SEC Proposes Summary Prospectus Rule for Variable Annuity and Variable Life Insurance Contracts

K&L Gates LLP

K&L Gates LLP

Executive Summary
In a significant step toward improving variable insurance product (“VIP”) disclosure, the U.S. Securities and Exchange Commission (“SEC”), on October 30, 2018, proposed a new rule (the “Summary Prospectus Rule”) long advocated by the insurance industry that would allow VIP issuers to use a summary prospectus to satisfy prospectus delivery obligations under Section 5 of the Securities Act of 1933 (the “Proposal”).[1] The Proposal includes the following components, which are discussed in more detail in this Client Alert: 

  • Option to Use Summary Prospectus — New Rule 498A would permit the use of two types of summary prospectuses describing the VIP: (1) an “initial summary prospectus” delivered in hard copy, or electronically if an investor elects, to new investors that would include certain key information about the VIP; and (2) an “updating summary prospectus” delivered in hard copy, or electronically if an investor elects, to existing investors that would include a summary of any VIP changes, as applicable, since the last update as well as certain information from the initial summary prospectus.
  • Internet Availability of Statutory Prospectus and Other Information — In order to use a VIP summary prospectus, new Rule 498A would require the related statutory prospectus and statement of additional information to be publicly accessible, free of charge, at a website address specified on or, in the case of an electronic copy, hyperlinked in the cover page of the summary prospectus, and a hard copy made available by request at no cost.
  • Optional Delivery Method for Portfolio Company Prospectuses — An important aspect of the Proposal provides an optional method for satisfying prospectus delivery obligations for the underlying portfolio company investment options, under which the VIP issuer would include certain key information about these portfolio companies in an appendix to the VIP summary prospectus and would make the portfolio companies’ summary and statutory prospectuses available online at the website address specified on or, in the case of an electronic copy, hyperlinked in the VIP summary prospectus, and a hard copy made available by request at no cost.
  • VIPs No Longer Actively Sold to New Investors — For VIPs no longer actively sold to new investors (referred to by the SEC as “Discontinued Contracts”), the SEC noted that many issuers rely on SEC staff no-action letters permitting issuers to cease filing updates to the VIP registration statements and delivering updated prospectuses and other information to existing investors under certain circumstances. With respect to such Discontinued Contracts, the SEC proposes to effectively “grandfather” contracts relying on the existing no-action relief as of the effective date of a final Summary Prospectus Rule, subject to continued compliance with the no-action letters. For all other Discontinued Contracts, issuers would be required to file post-effective amendments to update their registration statements and provide updated prospectuses in reliance on the new Summary Prospectus Rule framework. The SEC also discussed, and requested comment on, alternative approaches to address Discontinued Contracts.
  • Form Amendments; XBRL; Other Amendments — The SEC also proposed to update and enhance certain disclosure requirements for VIPs under Forms N-3, N-4, and N-6 and would require VIP registrants to use the Inline XBRL format for filing certain information. In addition, the proposal includes certain technical and conforming amendments to implement the proposed summary prospectus regime, and to update or rescind other rules and forms applicable to VIPs.

The approach reflected in the Summary Prospectus Rule is similar to that taken in the mutual fund summary prospectus rule, but includes several key differences that reflect the unique nature of VIPs. Overall, the Summary Prospectus Rule aims to facilitate comparability among insurance products and reflects significant industry input received over several years. If adopted, the proposed changes should result in investors receiving information in a more digestible manner and would reduce issuer costs.

The public comment period expires on February 15, 2019. We would be pleased to assist you in evaluating the Proposal and submitting comments.

New Option to Use VIP Summary Prospectuses
The Summary Prospectus Rule would permit, but not require, use of two types of summary prospectuses for VIPs to satisfy prospectus delivery obligations under Section 5(b)(2) of the 1933 Act: (1) an “initial summary prospectus” to be provided in connection with sales of VIPs to new investors; and (2) an “updating summary prospectus” to be provided to investors who are existing contract owners. Use of summary prospectuses would be conditioned on, among other things, providing the statutory prospectus and other materials online, and on sending such materials to investors in paper or electronically upon request.

Importantly, as with mutual fund summary prospectuses, the Summary Prospectus Rule would, subject to certain conditions, permit issuers of VIPs to incorporate by reference into both the initial summary prospectuses, as well as updating summary prospectuses, information contained in the statutory prospectus, statement of additional information “SAI” and, in the case of variable annuity separate accounts registered as management companies, shareholder reports. Permitting incorporation by reference is an essential aspect in facilitating summary prospectus use as it allows issuers to include the additional information and disclosure contained in offering documents such as the statutory prospectus and SAI, which may protect issuers from liability relating to the omission of information.

Initial Summary Prospectus
Under the Summary Prospectus Rule, an initial summary prospectus may describe only a single contract[2] that the registrant currently offers for sale, and would be required to include certain information, and only that information, in the same order, and under the relevant corresponding headings, as the proposed rule specifies, including the following:

  • A cover page including certain identifying information (such as the name of the insurance company, the separate account registrant, and the contract), legends with identifying information about the VIP and certain general information that applies to all VIPs, and a hyperlink where additional information about the contract may be found; 
  • An optional table of contents;
  • An overview of the contract, providing an introduction to the contract, how it works, and its primary features (including death benefits, withdrawal options, loan provisions, and any available optional benefits);
  • A table with a standardized format, order, and headings outlining key information (“Key Information Table”) about the contract, including fees and expenses; risks; restrictions or limitations, principally in regards to investment options or benefits; taxes; and conflicts of interest;
  • A discussion of the standard death benefit available under the contract and how it operates;
  • A table summarizing other benefits available under the contract, including each benefit’s name and purpose, whether the benefit is standard or optional, associated fees, and limitations or restrictions;
  • A description of the procedures for purchasing the contract, including the minimum initial and subsequent payments required, and limitations or restrictions on payments;
  • For variable life insurance policies, a description of when and under what circumstances the contract will lapse, any lapse options, the effect of the lapse, and under what circumstances a contract may be reinstated;
  • A discussion of how investors may access their money through surrender or withdrawal, including any limits on the ability to surrender, how proceeds are calculated, and when they are payable;
  • The full fee table (including the expense example in the case of variable annuity contracts) that also would appear in the statutory prospectus detailing all of the expenses incurred when an investor buys, sells, or owns the contract; and
  • An appendix (discussed in more detail below) describing the portfolio companies currently available as investment options under the contract.[3] 

Updating Summary Prospectus
Under current industry practice, insurance companies typically send the updated VIP statutory prospectus to existing contract owners each year to satisfy prospectus delivery obligations in connection with additional purchase payments or premium payments that may be received, or the reallocation of contract value that may be made, in the coming year. Under the Summary Prospectus Rule, this obligation could be satisfied with respect to existing investors by providing an “updating summary prospectus” rather than a full statutory prospectus. An updating summary prospectus would discuss any material changes that have occurred with the contract during the past year, as well as certain of the information required in the initial summary prospectus, including the following:

  • A cover page including certain identifying information and legends similar to the initial summary prospectus and a hyperlink where additional information may be found;
  • An optional table of contents;
  • A brief description of any changes to the contract with respect to the fee table, the standard death benefit, other benefits available under the contract, portfolio companies available under the contract, and other changes that the registrant wishes to disclose, since the most recent updating summary prospectus or statutory prospectus was sent to investors;
  • A Key Information Table with the disclosure required in the initial summary prospectus; and
  • An appendix (discussed in more detail below) with the portfolio company disclosure required in the initial summary prospectus.[4]

In describing any changes to the contract, issuers should “provide enough detail to allow investors to understand the change and how it will affect them.”[5] However, this need not be extensive, as Appendix B to the Proposing Release, which provides a hypothetical updating summary prospectus, succinctly lists contract changes in bullet form.[6]

Importantly, the updating summary prospectus must contain the information required by the rule in the specific order outlined in the rule. In addition, unlike for an initial summary prospectus which must describe only one contract, the Summary Prospectus Rule would permit the updating summary prospectus to describe one or more contracts covered in the statutory prospectus to which the updating summary prospectus relates. However, a registrant may only use an updating summary prospectus if that registrant uses an initial summary prospectus for each currently offered contract described under the current statutory prospectus to which the updating summary prospectus relates.

Appendix of Portfolio Companies
The appendix of portfolio companies required under the Summary Prospectus Rule would include a legend: (1) stating that the portfolio companies listed are currently available under the VIP and are subject to change; (2) providing a hyperlink to a landing page, a telephone number, and an email address that investors may use to obtain a copy of a portfolio company’s summary and statutory prospectus; and (3) stating that the portfolio company expense information provided does not reflect contract charges, that performance would be lower if these charges were included, and that past performance does not indicate future performance. The appendix would then identify each portfolio company available as an investment option in a table indicating each portfolio company’s type or investment objective; name; investment adviser or sub-adviser; expense ratio; and average annual total returns for the past 1-year, 5-year, and 10-year periods. Additionally, if the portfolio companies that are available vary based on benefit options selected, the appendix also would include a separate table identifying the portfolio companies available under each benefit.

Easing the Prospectus Delivery Requirements through “Layered” Disclosure

Online Availability of VIP Disclosure Documents
The Summary Prospectus Rule also would change how prospectus delivery requirements may be satisfied. VIP issuers currently are required to provide not only the prospectus and (upon request) the SAI for the VIP, but also the prospectus for each portfolio company to which an investor has allocated value under the contract.

Under the Summary Prospectus Rule, an issuer could satisfy its prospectus delivery obligations by providing investors with a contract summary prospectus and making the contract statutory prospectus available online and in paper or electronically by request. This process reflects a “layered” disclosure approach in which investors would receive the most pertinent information through the initial or updating summary prospectus and would be able to access the statutory prospectus or SAI online or by requesting a paper copy for further information. The Summary Prospectus Rule’s conditions relating to online accessibility are similar to mutual funds and require that:

  • A current version of each document remains on the website provided to investors for at least 90 days following the time of the “carrying or delivery” of the contract security;
  • Any documents posted online be “human readable” (i.e., text appears legible and is not cut off);
  • The documents be linked such that a user can move between an electronic version of the table of contents and a particular section of the document and also between sections of the contract summary prospectus and related sections of the contract statutory prospectus and SAI;
  • Investors be able to view the definition of any special terms used in the summary prospectus by hovering over or selecting the term, or by moving between the special term and its respective glossary definition; and
  • Investors accessing the online documents be able to permanently retain such documents free of charge in an electronic format.

In addition, a contract summary prospectus may not be bound together with any other materials except for summary and statutory prospectuses of portfolio companies, provided that the portfolio companies are available to the investor to whom the materials are sent or given and the materials include a table of contents identifying each portfolio company prospectus included and the page on which it may be found.

New Delivery Option for Portfolio Company Prospectuses
As noted above, the Proposal includes a new delivery option for portfolio company prospectuses under which issuers sending a contract summary prospectus would not be required to provide investors with prospectuses of portfolio companies simultaneously with the VIP prospectus. Rather, under the Proposal, the VIP issuer would include certain key information about the portfolio companies available under the contract in an appendix to the contract’s summary prospectus, and would make the summary and statutory prospectuses for the portfolio companies available online at the website address specified on or hyperlinked in the VIP summary prospectus. In particular, this approach would satisfy prospectus delivery obligations if: (1) an initial summary prospectus is used for each currently offered VIP described under the related registration statement; (2) a summary prospectus is used for the portfolio company; and (3) the portfolio company’s current summary prospectus, statutory prospectus, SAI, and most recent shareholder reports are posted online under similar posting requirements for the VIP’s summary prospectuses and other documents. These documents would be subject to similar online formatting and accessibility requirements as mutual fund summary prospectuses under Rule 498, but the Proposal would require the documents to be posted at the same website address as the VIP materials that appear online.

VIPs No Longer Actively Sold to New Investors
The SEC staff has provided no-action relief to issuers of Discontinued Contracts under which such issuers are permitted to cease filing updates to the VIP registration statements and delivering updated prospectuses to existing investors under certain circumstances, including delivery of certain alternative disclosures.[7] In general, the relief under these no-action letters is only available if: (1) there are no material changes to the contract; (2) investors are provided with certain alternative disclosures, including offering documents relating to the portfolio companies, transaction confirmations, updated audited financial statements within 120 days after the close of the fiscal year, and a statement of the number of units and values in the investor’s account; (3) the registrant files periodic reports with the SEC; and (4) no new contracts are offered to the public. The Proposal includes various alternative approaches for Discontinued Contracts, which seek to incorporate use of updating summary prospectuses for such contracts in certain circumstances.

The SEC’s primary proposal with respect to Discontinued Contracts would effectively “grandfather” contracts relying on the existing no-action relief as of the effective date of a final summary prospectus rule, subject to compliance with the SEC staff no-action letters. For all other contracts (i.e., those not relying on the no-action relief at the effective date), issuers would be required to file post-effective amendments to update their registration statements and provide updated prospectuses under current regulatory requirements, but could use the summary prospectus framework, relying on the streamlined disclosures in the updating summary prospectus for such contracts.

However, the SEC also discussed, and requested comment on, two alternative approaches to address Discontinued Contracts. An issuer could rely on the relief under these alternative approaches only if the contract is no longer offered to new purchasers, there are fewer than 5,000 investors, and there are no material changes to the contract.

Under the first alternative approach, registrants of Discontinued Contracts would not need to comply with certain updating and delivery requirements, provided that: (1) investors receive an annual notice of certain material information that would otherwise be included in the updating summary prospectus; (2) financial statements provided to investors under the alternative disclosure permitted under the SEC staff no-action letters are filed with the SEC, posted to the issuer’s website and delivered to an investor upon request; (3) registrants may use the optional portfolio company prospectus delivery method permitted under the Summary Prospectus Rule; and (4) investors would continue to receive shareholder reports and proxy materials for portfolio companies.

The second alternative approach would: (1) permit registrants to rely on a modified version of the Summary Prospectus Rule requiring that investors receive an annual notice including the information required by the annual notice required under the first alternative approach above, make the contract statutory prospectus and SAI available online, and use the delivery requirements of the Summary Prospectus Rule; (2) require that separate account and depositor financials be filed with the SEC and permit issuers to incorporate these documents by reference into the registration statement, even if they are filed after the registration statement’s effective date (known as forward incorporation by reference); and (3) require that investors continue to receive shareholder reports and proxy materials for portfolio companies.

Proposed Amendments to Update and Harmonize Forms N-3, N-4, and N-6; XBRL; Other Amendments

Form Amendments
The SEC also proposed amendments (the “Amendments”) to Form N-3, Form N-4 and Form N-6 (the “Forms”)[8] designed not only to incorporate the new summary prospectus disclosure, but to reflect changes within the variable insurance industry since the adoption of each form and to make disclosure more consistent among registrants. The Amendments also seek to enhance consistency among the Forms. The Proposing Release notes that Form N-6, adopted in 2002, is the most recently adopted of the Forms. As such, many of the Amendments seek to align the disclosure requirements of Forms N-3 and N-4 more closely with Form N-6.

The SEC also proposed amendments that would require VIP registrants to file certain information in “Inline XBRL” format, similar to the requirements for mutual funds and exchange-traded funds. Inline XBRL format is designed to facilitate review and comparison of data. This tagging requirement primarily would apply to: (1) the Key Information Table; (2) the Fee Table; (3) the section on the Principal Risks of Investing in the Contract; (4) the section on Other Benefits Available Under the Contract; and (5) the Investment Options Available Under the Contract.

Other Amendments
The Proposal also includes proposed amendments to the rules applicable to VIPs, as well as the rescission of other rules and forms, to update the regulatory framework for VIPs, including changes stemming from the enactment of the National Securities Markets Improvement Act of 1996 (“NSMIA”). Certain proposed amendments would, consistent with the statutory amendments resulting from NSMIA, replace numerical limits on fees and charges currently included in rules governing VIPs with a requirement that the charges be reasonable in the aggregate. Other proposed amendments would rescind Form N-1 and also rules requiring notices relating to refund and withdrawal rights of periodic payment plan certificate holders.

The proposed Summary Prospectus Rule represents the most significant regulatory disclosure overhaul of VIPs in recent years. Many of the changes promote simplicity, seeking to make the contracts easier for investors to understand and compare. The streamlined process and cost savings to issuers under the Summary Prospectus Rule will likely be viewed as a welcome change by the variable insurance industry. The SEC also has requested input on a variety of significant questions and other matters, both in connection with the summary prospectus proposal and VIP regulation more generally. As stated earlier, please let us know if we can assist you in evaluating the Proposal or submitting comments.

[1] SEC Release Nos. 33-10569, 34-84508 and IC-33286 (Oct. 30, 2018), (the “Proposing Release”).
[2] An initial summary prospectus may, however, describe more than one class of a contract. Id. at 33.
[3] Proposed Rule 498A(b). The Proposing Release includes an appendix with a hypothetical initial summary prospectus. See Proposing [4] Release at Appendix A.
[4] Proposed Rule 498A(c).
[5] Proposing Release at 104. The Proposing Release indicates, for example, that stating merely that a fee has changed in not sufficient. Rather, the updating summary prospectus should disclose that the fee has changed from 1.5% to 1.7%. Id.
[6] See Proposing Release at Appendix B.
[7] See, e.g., Great-West Life and Annuity Insurance Company (Oct. 23, 1990). Many of these no-action letters were limited to circumstances where the number of investors still owning contracts was fewer than 5,000, but there are multiple no-action letters in which the number of contracts owners substantially exceeded that number.
[8] Form N-3 applies to variable annuity separate accounts registered as management companies, Form N-4 applies to variable annuity separate accounts registered as unit investment trusts and Form N-6 applies to variable life insurance separate accounts.

Written by:

K&L Gates LLP

K&L Gates 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.