Blog / Corporate
Many believe the law prohibits an Israeli NPO (Amutah) from operating business activity in order to maximize profits for itself. One of the reasons for this is the language of section 1 of the Amutot Law. A more precise reading of the section shows it does not expressly prohibit such activity, but stresses it’s conditions.
You have identified an Israeli target company to purchase. Now the question is – how to structure the acquisition? There are two traditional routes in Israeli private M&A transactions. The first is to purchase the shares of the target company, and the second is to purchase its assets. Each structure has benefits and disadvantages for the purchaser.
The advent of COVID-19 has brought a challenge to the stability of the economy of every country in the world. Fortunately, and unlike the situation in many countries, Israel’s economy grew by 15.4% on an annualized basis in the second quarter of 2021, and by 5.3% in entire first half of the year. The second quarter, of course, brought the bulk of the growth, exceeding that of Belgium, Canada, and the US among others.
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 company’s ability to operate successfully in a corporate world with growing environmental awareness. This is especially important for companies looking at merger and acquisition targets and seeking new investments. It is also important for any company for its future planning.
In 2020, clean energy companies led over 25% of all IPOs in Israel. With such monetary amounts being raised on the TASE, many clean energy entrepreneurs have turned their eyes to foreign markets to develop and expand their industry, especially in Europe and the United States. Here are seven tips for Israeli companies who wish to plan their entry into new energy markets overseas.
Licensing agreements are the cornerstones of technology companies based on intellectual property. A licensing agreement is a legal contract between two parties, known as the licensor and the licensee. The licensor provides the licensee a right to use and a limited license, while the licensee accepts a series of conditions related to use of the product and payment for such use.
In the last decade, impact investments have become an international trend to address global challenges in the areas of environment, welfare, health, employment, and education. In light of the development of the impact investments’ field, we recommend familiarizing yourself with several terms that may help when examining investments in general and impact investments in particular.
Law has a major role in Israeli business. Israelis feel their freedom to act is determined by what is allowed under law, and this includes what has been agreed to in a binding agreement. Therefore, legal contracts form the basis of the Israel business environment. The existence or absence of a binding agreement are the first question Israelis would consider. If a legal agreement has been entered into, Israelis would feel obliged to respect it. If however, the discussions have not been concluded in an agreement, most Israelis would feel they are not yet obliged to proceed with the other party. This is a strong contributor to the creation of certainty when doing business in Israel.
2014 was a good year for the Israeli-Japanese economic relationship. Viber’s USD 900 million acquisition by Japanese giant Rakuten and the R&D cooperation agreement between Japan and Israel marked the beginning of growing interest and a successful relationship between the two distinct countries.
This has opened the door to an era of massive discovery of thousands different kinds of documents of between the parties (Word documents, PDFs, Excel spreadsheets, emails, photos, and audio files), which was uncommon in the days of paper and binders.
Get up in the morning, go to work, sit in meetings, pick up the kids from school, go to the grocery store, work out at the gym, or just meet up with friends and family. It’s hard to believe that until a few weeks ago this described a normal day for most people. It’s clear today that no matter where we work, our age, and where we live, the reality of our lives, both personally and professionally, has changed immeasurably thanks to the new player in the market-the coronavirus.
After the coronavirus crisis passes, numerous legal disputes are likely to arise, since many companies will fail to meet their contractual-business obligations. It is recommended for each company to prepare also for the legal disputes in which it can expect to find itself.
The coronavirus outbreak has stricken us all. Alongside the invasion of personal space, the virus’ effects have not spared the business arena, and the ability of both businesses and individuals to meet their contractual obligations is also in question.
The crowdfunding model enables the general public investment opportunities that were previously reserved only for sophisticated or institutional investors. In this article we examine the Israeli and American models and why the Israeli legislators should find ways to make the crowdfunding channel more attractive, for both investors and companies seeking funding.
Sellers in an M&A transaction are required to make certain statements about the company they are selling. If these statements are not true, the buyer can claim against the seller for any damages it incurs as a result of the inaccuracies. W&I insurance can cover the cost (or part of the cost) of the buyer’s damages.
It is not common knowledge that officers of companies who customarily disseminate advertising messages in a manner that constitutes a violation of the Israeli Anti-Spam Law are personally exposed to lawsuits, even to class actions at millions of shekels.
Israel’s new Privacy Protection (Information Security) Regulations came into effect this past May. These regulations constitute a significant reform and turning point in the field of personal information security in Israel and in protecting the privacy of Israeli citizens.
Recently, the Ministry of Communications ordered Bezeq to begin implementing a “wholesale market” and selling its competitors access to telephony infrastructure at a regulated price. The objective of this directive is to expand competition in the fixed-line telephone market and to establish a separation between the infrastructure market and the communications services being purchased by consumers.
Despite the many internal and external challenges unique to Israel, the country has successfully transformed itself into a powerhouse of technological innovation. Israel has become an excellent destination for international business, boasting a strong local currency, an active local economy, and robust export industries.
The EU’s General Data Protection Regulation is designed to help individuals better control their personal data. As this regulation applies also to those that offer products or services in the EU, major websites have begun updating their privacy policies to comply. Doing so is important for a number of reasons.
On June 1, 2018, another central part of the regulatory reforms under the Control of Financial Services Law (Regulated Financial Services) will come in effect. This part addresses the activities of financial asset service providers.
If you’ve discovered that your company has been hacked, the first 48 hours are absolutely critical. Knowing how to actively marginalize further harm and eliminate cybersecurity vulnerability can be dealt with in the first 48 hours with an incident response plan.
Fintech combines for the first time the worlds of financial services and technology, as banks and insurance companies serve as fintech’s main playing fields. As such, both sectors must become more efficient and acquire the technological solutions that will help them fulfill their roles.
In an opinion issued to the European Court of Justice, the Advocate General of the Court stated that according to current legislation, any data protection authority in the European Union can take action against a breach of the privacy legislation enforced by that authority, even if the entity alleged to have contravened the legislation is located in another Member State.
ICO is the abbreviation of Initial Coin Offering, a term inspired by the capital market term IPO (Initial Public Offering). This is when a company recruits debt or capital by publishing a prospectus offering of its securities to the public for the first time. A prospectus is a profound legal and accounting document that furnishes information about the company, its management, its businesses, and its financial position. Once a company’s securities are held by the public, it becomes a public company.
When you are ready to raise money to begin or expand operations for your startup, you cannot just ask and wait for money to pour in. Today’s investors are savvier than ever. They need to understand the value you create, for investors and for the market your company will serve. You need to understand your business model thoroughly, but you should also prepare concise answers to the questions any smart investor will ask.
“How did the board approve this?” Headlines like this pop up each time it is announced the Israel Securities Authority is investigating a public company’s transactions with its controlling shareholder, such as the latest allegations of deals between Bezeq and its controlling shareholder. But the real question that should be asked is, “Was the board given the right tools to perform its work?”
Distributors, agents, resellers and OEM partners all share the same commercial function of selling goods to end users. Thus, although there are significant differences between the legal statuses of each of these players, this article below treats all of them collectively as “distributors”. Appointing a distributor involves significant inherent risks. The drafting of the distribution agreement may help in mitigating these risks and realizing the potential benefit of your relationship. While formulating distribution agreements you should pay special attention to the following key issues:
A restrictive arrangement organized between an Israeli corporation and a foreign corporation, which results in significant harm to the competition in the Israeli market, is subject to the Israeli Restrictive Trade Practices Law.
The issue of officers’ responsibility in general, and of directors in particular, is one of the key issues addressed in companies and securities laws in Israel. The subject has been deliberated, analyzed and gradually expanded over the years and, without doubt, onerous and extensive responsibility is imposed on directors in the current legal environment.
We have encountered numerous instances recently whereby investors were about to make an investment without performing a prior legal due diligence examination. There are various reasons put forward by investors for not performing a due diligence examination, such as: the contemplated investment is in a young company, insufficient budget, cost-benefit considerations, the volume of the investment, timetables, long-standing work relations between the investors and the corporation, and the like.
Companies, countries, and individuals who are interested in doing business abroad are looking more and more towards Israel. This has not occurred by accident. Israel has devised and implemented national policies to make it a world leader in technology and innovation. The result is a nation friendly to business investment. With the right business and legal guidance, investors are discovering tremendous potential in this small but sophisticated country.
The European Union (EU) has driven environmental policy across Europe since its inception in 1992. With the United Kingdom’s (UK) referendum of withdrawal from the EU, though, how it responds in its energy and environmental legal and regulatory structure could affect not only the UK, but the European and even the global marketplace.
China has a long-held reputation in the international community for being closed off from outsiders — a reputation that it cultivated for thousands of years. In recent decades, however, this past custom has rapidly been changing and China has become a world leader in manufacturing and production, leveraging a large population and an immense technological skill base. Today China is pushing for more growth, looking to drive innovation to launch its economy into the future. This has led to a trend of opening up to the world, and in keeping with that trend, China has begun to reach out to Israel.
On March 17th Adv. Micky Barnea delivered a lecture for start-ups and entrepreneurs at the Azrieli College of Engineering, Jerusalem. The event was sponsored by Atobe Accelerator. The lecture dealt with the use of options as a tool to encourage employees and service providers of start-ups. Various issues were discussed, including the differences between shares and options and the differences in the expectations and perspectives of entrepreneurs, investors and employees of a start-up venture. During the lecture Micky explained the basic terms of options (vesting dates, exercise price etc.) and the benefits to the company of adopting a stock option plan. https://www.youtube.com/watch?v=c6vSY5NluhE&feature=youtu.be
"Funding your organization" - a lecture in Hebrew by Micky Barnea given to the program of the Executive U.S. Embassy Alumni. The lecture took place at the Tel Aviv-Yafo Municipality's Center for Young Adults, with the participation of William Grant, Deputy chief of Mission at the US Embassy. https://youtu.be/xosL4R7umnA
The Technology, Media & Telecommunications area is changing. We are now seeing new products, new services and innovation at a faster rate than ever before. The Israeli government identifies TMT as one of the most robust areas of the Israeli economy today and it encourages multinational companies to develop their IP within Israel. The government provides tax benefits, funds and grants to companies who develop their IP in Israel, under domestic and international programs, agreements, treaties and collaborations.
A founders’ agreement is the first encounter between entrepreneurs who are embarking on a joint venture to establish a successful start-up company. A founders’ agreement reflects the relationship between the entrepreneurs inter se and between each of them and the joint venture. The importance of this agreement should not be underestimated. This comprehensive agreement, which is tailored to the nature, needs and aspirations of each of the entrepreneurs, and particularly those of the new venture, provides a strong foundation for a healthy and successful company.