Client updates

A wave of IPOs continues to flood the market, prompting the Israel Securities Authority to publish a new staff position paper discussing three key topics.

In early June 2021, the Tel Aviv-Yafo District Court handed down an important precedential ruling. The ruling expands the identity of an authorized agent, i.e., the entity to whom a statement of claim may be served and that thus subjects a foreign defendant to the jurisdiction of the Israeli court.

The Tel Aviv District Court recently handed down a ruling in the Ceragon Networks case. The ruling states that dual-listed companies may face exposure to lawsuits based on the liability rules under Israeli law.

The Ministry of Environmental Protection recently published the Memorandum for the Climate Law 2021. The memorandum’s main purpose is to create an organizational framework for Israel’s handling of the global climate crisis. It follows the developing trend among countries worldwide that have enacted similar climate legislation. According to the memorandum, handling the crisis shall occur on two primary levels. The first is prevention and minimization of greenhouse gas emissions in order for Israel to meet its international obligations under the Paris Agreement. The second is advancing national preparedness for the impacts and harms of the climate crisis.

The Bank of Israel published its latest annual review at the end of May. The review includes an announcement by Supervisor of Banks Yair Avidan that he is promoting the formulation of updated comprehensive regulations on environmental risk management, considering the considerable importance he attributes to the subject of the environment.

In order to promote the technology and biomedical industries and to restore the Israeli stock exchange to its position as an efficient and attractive arena for capital raising to companies, an ad hoc committee was formed to analyze feasible tax incentives.

On June 1, 2021, the regulations that guided the conduct of workplaces during the coronavirus crisis expired. Accordingly, from this day forward, there is no longer a requirement to operate in accordance with the green tag or purple tag directives in the workplace. At this stage, holding gatherings, professional trainings, and group meals at the workplace is permitted, even without observing social distancing.

One of the possible contractual forms between parties is the provision of services as an independent contractor (in colloquial terms, a freelancer). This type of contracting is not particularly favored by labor courts, which seek, as a policy matter, to apply employment relations in cases involving claims of the existence of an employee-employer relationship. Once in a while, labor courts establish new rules on recognizing employment relationships and on retroactive calculation of the rights of independent contractors as employees.

Over the past year, raising capital through SPACs has become a hot trend on Wall Street. The Israel Securities Authority recently published the conditions and principles for SPACs to launch IPOs.

The commercial business world is a global one, and so are the disputes that arise within it. Such disputes are adjudicated in courts in various countries or in arbitration proceedings, with each procedure regulated under relevant domestic legislation. (For example, the Israeli Arbitration Law regulates Israeli arbitration proceedings.)

Up until now, the Israel Tax Authority interpreted the Real Estate Taxation Law so that spouses who signed a prenuptial agreement and maintained separate property were considered a single family unit for the purposes of real estate tax. 

In light of global capital market investors’ growing interest in the topic of responsible investments, the Israel Securities Authority recently published a proposed outline for corporate responsibility and ESG risk disclosures.

In recent weeks, the Israeli Ministry of Justice published a memorandum proposing an amendment to the Companies Law, focusing on the corporate governance regime in public companies without a controlling shareholder.

Yesterday, a labor court ruled for the first time that, under particular circumstances, employees who have not been vaccinated or do not present a negative coronavirus test may be denied entry to the workplace.

An Israeli court recently handed down a precedent-setting ruling in a case we litigated and won. This ruling marks a game changer in terms of the costs awarded in proceedings in Israel. In its ruling, the court granted our client an award of actual costs (i.e., the actual sums the client expended to litigate the proceeding).

This past year has been nothing short of a rollercoaster ride for employers in Israel, in terms of both their business activities and their role as employers. Now, when we can perhaps see a glimmer of light at the end of the tunnel in the form of Israel’s vaccination campaign, quite a few questions arise.

A new court ruling may require employers to disclose materials collected during investigations into incidents of sexual harassment.

When competing entities join forces to submit a tender offer, it reduces the overall number of entities competing for a tender. Reducing the number of competing entities may increase the market power of those participating entities against the tender holder and enable them to make less attractive offers.

The Tel Aviv District Court (Economic Department) has restored certainty to directors in relation to the profit test for dividend distributions. The court ruled that the profit test is a retroactive technical test, unless the directors are aware of a major event that could materially change the company’s accounting position.

The Israel Securities Authority recently established guidelines on when a cryptographic currency (token) is considered a security. The ISA determined that Kirobo tokens meet the definition of a security. This is primarily because the The Israel Securities believes investors would intend to purchase the tokens for financial purposes. In addition, these investors would anticipate their holdings to go up in value.