News & Analysis as of

Israel Corporate Governance

Barnea Jaffa Lande & Co.

Regulation in the Past Year: A Summary of Key Changes and Outlook for the Future

Most of the focus over the past year has been on the events of October 7 and the ensuing war. Not only the citizens, but also the legislative and regulatory authorities in Israel have been devoting most of their time to deal...more

Barnea Jaffa Lande & Co.

Israeli Capital Market, Insurance and Savings Authority Issues New and Revised Circulars

The emerging risks in the financial services market and the inception of the Regulation of Payment Services and Payment Initiation Law prompted the Capital Market, Insurance and Savings Authority (CMISA) to amend a series of...more

Barnea Jaffa Lande & Co.

The Israeli Approach to Anti-Dilution Rights

Two of the tools investors can use to minimize the risks they take and preserve their holding percentage in a company are the anti-dilution protection and pre-emptive rights. These very important rights are customarily...more

Barnea Jaffa Lande & Co.

Compulsory Online Reporting to the Registrar of Companies

On June 27, 2022, the Israeli legislature promulgated Amendment No. 2 to the Digital Communications with Public Bodies Law and Amendment No. 35 to the Companies Law. This amendment prescribes, inter alia, a new procedure...more

BCLP

London: The Optimum IPO Venue for Israeli Growth Companies

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For the vast majority of Israeli and Israel-related companies considering an IPO, London should continue to be the venue of choice. London has greater access to capital and liquidity than the Tel Aviv Stock Exchange and lower...more

Barnea Jaffa Lande & Co.

Advisory Board Agreements in Israel

Almost every entrepreneur comes across the term “advisory board” in the very early stages of developing its startup. But what does this term really mean?   An advisory board usually consists of a number of external advisors...more

Barnea Jaffa Lande & Co.

Step-by-Step of Voluntary Liquidation in Israel

Liquidation is a legal process that ultimately dissolves the existence of a selected legal entity. During liquidation, the company empties itself of all its economic content, followed by the dissolution of its legal entity....more

Sullivan & Worcester

The Supreme Court of Israel Issues Groundbreaking Decision on Derivative Claims, Referencing Article Co-Authored by Sullivan...

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Tel Aviv, Israel – Recently, in a precedential case, the Supreme Court of Israel (the "Supreme Court") cited and based its groundbreaking decision on an article co-authored by Amichay Tessler, a litigation partner in Sullivan...more

Barnea Jaffa Lande & Co.

Israel Securities Authority: Oversight of Unsupervised Entities

In recent times, there has been an increasing trend of supervision by the Israel Securities Authority (ISA) over non-supervised entities. This may seem paradoxical: if these entities are not under supervision, why does the...more

Barnea Jaffa Lande & Co.

Israeli Private Companies and Prospectus Obligations

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A considerable number of Israeli private companies raise funds and approach prospective investors without a comprehensive understanding of the regulatory obligations mandated by the Securities Law. A pivotal provision in this...more

Barnea Jaffa Lande & Co.

The Profit Test for Dividend Distribution – Israeli Court Ruling

The Israeli Companies Law provides for two tests a company’s board of directors must perform to approve a resolution to distribute dividends. The first test is the “profit test” and the second is the “solvency test.”...more

Barnea Jaffa Lande & Co.

How to Conduct Board and Committee Meetings

In recent years, we have witnessed a sharp increase in the number of lawsuits filed in Israel against officers and directors of companies and a broadening of the scope of their liability. As a result of their roles, directors...more

Barnea Jaffa Lande & Co.

Tel Aviv Stock Exchange Publishes ESG Questionnaire

The Tel Aviv Stock Exchange (TASE) published a questionnaire on corporate social responsibility for listed companies for the first time on April 17, 2023. The TASE published the questionnaire with the goals of expanding...more

Barnea Jaffa Lande & Co.

Greenhouse Gas Emissions: Scope 1, Scope 2 and Scope 3

Global awareness of the impact of greenhouse gas emissions on global warming and the climate crisis has increased in recent years. This has led to various initiatives requiring companies and organizations to report these...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Barnea Jaffa Lande & Co.

ISA Seeks to Expand Authority beyond Securities Offenses

Barnea Jaffa Lande & Co. on

The Israel Securities Authority recently published a draft bill to amend the Securities Law. The amendment would give the ISA the power to investigate related offenses committed in addition to securities offenses. Under the...more

Barnea Jaffa Lande & Co.

New Draft Regulation on Financial Asset Service Providers

The Israeli Capital Market, Insurance and Savings Authority (CMISA) recently published drafts of two important circulars regulating financial asset service providers, including provisions regarding protection of virtual...more

Barnea Jaffa Lande & Co.

Public Corporations and Public Announcements – between the Rock of Israeli Competition Law and the Hard Place of Securities Law

Companies’ public disclosures about their business operations are quite common. However, they are also fraught with concerns about violating the Israeli Economic Competition Law.   Public announcements in the media may...more

Barnea Jaffa Lande & Co.

Guide to the ESGI

The ESG Index (ESGI) represents the three key spheres that encompass responsible investments (or “green investments”)—Environmental, Social, and Governance. The responsible investments market has been rapidly gaining momentum...more

Barnea Jaffa Lande & Co.

Corporate Governance Rules for Public Companies without Controlling Shareholder

Dominant shareholders, holding alone or in concert more than 50% of the voting power in public companies, have traditionally characterized the Israeli capital market. Consequently, Israeli corporate governance rules for...more

Barnea Jaffa Lande & Co.

Israeli Draft Bill Obligates Monopolists to Publish Financial Statements

On May 11, 2022, a draft bill to amend the Companies Law passed a preliminary reading in the Israeli parliament. The draft bill seeks to obligate companies falling under the definition of “monopolist” pursuant to the Economic...more

Barnea Jaffa Lande & Co.

New Statement on Required Disclosure Appointment of an Auditor

On March 30, 2022, the Israel Securities Authority (ISA) published a new staff position statement: “Disclosure Required When Convening a General Meeting of Shareholders Whose Agenda Includes the Appointment of an Auditor.”...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Barnea Jaffa Lande & Co.

Conditions for Amutot and PBCs to Engage with Israeli State Institutions

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Up until today, pursuant to an Israeli government resolution dating back to 2001, NPOs (such as Amutot and public-benefit companies) that did not possess a certificate of proper management could not engage with government...more

Barnea Jaffa Lande & Co.

ESG: The New Must-Have in the Due Diligence Process

An assessment of environmental, social, and governance (ESG) factors has become an integral part of the due diligence review of companies. Such assessment may provide a potential acquirer with a detailed analysis of a...more

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