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Israeli Institutional Investors and Transfer Rights

July 9, 2023 / by Roy Engel , Yakov Vilenski

Investment funds usually make transfers of units in a fund to third parties contingent upon the approval of the fund managers. This practice may make it difficult for Israeli institutional investors to prove ownership and absolute control over units, as required by the regulations.

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Categories: Corporate

Doing Business in Israel: Aspects of Antitrust and Competition Laws during Mergers and Acquisitions

July 3, 2023 / by Gal Rozent

The Director General’s position is that the Economic Competition Law also applies to a merger between an Israeli entity and a foreign entity that has not been registered as such in Israel if: (a) the foreign entity holds more than 25% of an Israeli company, or (b) more than 25% of the foreign entity’s shares are held by an Israeli company, or (c) the foreign entity has a “place of business” in Israel.

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Categories: Antitrust and Competition | Regulation

Material Adverse Change (MAC) Clauses in M&A Transactions

July 2, 2023 / by Sagi Gross

MAC clauses are designed to protect buyers from adverse changes in the company they are acquiring. However, because there is no single, precise, and all-encompassing definition of these types of changes, and because courts are in no hurry to adjudicate cases involving MAC clauses, it is important to know how to draft them as clearly and explicitly as possible.

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Categories: Corporate

Default Arrangements in Israeli Investment Funds – Unwritten Provisions in Partnership Agreements

June 19, 2023 / by Roy Engel , Yakov Vilenski

Many investors and fund managers are unaware that a simple reading of the relevant partnership agreement is not sufficient to get the “full picture” of the legal conditions that apply to their specific limited partnership.

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Categories: Capital Markets | Corporate

Algorithm-Based Pricing – the Next Challenge in Competition Law?

June 5, 2023 / by Gal Rozent , Ran Karmi

The uptrend in the use of algorithm-based pricing tools is increasing competition concerns, especially wherever market concentration is high. Are competition laws equipped to deal with this situation?

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Categories: Antitrust and Competition | Regulation

Doing Business in Israel: Insolvency Law

May 30, 2023 / by Idan Miller

Foreign companies looking to engage with Israeli companies also need to consider that Israeli insolvency law mandates jurisdiction in Israel and creditor equality, regardless of country of incorporation.

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Categories: Corporate

The Legal Risks of Using ChatGPT

May 17, 2023 / by Inbar Katzir

The legal issues that follow the use of artificial intelligence-based processing solutions will continue to challenge in the years to come. Meanwhile, the main questions are related to intellectual property, privacy and reliability.

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Categories: Corporate | Regulation

Material Transfer Agreements: Why They Matter

May 10, 2023 / by Ken Shaked

IP can be tangible, and MTA agreements are there to determine the terms and conditions of their transfer and usage.

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Categories: Corporate | High Tech | Start- Ups

The Business Judgment Rule – a Director’s Best Friend

May 2, 2023 / by Zvi Gabbay

Board members looking to protect themselves from lawsuits pertaining to the proper fulfillment of their duties must fully understand the three principles of the business judgment rule. Because what is true in Delaware is also true in Israel.

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Categories: Capital Markets | Corporate | Enforcement | Enforcement/white collar

Distribution Waterfalls in Private Investment Funds

May 2, 2023 / by Roy Engel , Yakov Vilenski

The growth of private equity funds in Israel derives mainly from the maturation of many Israeli companies. So what are the main differences between private equity funds (PE) and venture capital funds (VC)?

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Categories: Corporate

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