
RPTs – announcement obligations (LR 11) No Yes
Independent votes on election of independent directors (LR 6/9) No Yes
Independent business (LR 6/9) Yes Yes
Control of business (LR 6/9) Yes Yes
Track record (LR 6) Yes Yes
Shares in public hands (LR 6/9) Yes Yes
Premium listing principles including equality of treatment (LR 7) Yes Yes
Sponsor regime (LR 8) Yes Yes
FRC Corporate Governance Code reporting (LR 9) Yes Yes
Pre-emption rights (LR 6/9) Yes Yes
Significant transactions regime including class tests (LR 10) Yes Yes
Dealing in own shares (LR 12) Yes Yes
Shareholder circulars (LR 13) Yes Yes


[1] Copyright of, and reproduced with the permission of, the FCA.


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.

© Shearman & Sterling LLP | Attorney Advertising

Written by:

Shearman & Sterling LLP

Shearman & Sterling LLP 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.