b'How to Legally Raise Private MoneyTA), the issuer in certain real estate investments must withhold a certain percentage of any distribution or return to foreign investors.They must remit it to the IRS on the investors behalf, prior to sending funds to any non-U.S. person. The amount of tax due from a non-U.S. person depends on the terms of the tax treaty between his or her country and the U.S, if there is one. The non-U.S. person will have to obtain a U.S. taxpayer identification number and file a U.S. tax return in order to obtain a refund of the withheld tax, if any is due per the treaty. However, for countries without a U.S. tax treaty or where the tax treaty does not qualify the investor for a refund, the tax paid will simply be his or her cost of doing business in the U.S. You should advise any non-U.S. persons to consult with their own fi-nancial advisers regarding the tax implications of investing with you. For offerings directed to investors in a specific country, you should conduct your own investigation of the tax implications and consider setting up an offshore blocker company that may provide tax savings to your investors in their home country.NOTE: Certain debt investments by a non-U.S. person, such as a bona fide loan with fixed interest and no relation to performance of the prop-erty, may be exempt from FIRPTA. The IRS has several web pages devoted to FIRPTA taxation that are informative and fairly easy to read. When you anticipate including non-U.S. persons, your offering mate-rials should include clauses regarding eligibility of non-U.S. persons to invest, and the risks of including non-U.S. persons in a U.S. private secu-rities offering. While there may be advantages to including a few non-U.S. persons in a Regulation D securities offering, doing so may increase the overall accounting and legal expenses associated with the company, and it may increase your liability risks. An alternative is to consult international tax counsel, usually coordinat-ed with your securities counsel, to come up with a structure that will be most advantageous for your prospective investors from certain countries. This may include blocker companies in an offshore location that has a better tax treaty with the investors home country than their country has with the U.S. There is no one size fits all approach as to which jurisdic-tion is best. The best structure for your investors will ultimately depend on a) the 66'