United States: The Revitalization Of Foreign-To-Foreign F Reorganizations Under U.S. Law

For many years, F reorganizations seemed like the little-loved stepchild of the U.S. reorganization provisions. However, the final F reorganization regulations issued in 2015 have offered more certainty and thus generated renewed interest among international tax practitioners in the use of F reorganizations.

Particularly in an international tax context, F reorganizations can be a useful tool to qualify local jurisdiction restructurings as tax-free reorganizations for U.S. federal income tax purposes. A local jurisdiction restructuring may be desirable for many reasons, including to permit tax and accounting consolidation; to reduce operating, administrative, or compliance costs; to eliminate the application of non-U.S. controlled foreign corporation rules; or to align a change in the company's or its individual owners' location or place of management with local tax rules.

While there are other tax-efficient ways to implement a restructuring (depending on the specific facts), this article focuses on the use of foreign-to-foreign type F reorganizations, particularly in the context of family businesses and other closely held businesses. This article focuses on the U.S. federal income tax consequences of the described transactions; while sometimes referenced as the reason for a reorganization, the tax consequences of the reorganization in other jurisdictions are generally beyond the scope of this article.

General U.S. Reorganization Provisions

While section 61 generally assesses U.S. federal income tax on "gross income . . . from whatever source derived," in specific cases the code acknowledges that a transaction may "effect only a readjustment of continuing interest in property" in a way that does not warrant tax being imposed.1 For example, from a policy perspective, the IRS has determined that reorganizations defined in section 368 should not be subject to U.S. federal income tax.

If the transaction qualifies as a reorganization under section 368, a corporation's transfer of its assets for stock in another corporation and the shareholders' exchange of stock and securities in one corporation for stock and securities in another corporation are tax free, provided both corporations are parties to the reorganization.2 An F reorganization is defined as "a mere change in identity, form, or place of organization of one corporation, however effected."3

In addition to meeting the applicable definition in section 368, most reorganizations must also pass the continuity of interest, continuity of business enterprise, and business purpose tests.4 While the requirements for continuity of interest and continuity of business enterprise no longer apply to F reorganizations,5 an F reorganization still must have a valid business purpose.6 The business purpose test is typically read to require a "corporate or business purpose" for the transaction.7 While it has also been stated as requiring one "non-Federal tax business purpose,"8 a transaction that is effected solely for non-U.S. tax purposes still may be viewed as lacking a sufficient business purpose.9 Also, the existence of a U.S. or non-U.S. tax reason for the transaction in addition to other commercial goals does not mean the transaction fails the business purpose test.10

F Reorganization Requirements

Reg. section 1.368-2(m) sets out the following requirements for an F reorganization11:

  • immediately after the transaction, all the stock of the resulting corporation12 must be distributed (or deemed distributed) in exchange for stock of the transferor corporation;
  • the same person or persons must own the resulting corporation in the same proportion as they owned the transferor corporation;
  • the resulting corporation cannot have prior assets or tax attributes;
  • the transferor corporation must completely liquidate in the transaction for U.S. federal income tax purposes;
  • the resulting corporation must be the only acquiring corporation; and
  • the transferor corporation must be the only transferring corporation.

Not surprisingly, each of these prongs is somewhat more complex than the basic description implies.

The first prong of the test requires that all the stock of the resulting corporation be distributed (or deemed distributed) in exchange for the stock of the transferor corporation. However, the regulations specifically allow the resulting corporation to issue a de minimis amount of stock not in exchange for stock of the transferor corporation if necessary to form the resulting corporation or maintain its legal existence.13 For example, a jurisdiction may require two shareholders to incorporate a company, or the entity may be a limited partnership that elects to be treated as a corporation for U.S. federal tax purposes under reg. section 301.7701-3(c). In either case, the issuance of a small amount of stock in the resulting corporation will be disregarded for purposes of this part of the test.

While the second prong requires that the shareholders of the transferor and resulting corporations are the same immediately before and after the transaction and own their stock in the same proportion, the de minimis exception in the preceding paragraph also applies for purposes of this requirement.14 Perhaps surprisingly, this prong also may be satisfied if some of the transferor shareholders receive stock with different rights in the resulting corporation, or even if they receive a distribution of property or money from the resulting corporation.15

Third, the resulting corporation cannot have any assets or tax attributes immediately before the transaction. Again, however, the regulations take a practical approach and permit de minimis prior assets if required for the resulting corporation's formation or legal existence (for example, to meet statutory capital requirements under local law).16

Fourth, the transferor corporation must liquidate completely for U.S. federal income tax purposes in the transaction. This complete liquidation can be accomplished either by actual liquidation of the transferor corporation or by filing an entity classification election under reg. section 301.7701-3(c) to disregard the transferor corporation.17 The transferor corporation can even remain in existence, including with de minimis assets if those assets are required to maintain the corporation's existence under local law.18 Finally, under the fifth and sixth prongs, the resulting corporation must be the sole acquirer, and there must be only one transferor corporation.19 These final two requirements ensure that an F reorganization cannot be used in a divisive or amalgamating manner, which would be contrary to the statutory requirement that an F reorganization is the mere change of one corporation. For example, the simultaneous merger of two corporations into a third corporation followed by the liquidation of both transferring corporations could not qualify as an F reorganization.20

F Reorganizations 'in the Bubble'

Often, a potential F reorganization occurs within a larger transaction or series of transactions. In these cases, practitioners may wonder whether the potential F reorganization could be "stepped together" with other transactional phases, potentially leading to a different tax result. Historically, however, the IRS has held that F reorganizations stand alone; in other words, the IRS's position has been that because an F reorganization involves a mere change in only one corporation, an F reorganization cannot be stepped together with other transactions.21 The IRS confirmed this position in the final F reorganization regulations under section 368.22

Reg. section 1.368-2(m)(3)(ii) states that a potential F reorganization can occur before, during, or after other transactions that result in more than a mere change in the corporation, even if the resulting corporation has only a transitory existence. These related events generally do not disqualify the F reorganization, nor is the U.S. tax characterization of those other steps affected (including whether the step transaction doctrine may apply to those steps).23 Similarly, distributions by the transferor or resulting corporation to a shareholder are treated as separate transactions subject to the general rules of section 301 and do not adversely affect the qualification of the transaction or series of transactions as an F reorganization.24

Finally, a series of transactions that could otherwise be analyzed under different code provisions (for example, section 351 or section 332) may qualify as an F reorganization25 — for example, when the contribution of the stock of the transferor corporation to the resulting corporation is followed by an actual or deemed liquidation of the transferor corporation into the resulting corporation.26

Application of Section 367

Even if a transaction meets the requirements of an F reorganization, in an international context it also must clear the hurdle of section 367. Generally, section 367 taxes stock and asset transfers to non-U.S. corporations, as well as some inbound transfers.

An in-depth review of the section 367 rules is beyond the scope of this article. However, very broadly, section 367(a) applies to transfers by U.S. persons and generally treats a non-U.S. transferee corporation as not a corporation (thus, section 367(a) transfers are typically taxable).27 Conversely, section 367(b) applies to specified transactions that may not involve a U.S. person transferor, including some foreign-to-foreign transfers, and generally treats a non-U.S. transferee corporation as a corporation (so transfers not covered by section 367(b) may be nontaxable).28

Under the section 367(b) regulations, the following steps are treated as occurring in an F reorganization regardless of the form of the transaction:

  • the transferor corporation transfers its assets to the resulting corporation in exchange for stock of the resulting corporation;
  • the transferor corporation distributes the resulting corporation's stock to its shareholders; and
  • the transferor corporation's shareholders are treated as having exchanged their stock in the transferor corporation for stock in the resulting corporation.29

Thus, U.S. shareholders of the transferor corporation in an F reorganization should not be treated as having transferred assets to the resulting corporation. Rather, the foreign transferor corporation is treated as the transferor. Therefore, section 367(a) should not apply.30 Likewise, section 367(d) (addressing outbound transfers of intellectual property and other intangibles) should not apply, as that provision only applies to U.S. transferors.31 Further, in a foreign-to-foreign F reorganization, the section 367(b) regulations do not treat the resulting corporation as other than a corporation. Therefore, if the transaction meets the general F reorganization tests set out above, a foreign-toforeign F reorganization should not be subject to tax under section 367.

If the non-U.S. transferor corporation does not own any U.S. assets, including any U.S. real estate, a foreign-to-foreign F reorganization should be nontaxable under both the general section 368 rules32 and the section 367 cross-border transfer rules.33 However, if the transferor corporation holds any U.S. assets, including U.S. real estate, further analysis will be required to determine the U.S. federal income tax position. For example, the analysis may involve the application of the U.S. 1980 Foreign Investment in Real Property Tax Act rules.

Foreign-to-Foreign F Reorganizations

F reorganizations can be useful when it is desirable for an entity to change structure or form for local law reasons (for example, from a limited company to a limited liability partnership) or when it is helpful for an entity to redomicile from one jurisdiction to another. This may be because the company is going to be managed in a different location;34 when one or more of the individual shareholders have moved; or to streamline accounting, management, or administrative expenses. The change also may have non-U.S. tax or accounting benefits, such as the ability to file on a consolidated basis under local law, the elimination of local CFC rules,35 or inheritance tax advantages.

The following examples are taken from my professional experience.

Example One

In one example, a U.K. limited company operated a trading business in the U.K. For U.K. business and inheritance tax reasons, the company wanted to convert to a U.K. LLP. Because the company had significant U.S. individual ownership, the restructuring needed to be U.S. tax free. The shareholders of the U.K. limited company set up a new U.K. LLP,36 which they owned in the same percentages as they owned the U.K. limited company. Then, the U.K. limited company transferred all its assets and liabilities to the U.K. LLP and liquidated (first via a check-the-box election to be treated as a partnership, then by an actual liquidation).

Although this transaction could have been treated as a nondivisive D reorganization, under overlap rules a reorganization that could qualify as both an F reorganization and a D reorganization will qualify solely as an F reorganization.37 The U.K. limited company was the sole transferor corporation and the U.K. LLP was the sole acquiring corporation; further, the U.K. LLP was newly formed, and, other than de minimis assets that may have been required for its formation under U.K. law (if any), it had no previous assets or tax attributes. Therefore, the transaction should qualify as an F reorganization under the regulations. Section 367 should not alter this result.38

Example Two

In another case, an individual tax resident of Portugal wholly owned a company organized in a Caribbean jurisdiction that, in turn, owned a piece of U.S. real property. To streamline the holding structure and its administration (the individual owned several other Portuguese companies) and to eliminate the application of Portugal's CFC rules, the company was redomiciled from the Caribbean jurisdiction to Portugal. The redomiciliation was effected under the laws of the Caribbean jurisdiction and Portugal, both of which permitted the company to be continued in Portugal in a manner similar to redomesticating a company in the U.S. Other than adding a de minimis second shareholder required under Portuguese law,39 the individual wholly owned the redomiciled Portuguese company and the Caribbean company ceased to exist for all purposes.

Again, there was one transferor corporation and one acquirer. Thus, this transaction also qualified as an F reorganization and section 367 did not change this result. The U.S. real estate made the analysis more complex,40 but ultimately, provided specific reporting obligations were met, the transaction was U.S. tax free.

Example Three

Yet another case involved the parent company of a real estate business, which originally was incorporated in the Channel Islands. Over time, the group came to acquire, manage, and operate several U.K. properties. Further, the U.K. tax rules changed during the company's existence, and the sole individual owner of the company (a dual U.S.-U.K. taxpayer) no longer obtained a U.K. tax benefit from having the parent company outside the U.K.41 Also, if the parent company was incorporated in the U.K., the group could reduce operating and administration costs outside the U.K. and file consolidated corporate tax returns in the U.K., thereby reducing compliance costs and burdens. The individual owner formed a new U.K. holding company, contributed the shares of the Channel Islands parent to the new company, and then liquidated the Channel Islands company, via a check-the-box election to be treated as disregarded (and, in due course, an actual liquidation).

The same individual wholly owned both the Channel Islands company and the new U.K. company. The U.K. company was newly incorporated, so it had no (or de minimis) assets and tax attributes before the transaction. In the U.S., the transaction might otherwise be analysed under sections 351 and 332 but should instead be treated as an F reorganization.42 Again, section 367 should not alter this result.

Notably, this transaction may have had an extra benefit for the individual shareholder. If the parent company qualified for benefits under the U.K.-U.S. income tax treaty, dividends paid by the parent company should be qualified dividends rather than ordinary dividends.43


While not appropriate in all circumstances, a foreign-to-foreign F reorganization can be useful for international tax practitioners looking to accomplish non-U.S. business and tax goals without triggering adverse U.S. federal income tax consequences. The final F reorganization regulations offer enhanced certainty regarding the classification of a transaction or series of transactions as an F reorganization, and this has led practitioners to refocus on the tool. However, the proposed transaction(s) must be carefully reviewed to ensure that all applicable requirements are met.


1Reg. section 1.368-1(b).

2Sections 354 and 361. A transaction that is not defined in section 368 is not treated as a reorganization, although some other corporate transactions (for example, a section 332 liquidation or section 351 contribution) also are tax free.

3Section 368(a)(1)(F).

4Reg. section 1.368-1(b), (d), and (e). Broadly, the continuity of business enterprise and continuity of interest requirements are intended to ensure there is a sufficient continuation of both the transferor corporation's operations and its historic shareholder ownership to justify reorganization status from a policy perspective.

5Reg. sections 1.368-1(b) and 1.368-2(m)(2) (for transactions occurring on or after Feb. 25, 2005).

6A plan of reorganization is also required. Reg. section 1.368-1(c).

7Gregory v. Helvering, 293 U.S. 465 (1935). See also Martin Ginsburg, Jack Levin, and Donald Rocap, Mergers, Acquisitions, and Buyouts, section 609 (2014) ("to satisfy the business purpose requirement, the transaction must proceed from a commercial motive").

8ILM 201340016.

9Certainly this would be the conservative position, although it seems that the quality or level of business purpose required for an acquisitive reorganization (including an F reorganization) is not as stringent as that required for a section 355 spinoff. See id.; and Ginsburg, Levin, and Rocap, supra note 7.

10See, e.g., ILM 201340016:

Taxpayer documented potential foreign currency volatility and exposure and foreign tax reasons for restructuring the ownership . . . [w]e conclude that these purposes in regard to the F Reorganization . . . satisfy the business purpose threshold applicable to Section 368 reorganizations. See also Gregory v. Helvering, 293 U.S. 465 (1935) ("the legal right of a taxpayer to decrease the amount of what otherwise would be his taxes, or altogether avoid them, by means which the law permits cannot be doubted").

11These regulations are effective for transactions occurring on or after Sept. 21, 2015.

12The transferor corporation is the corporation from which the assets are transferred, and the resulting corporation is the corporation to which the assets are transferred. Reg. section 1.368-2(m)(1). In both cases, the determination of whether any entity is a corporation for U.S. federal tax purposes is based on the entity's classification under reg. section 301.7701-3, including any elective classifications. See, e.g., reg. section 1.368-2(m)(4), example 8.

13Reg. section 1.368-2(m)(1)(i) and (m)(4), example 3.

14Reg. section 1.368-2(m)(1)(i).

15Reg. section 1.368-2(m)(1)(ii).

16Reg. section 1.368-2(m)(1)(iii).

17Reg. section 1.368-2(m)(3)(iv) and (m)(4), example 5. An election under reg. section 301.7701-3(c) for the transferor corporation to be treated as a partnership (because it had more than one owner) should also qualify as a complete liquidation for this purpose. See, e.g., T.D. 9739 ("deemed asset transfers include, but are not limited to, those transfers treated as occurring as a result of an entity classification election under paragraph 301.7701-3(c)(1)(i)"). Reg. section 301.7701-3(c)(1)(i) contains the general rule allowing eligible entities to elect their desired U.S. federal tax classification.

18Reg. section 1.368-2(m)(1)(iv).

19Reg. section 1.368-2(m)(3)(v) and (vi).

20Reg. section 1.368-2(m)(4), example 14. Example 14 notes that if one corporation first merged into another, that transaction could qualify as an F reorganization (if the other requirements are met). The second merger, however, would have to qualify under another reorganization provision in order to be tax free.

21See, e.g., Rev. Rul. 79-250, 1979-2 C.B. 156 (reincorporation of a corporation in another U.S. state was sufficiently meaningful from an economic perspective to be treated as separate from the forward subsidiary merger that occurred immediately before the F reorganization), as modified by Rev. Rul. 96-29, 1996-24 IRB 1. Interestingly, while the forward subsidiary merger in Rev. Rul. 79-250 had several commercial purposes, the only reason stated in the revenue ruling for the F reorganization was the "further economies" resulting from the lower state corporation tax rate in the new state. Despite this purportedly (and solely) tax reduction purpose, the revenue ruling concludes that the reincorporation qualifies as an F reorganization because it had sufficient economic independence. See also LTR 201250004.

22T.D. 9739; and reg. section 1.368-2(m)(3)(ii).

23Reg. section 1.368-2(m)(3)(ii).

24Reg. section 1.368-2(m)(3)(iii).

25Reg. section 1.368-2(m)(3)(i).

26See also T.D. 9739: the first step in an F reorganization of a corporation owned by individual shareholders could be a dissolution of the Transferor Corporation, so long as this step is followed by a transfer of all the assets of the Transferor Corporation to a Resulting Corporation.

27This very general rule is subject to several exceptions, including specified transfers of non-U.S. stock or non-U.S. trade or business assets.

28Other provisions of section 367 address the outbound transfer of intellectual property, spinoffs, and subsidiary liquidations.

29Reg. section 1.367(b)-2(f).

30See, e.g., Joel Kuntz and Robert Peroni, "Changes in Identity, Form or Place of Organization (Type F)," in U.S. International Taxation (1991).

31Section 367(d).

32More precisely, the foreign-to-foreign F reorganization will be tax free to the corporation under section 361 and to the shareholders under section 354.

33Importantly, failure to comply with any applicable reporting requirements may allow the IRS to treat the transaction as taxable, making meeting those obligations especially critical.

34Many jurisdictions have "management and control" provisions that deem a company subject to local corporate income tax if substantial and strategic decisions are made in the jurisdiction.

35For example, many jurisdictions have CFC rules that apply to companies organized in blacklisted jurisdictions.

36By default, a U.K. LLP should be classified as a corporation for U.S. tax purposes under reg. section 301.7701-3(b)(2)(i)(B) because all its members have limited liability. Still, to confirm this status, a timely U.S. entity classification election should be filed using Form 8832 to confirm the U.K. LLP classification status as a corporation. See also supra note 12.

37Reg. section 1.368-2(m)(3)(iv)(B).

38See supra notes 29 through 33 and accompanying text.

39See reg. section 1.368-2(m)(1)(i).

40FIRPTA analysis is outside the scope of this article.

41The original U.K. planning involved the U.K.'s remittance system for some taxpayers, which has changed significantly over the years.

42See supra notes 25 and 26 and accompanying text. See also reg. section 1.368-2(m)(4), example 5 (section 351 followed by state law merger): result would be the same with respect to qualification under section 368(a)(1)(F) if, instead of merging into S2, S1 completely liquidates or is deemed to liquidate by reason of a conversion into an entity disregarded as separate from its owner under Regulations Section 301.7701-3.

43This also assumes the U.K. company does not have subpart F income under the U.S. CFC rules. Further, all of these examples assume none of the relevant companies are passive foreign investment companies.

Originally published in Tax Notes International

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on Mondaq.com.

Click to Login as an existing user or Register so you can print this article.

In association with
Related Video
Up-coming Events Search
Font Size:
Mondaq on Twitter
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
Email Address
Company Name
Confirm Password
Mondaq Topics -- Select your Interests
 Law Performance
 Law Practice
 Media & IT
 Real Estate
 Wealth Mgt
Asia Pacific
European Union
Latin America
Middle East
United States
Worldwide Updates
Mondaq Ltd requires you to register and provide information that personally identifies you, including what sort of information you are interested in, for three primary purposes:
  • To allow you to personalize the Mondaq websites you are visiting.
  • To enable features such as password reminder, newsletter alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our information providers who provide information free for your use.
  • Mondaq (and its affiliate sites) do not sell or provide your details to third parties other than information providers. The reason we provide our information providers with this information is so that they can measure the response their articles are receiving and provide you with information about their products and services.
    If you do not want us to provide your name and email address you may opt out by clicking here
    If you do not wish to receive any future announcements of products and services offered by Mondaq you may opt out by clicking here

    Terms & Conditions and Privacy Statement

    Mondaq.com (the Website) is owned and managed by Mondaq Ltd and as a user you are granted a non-exclusive, revocable license to access the Website under its terms and conditions of use. Your use of the Website constitutes your agreement to the following terms and conditions of use. Mondaq Ltd may terminate your use of the Website if you are in breach of these terms and conditions or if Mondaq Ltd decides to terminate your license of use for whatever reason.

    Use of www.mondaq.com

    You may use the Website but are required to register as a user if you wish to read the full text of the content and articles available (the Content). You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these terms & conditions or with the prior written consent of Mondaq Ltd. You may not use electronic or other means to extract details or information about Mondaq.com’s content, users or contributors in order to offer them any services or products which compete directly or indirectly with Mondaq Ltd’s services and products.


    Mondaq Ltd and/or its respective suppliers make no representations about the suitability of the information contained in the documents and related graphics published on this server for any purpose. All such documents and related graphics are provided "as is" without warranty of any kind. Mondaq Ltd and/or its respective suppliers hereby disclaim all warranties and conditions with regard to this information, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. In no event shall Mondaq Ltd and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of information available from this server.

    The documents and related graphics published on this server could include technical inaccuracies or typographical errors. Changes are periodically added to the information herein. Mondaq Ltd and/or its respective suppliers may make improvements and/or changes in the product(s) and/or the program(s) described herein at any time.


    Mondaq Ltd requires you to register and provide information that personally identifies you, including what sort of information you are interested in, for three primary purposes:

    • To allow you to personalize the Mondaq websites you are visiting.
    • To enable features such as password reminder, newsletter alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
    • To produce demographic feedback for our information providers who provide information free for your use.

    Mondaq (and its affiliate sites) do not sell or provide your details to third parties other than information providers. The reason we provide our information providers with this information is so that they can measure the response their articles are receiving and provide you with information about their products and services.

    Information Collection and Use

    We require site users to register with Mondaq (and its affiliate sites) to view the free information on the site. We also collect information from our users at several different points on the websites: this is so that we can customise the sites according to individual usage, provide 'session-aware' functionality, and ensure that content is acquired and developed appropriately. This gives us an overall picture of our user profiles, which in turn shows to our Editorial Contributors the type of person they are reaching by posting articles on Mondaq (and its affiliate sites) – meaning more free content for registered users.

    We are only able to provide the material on the Mondaq (and its affiliate sites) site free to site visitors because we can pass on information about the pages that users are viewing and the personal information users provide to us (e.g. email addresses) to reputable contributing firms such as law firms who author those pages. We do not sell or rent information to anyone else other than the authors of those pages, who may change from time to time. Should you wish us not to disclose your details to any of these parties, please tick the box above or tick the box marked "Opt out of Registration Information Disclosure" on the Your Profile page. We and our author organisations may only contact you via email or other means if you allow us to do so. Users can opt out of contact when they register on the site, or send an email to unsubscribe@mondaq.com with “no disclosure” in the subject heading

    Mondaq News Alerts

    In order to receive Mondaq News Alerts, users have to complete a separate registration form. This is a personalised service where users choose regions and topics of interest and we send it only to those users who have requested it. Users can stop receiving these Alerts by going to the Mondaq News Alerts page and deselecting all interest areas. In the same way users can amend their personal preferences to add or remove subject areas.


    A cookie is a small text file written to a user’s hard drive that contains an identifying user number. The cookies do not contain any personal information about users. We use the cookie so users do not have to log in every time they use the service and the cookie will automatically expire if you do not visit the Mondaq website (or its affiliate sites) for 12 months. We also use the cookie to personalise a user's experience of the site (for example to show information specific to a user's region). As the Mondaq sites are fully personalised and cookies are essential to its core technology the site will function unpredictably with browsers that do not support cookies - or where cookies are disabled (in these circumstances we advise you to attempt to locate the information you require elsewhere on the web). However if you are concerned about the presence of a Mondaq cookie on your machine you can also choose to expire the cookie immediately (remove it) by selecting the 'Log Off' menu option as the last thing you do when you use the site.

    Some of our business partners may use cookies on our site (for example, advertisers). However, we have no access to or control over these cookies and we are not aware of any at present that do so.

    Log Files

    We use IP addresses to analyse trends, administer the site, track movement, and gather broad demographic information for aggregate use. IP addresses are not linked to personally identifiable information.


    This web site contains links to other sites. Please be aware that Mondaq (or its affiliate sites) are not responsible for the privacy practices of such other sites. We encourage our users to be aware when they leave our site and to read the privacy statements of these third party sites. This privacy statement applies solely to information collected by this Web site.

    Surveys & Contests

    From time-to-time our site requests information from users via surveys or contests. Participation in these surveys or contests is completely voluntary and the user therefore has a choice whether or not to disclose any information requested. Information requested may include contact information (such as name and delivery address), and demographic information (such as postcode, age level). Contact information will be used to notify the winners and award prizes. Survey information will be used for purposes of monitoring or improving the functionality of the site.


    If a user elects to use our referral service for informing a friend about our site, we ask them for the friend’s name and email address. Mondaq stores this information and may contact the friend to invite them to register with Mondaq, but they will not be contacted more than once. The friend may contact Mondaq to request the removal of this information from our database.


    From time to time Mondaq may send you emails promoting Mondaq services including new services. You may opt out of receiving such emails by clicking below.

    *** If you do not wish to receive any future announcements of services offered by Mondaq you may opt out by clicking here .


    This website takes every reasonable precaution to protect our users’ information. When users submit sensitive information via the website, your information is protected using firewalls and other security technology. If you have any questions about the security at our website, you can send an email to webmaster@mondaq.com.

    Correcting/Updating Personal Information

    If a user’s personally identifiable information changes (such as postcode), or if a user no longer desires our service, we will endeavour to provide a way to correct, update or remove that user’s personal data provided to us. This can usually be done at the “Your Profile” page or by sending an email to EditorialAdvisor@mondaq.com.

    Notification of Changes

    If we decide to change our Terms & Conditions or Privacy Policy, we will post those changes on our site so our users are always aware of what information we collect, how we use it, and under what circumstances, if any, we disclose it. If at any point we decide to use personally identifiable information in a manner different from that stated at the time it was collected, we will notify users by way of an email. Users will have a choice as to whether or not we use their information in this different manner. We will use information in accordance with the privacy policy under which the information was collected.

    How to contact Mondaq

    You can contact us with comments or queries at enquiries@mondaq.com.

    If for some reason you believe Mondaq Ltd. has not adhered to these principles, please notify us by e-mail at problems@mondaq.com and we will use commercially reasonable efforts to determine and correct the problem promptly.

    By clicking Register you state you have read and agree to our Terms and Conditions