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Merger Between Cipia Vision and Tomer Import and Marketing of Food Products
Cipia Vision Ltd. has convened a shareholders’ meeting to approve a merger with Tomer Import and Marketing of Food Products (1983) Ltd., expected to take place in early May. Upon completion, Cipia will acquire 100% of Tomer’s shares through a share exchange, with Tomer’s controlling shareholder expected to hold approximately 70.99% of the merged company. Tomer has also reported growth in revenues and profitability. We are representing Tomer throughout the transaction and until its completion.
Draft Bill on Application of Israeli Law to Foreign Dealers and International Companies
Lecture to Virtual Currencies and Blockchain Course
We recently lectured as part of BDO Academy’s course on virtual currencies and blockchain. The course is intended for managers and executives, directors, institutional investors, investment managers, and analysts. The lecture focused on the development of regulation in Israel and globally.
Completion of an Acquisition Transaction: Canzon Israel Acquires Brooks Cohen Initiatives
The public company Canzon Israel has entered into a binding agreement to acquire the real estate and urban renewal company Brooks Cohen Development. Upon completion of the transaction, Brooks Cohen Development will become a wholly owned subsidiary of Canzon Israel. We are advising Canzon Israel and Brooks Cohen Development throughout all stages of the transaction.
2025 Year-End Review: Financial Regulation and Digital Currencies
2025 will be remembered as the year financial regulation succeeded in catching up with the pace of technological innovation, progressing from regulatory uncertainty to a clear framework encompassing many aspects of financial activity and suited to the modern era.
Headed to the TASE: Brooks Cohen Entrepreneurship Merges with Canzon Israel
We represented the public company Canzon Israel in its acquisition of real estate company Brooks Cohen Entrepreneurship. Upon completion of the transaction, Brooks will become a wholly owned subsidiary of Canzon.
New Israeli Regulatory Requirement: Proactive Reporting of Suspicious Use of GenAI
Frozen Russian Assets Face Confiscation: Implications for Russian Passport Holders
My Forex Funds Lawsuit: Warning to the Proprietary Trading Sector
In May 2025, a US federal court dismissed the US Commodities Futures Trading Commission’s (CFTC) fraud lawsuit against the proprietary trading company My Forex Funds (MFF). At first glance, this may seem like a resounding legal victory, but a closer analysis reveals a more complex picture.
ISA: Corporations Responsible for Supervising Fundraising Without a Prospectus
Forgery in the Age of Artificial Intelligence: A Legal Reckoning
Generative AI has elevated forgery from crude alteration to seamless fabrication. What does this shift means for courts, arbitrators, and litigators who can no longer rely on appearances alone?
BITs: Why They Matter for Israeli Companies Operating Abroad
Imagine an Israeli startup expanding into Latin America, only to have its assets suddenly seized due to unexpected regulatory changes. Such scenarios highlight the risks of global operations amid legal and political uncertainty. Bilateral investment treaties (BITs) are critical tools that provide businesses with a protective framework to navigate these challenges. Understanding their importance and the protections they afford is essential for companies aiming to thrive in international markets.
AI and International Arbitration: Arbitration as the Natural Forum for Revolutionizing Jurisprudence
What can we expect? Imagine a plausible future scenario that is perhaps more probable than it seems. The year is 2032. An international arbitration is underway between a Singapore-based computer chip manufacturer and a German technology company, fully supported by an integrative AI system, after the parties agreed in advance on how the system will be used.
Between a Rock and a Hard Place – Russian-Israeli Citizens’ Assets Frozen
Euroclear, a major European clearing house, has frozen about USD 230 billion in Russian assets, including assets of Israelis with Russian citizenship. Since the outbreak of the Russia-Ukraine war in February 2022, thousands of sanctions have been imposed on Russia, as a country and on all its citizens. As a result of the sanctions imposed by the European Union, Euroclear froze assets totalling about USD 300 billion. More than five million Russians holding foreign securities, including Israelis of Russian origin, had their assets frozen.
Op-Ed: New Draft Bill Aiming to Reduce Criminal Organizations’ Involvement in Public Tenders
A new initiative led by Israel’s Ministry of Finance seeks to curb the involvement of organized crime in public tenders, a goal both important and necessary. However, the proposed language of the draft bill raises concerns that the burden may ultimately fall on the public, both financially and democratically. As an expert in the field, Adv. Liran Welcman, who heads our firm’s public tenders practice, shares his insights in a thought-provoking op-ed.
Residency in Israel: When and Why Should You Contact the Israel Tax Authority to Obtain a Ruling?
New immigrants and returning residents are entitled, by law, to a tax exemption on income originating outside of Israel for a period of ten years after they become Israeli residents. In particular instances, we recommend applying for a tax ruling from the Israel Tax Authority (ITA), especially when the date of receipt of new immigrant status differs from the date of the actual relocation of center of life to Israel.
Exemption from Tenders During a State of Emergency in Israel
Internal Enforcement and Compliance Surveys: Essential for Organizations in Israel
In an era of stringent regulations and increasing legal risks, it has become essential for organizations to implement internal enforcement programs. However, in order for such programs to provide legal protection, they must be effective, customized and well-documented.
New Legal Protections for Bereaved Employees in Israel
Revolution in Electronic Promissory Notes – Court Recognizes Digital Notes
Israel Steps Up Enforcement on Retail Price Marking Violations
Court Ruling on SEC’s Crypto Regulation Approach: A Turning Point?
Bonds First, Stocks Later - TheMarker Interview
Since the beginning of 2024, out of eight companies that conducted an initial public offering (IPO) on the Tel Aviv Stock Exchange, six had previously raised debt through bonds. See more in an interview with TheMarker.
Legislative Updates for Regulated Financial Service Providers – Inception of the Financial Information Service Law
Ten Q&A About Investment Management and Consulting Without a License
Recently, several cases of unlicensed investment management and consulting have made headlines. These include an instance where an administrative fine of NIS 130,000 was imposed for unlicensed investment management, and another case that led to an indictment. Such cases highlight the importance of understanding the legal rules and requirements in this field.
ISA: Updated Amounts for Qualified Investor Status
ISA Issues Draft Rules on Licensing Exemptions for Payment Services
Approving a Remuneration Policy and Paying Remuneration to Senior Officers While Overruling the General Meeting’s Opposition
Regulated Payment Services & Financial Services in Israel – 2025 Summary & Outlook
2024 was characterized by a multitude of regulatory directives to payment companies and to payment initiation companies as part of the preparations for the licensing obligation that came into effect in June 2024.
Applicability of Payment Services and Initiation of Payment Law in Trust Frameworks
"Buy-Sell" Model (Reseller) Activity Exempt from Payment Services Licensing
ISA: New Guidelines on Offering and Intermediating Joint Investment Arrangements
Price Tagging Requirement Continues to Be Mandatory Obligation
Representing 100 Apartment Owners in a TAMA 38 Insolvency Case
Advs. Idan Miller and Hadar Eilon represented 100 apartment owners in a Tama 38 project in Holon, in which the development company entered insolvency proceedings. They guided the residents through a mediation process that resulted in an agreement safeguarding the residents' rights and securities without requiring any additional payment. The agreement also paved the way for resuming construction on the project. The mediation agreement, which included commitments from new apartment buyers (not the firm's clients) to inject ILS tens of millions into the project to fund its completion, was approved by the district court.
New Court Ruling Clarifies Legal Boundaries for Offering of Foreign Investments in Israel
Important Updates on Israeli Money Market Reform
New Regulations Ahead: Reporting Obligations for Payment Companies and License Holders
Regulation in 2024: A Summary of Key Changes and Outlook for the Future
Several statutory arrangements and regulatory guidelines have been published thus far during 2024, particularly in relation to the capital market, the financial sector and privacy protection, as well as various circulars addressing corporate governance and risk management, with the objective of increasing certainty for businesses and for the public as a whole.
Consumer Protection and Fair Trade Authority: Businesses Must Disclose Changes to Product Characteristics or Components
Regulatory Highlights for Small and Medium-Sized Businesses
There has been a growing outcry recently against the ease at which class actions alleging a variety of offenses are being filed against small and medium-sized business-owners. Almost every week since October 7, news media have been reporting about business owners who were called up for reserve duty, spent months defending the country, and who, upon returning home after completing their tour of duty, are then forced to fight in the courts because a warning letter was waiting for them with a demand for high sums of compensation. Much has been written about this and about the impacts that such demand letters have on reservists – personally and at the business level. And as reported, this issue should be examined by the legislative authorities.
The Money Market Reform in Israel Is Underway
Israeli Capital Market, Insurance and Savings Authority Issues New and Revised Circulars
Lecture: Introduction to Corporate Secretariat and Corporate Governance
As part of our cooperation with BDO Academy, we were invited to lecture on topics such as the role of the corporate secretariat, its importance to the organization, getting to know board directors, case law analysis, and corporate governance.
Barnea: Representing Trivago in an Investment in the Israeli Startup Holisto
Our firm represented Trivago, a leading global hotel search platform, in its strategic investment and call option to acquire Holisto, an Israeli AI-driven travel tech platform that serves as a hotel rate aggregator and white-label booking engine provider. Ariella Dreyfuss and Dean Weinberg represented Trivago.
Israel’s Money Laundering and Terror Financing Prohibition Authority Updates List of At-Risk Countries of the FATF
Israel: Opening Access to Payment Systems and Allocation of Identification Codes to Payment Service Providers
Israel: Increased Enforcement of Packaging Law
Israel: Regulation of Payment Services Law Comes into Effect
New Precedent: Commissioner for Insolvency Proceedings Accepts Military Reserve Duty as Justification for Relief
Idan Miller, the head of our firm's insolvency practice, was appointed as the insolvency trustee for White Dress Marketing Ltd. (formerly Riki Dalal Group). Together with Hadar Eilon, Idan submitted an economic rehabilitation plan on behalf of the company and its shareholders for the Tel Aviv District Court's approval. In his request, Idan asked that the controlling shareholder's military reserve service be recognized as a contributing factor for the purpose of granting relief and avoiding a full insolvency procedure. When asked by the court for his response, the Commissioner for Insolvency Proceedings accepted this position.
Globes: Protected Tenants and Key Money
Everything you need to know about key money transactions — the advantages, the disadvantages, and the law.
Barnea: Serving as Legal Partner of MaofTech, Northern Negev Accelerator
Our firm is proud to serve as the legal partner of MaofTech, an accelerator program for early-stage startups in the Northern Negev region, and to provide legal services to its various ventures. MaofTech is operated by the Ministry of Economy and Industry’s Agency for Small and Medium Businesses. Its aim is to encourage, promote, and develop businesses in Sderot and the communities of the Gaza Envelope.
Barnea: Participating in Bar-Ilan University Environmental Law Hackathon
Barnea: Hosting IIRF Conference on Future of Stock Market Trading
We were pleased to host the Israel Investor Relations Forum’s conference on the future of stock market trading. A one-on-one conversation was held between Micah Stocks, a financial YouTuber who presents stock market news, and Rami Rozen, Director of Investor Relations at AppsFlyer and a member of the IIRF’s regulatory committee. Dr. Zvi Gabbay, the head of our firm’s Capital Markets Department, also spoke.
Israel Freezes Convalescence Pay Rate
Fatphobia: Workplace Discrimination Lawsuits in Israel
Israel Raises Minimum Wage
Regulation of Payment Services in Israel – Latest Developments
Israel Securities Authority: Oversight of Unsupervised Entities
Fintech Lecture at Reichman University
During a lecture at Reichman University, we offered insights into the convergence of regulatory frameworks and fintech verticals, shedding light on how to navigate and comply with evolving regulatory conditions.
Israel Securities Authority: Diversifying SMEs’ Financing Channels
Guide to Working Parents’ Rights – Jacki Silbermann Interviewed by Israel Hayom
As an employment law expert, Jacki Silbermann was interviewed by Israel Hayom about the rights of working parents. With regard to shortened work days, Jacki noted, “There are special arrangements that entitle parents to shorter work days for a certain period of time. In the absence of a workplace arrangement regarding shorter work days, and if an employee requests such to take care of his children, he must reach an agreement with his employer."
Webinar: Agreements with Brokers
Together with the Israel Hedge Funds Association, we hosted a webinar on the key points to be included in agreements with brokers.
New ISA Rules on Foreign Brokers’ Supervision of Marketers
Personal Liability for Debt to the Registrar of Companies
Barnea: Representing Pomvom in Merger with Israel Acquisitions Corp
Israel Acquisitions Corp, initially founded as a SPAC, and Pomvom Ltd., a technology firm specializing in amusement park content, have formally announced a binding merger agreement. The combined entity is set to be traded on NASDAQ. We represented Pomvom Ltd.
The SEC’s Approach to Regulating the Crypto Market from a Legal Perspective
We were interviewed by Finance Magnates, where we strongly criticized the US Securities and Exchange Commission's current strategy toward the cryptocurrency market. This criticism comes in the wake of the SEC's aggressive legal actions against major players such as Coinbase, Kraken, and Binance.
Barnea: Counsel in Israel’s Most Expensive Real Estate Transaction in October 2023
Alon Wolner and Shoval Mandel, provided legal representation in the purchase of a Tel Aviv penthouse for over ILS 22 million. This was the most expensive real estate transaction in Israel in the month of October.
Dr. Zvi Gabbay Recognized as Leading Blockchain Lawyer
Zvi is among an exclusive list of lawyers nominated for the Lexology 2024 Client Choice Awards. Zvi is the only Israeli lawyer recognized in the Blockchain field.
Stock Market Investors Knew of Hamas’s Attack in Advance and Profited – Mako Interview
We were interviewed by Mako following a US study that revealed an unusual volume of transactions on the New York and Tel Aviv stock exchanges betting on a collapse of the Israeli stock market in the week preceding Hamas’s October 7th attack.
Barnea: Webinar on the Work of Compliance Officers During Wartime
Our firm hosted a webinar in collaboration with the Association of Corporate Counsel in Israel on the issue of compliance during wartime. As part of the webinar, we emphasized the compliance actions required during wartime by offering comparisons to other recent global war zones.
Israeli Private Companies and Prospectus Obligations
For Israeli private companies aiming to secure investments, it is crucial to have a solid understanding of the obligations set forth by the Israeli Securities Law. Chief among these is the prohibition on conducting public offerings of securities without a proper prospectus, which, if violated, could lead to legal scrutiny.
Swords of Iron: Israel Securities Authority Guidelines and Reliefs
The Israel Securities Authority has announced several reliefs due to Operation Swords of Iron, mainly the postponement and extension of deadlines.
How Businesses Are Affected in Israel – SHRM Interview with Jacki Silbermann
Jacki Silbermann from our Employment Department, was interviewed by the Society for Human Resources Management, the world’s largest HR association, in connection with remote work in Israel during the ongoing war. Jacki noted, “A lot of the businesses where employees can do remote work, in the high-tech and other sectors, have moved to that, and I think they're planning on being in that stage for a while.”
War and Force Majeure – Implications for Contract Performance
Since a combat situation in Israel is not deemed force majeure, the legislature and the regulatory authorities recommend that parties to contracts hold dialogues on the contract terms in good faith, to the extent the state of emergency does not enable all contract clauses to be performed. Concurrently, the Knesset enacted the Postponement of Deadlines Law, which allows those entitled to postpone performance of contracts under particular circumstances.
What Is and Isn’t Permissible When Startup Founders Split
A founders’ agreement should resolve problems that might arise in the event of the dissolution of a joint venture. However, even in the absence of such an agreement, the founders cannot evade their obligations pursuant to the Israeli Companies Law.
Price Display in Credit Transactions: What Are the Obligations?
The Haifa District Court recently granted a motion to certify a class action regarding the manner in which price is displayed in installment transactions and the interest charged on those installments. This ruling holds great significance for businesses seeking to levy surcharges for customer installment payment options.
Compliance Forum: Israeli Association of Corporate Counsel Webinar
Together with the Israeli Association of Corporate Counsel, we held a webinar on compliance that included a lecture entitled, “What Do Regulators Want to See? Training and Implementation of Compliance Procedures.”
Crypto: PayPal Launches USD-Based Stablecoin
We were interviewed by Globes on PayPal’s decision to launch a stablecoin backed by the US dollar.
Israeli Regulations Restrict Enrollees in Managers’ Insurance Plans
As of September 2023, employees will be able to enroll in managers’ insurance plans only if their salaries exceed twice the average wage in Israel, in order to ensure they receive adequate pensions.
Crypto as a Security – Applying the Howey Test
Regulation by enforcement is designing tests to ascertain which cryptographic assets fall under the definition of “security” in the wake of the XRP crypto token court ruling.
Stock Market Skeletons: How to Properly Execute a Merger
We were interviewed by TheMarker on the phenomenon of companies going public via mergers with stock market skeletons.
Companies without a Control Core – Draft Bills Calls for Changes
The number of companies with a decentralized ownership structure, i.e., with no controlling shareholder, has been rising in recent years, as has their share of the capital traded on the Tel Aviv Stock Exchange. The recently proposed amendment to the Israeli Companies Law aims to revise the corporate governance regulations specifically applicable to such companies.
Barnea: Representing 120 Apartment Owners in Pinui-Binui Project against Three Recalcitrant Owners
Lawyers from our firm’s Real Estate Department, are advising apartment owners in a residential complex designated for pinui-binui in Herzliya. They represented a group of about 120 apartment owners in court against three recalcitrant owners who are objecting to the project due to their demand for higher recompense from the contractor. The court made the extraordinary decision to order the recalcitrant owners to pay NIS 7.8 million in compensation (NIS 2.6 million apiece). In addition, each recalcitrant owner was ordered to pay NIS 20,000 for legal expenses.
Lecture at Association of Publicly Traded Companies’ Annual Economic Conference
We were invited to lecture at the Association of Publicly Traded Companies’ annual economic conference, where we discussed the ruling in Inbar v. Ofir Naor, the liquidator of IDB Development Corp., and the lessons corporate counsel should draw from it regarding the provision of legal representation to directors, especially those of a public company.
Crowdfunding: Interview in TheMarker
We were interviewed by TheMarker about how the regulation of crowdfunding can help investors.
Conference: ESG – What’s the Story?
Our firm hosted a morning workshop of experts from the ESG and sustainability field. Dr. Zvi Gabbay lectured on the legal angle of ESG. Michal Weiss, the ESG manager at Doral, discussed how to undertake ESG activities within an organization. Hagit Genish Gil lectured on how to make ESG activity suitable for a large organization. Michal Gat, the CEO of Titan, closed the event with a lecture on how to build a branding story that is right for a company’s activities.
Bitcoin Rises: Responding to BlackRock’s Extraordinary Move
BlackRock, the world's biggest asset management company, has announced the launch of a bitcoin exchange-traded fund. This has led to Bitcoin hitting a more than one-year high. We explain the rationale behind BlackRock's move in an interview with Globes.
Barnea: Hosting Conference on Tenders in Collaboration with ACC Israel
Foreign Direct Investments in Israel
It is surprising to realize Israel does not have a general regulatory binding framework for the approval of such transactions as they pertain to national security, like CFIUS in the United States, the recent UK National Security and Investment Act 2021, or similar bodies in developed countries. As a result, there are no broad cross-sector consolidated controls on foreign investments.
Israel: Regulating Payment Services and Payment Initiation
New provisions set out the licensing framework for the provision of payment services, designed to encourage new players to enter the Israeli market and offer payment services while providing broad protection to consumers. The law will apply to companies providing payment services, credit service providers, acquirers, and more.
Investment Advice and New Technologies: Amendment to Israeli Directive
In order to contend with the meager supply of investment advice or portfolio management services via technological interfaces, the Israel Securities Authority has published a proposed amendment to the directive focusing on two main services: trading signal services and social trading. Both of these services rely on digital media.
Regulating the Israeli Crypto Market – Article in Calcalist
The Arrangements Law for 2023-2024 makes extensive reference to expanding and creating a regulatory infrastructure in the digital assets field. Specifically, the Israeli government refers to regulation in a number of different areas, including the cryptocurrencies market. See more in an article for Calcalist.
The Business Judgment Rule – a Director’s Best Friend
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.
Tel Aviv Stock Exchange Publishes ESG Questionnaire
The publication of the questionnaire aligns with global trends and reflects the importance of this subject for investors. According to the TASE press release, only 70 companies currently publish full ESG reports.
Barnea: Representing Eshkolot in Lawsuit against Netflix
Eyal Nachshon and Naama Ben Arush Moshe are representing Eshkolot, the Company for the Performing Rights of Israeli Artists in a lawsuit it filed against Netflix, alleging the company made use of protected performances without obtaining the artists’ consent and without paying them royalties.
Greenhouse Gas Emissions: Scope 1, Scope 2 and Scope 3
The monitoring of greenhouse gas emissions is not only important for protecting environmental quality, but it also offers commercial benefits, such as monitoring energy and supply chain expenses and participating in carbon emissions trading markets.
Policy Update: Employing Ukrainian Citizens in Israel
The Interior Ministry has once again extended its policy of not taking enforcement measures against the employment of Ukrainian citizens who are in Israel because of the war in Ukraine.
Substantial Damages to an Employee for Unlawful Termination and Defamation
A regional labor court found an employer’s conduct did not comply with the law’s provisions on proper termination, and also harmed a longtime employee’s good name.
The Israeli Arrangements Law of 2023-2024: Significant Harm to Environmental Quality
Notwithstanding growing awareness and the measures being taken to reduce greenhouse gas emissions (as part of Israel’s commitment under the Paris Agreement), the emerging Arrangements Law could cause a regression in environmental legislation and hinder efforts to protect Israel’s population from environmental hazards.
Webinar for Legal Counsels on Role of Legal Advisor in Relation to ESG Risks
Our firm held a webinar for members of GCs for GCs, in which we presented the existing regulation in Israel in the field of ESG and the trends in the US and Europe. The webinar also addressed ESG risk management in an environmental context.
Barnea: Guiding Djed in Successful Launch
We are honored to have guided Djed in its successful launch. Djed is a new stablecoin designed to maintain a stable value pegged to the US dollar. It provides its users with a decentralized and secure store of value and facilitates seamless transactions on the Cardano blockchain.
Conference to Open Year of Compliance – 2023
The firm participated in the Israeli compliance community’s annual conference for 2023, joining a panel discussion with Hani Amar, a partner at BDO in the corporate governance and regulation division, and Adv. Ariel Sagi, a compliance officer and board member at Rafael.
Podcast: Administrative Enforcement
We participated in an episode of the podcast hosted by the Association of Corporate Counsels in Israel, which focused on tools for dealing with administrative enforcement.
2022: A Turbulent Year for the Cryptocurrency Sector
On the one hand, the cryptocurrency industry is still in the throes of the crisis caused by a series of bankruptcies and one of the biggest scandals in the world of finance. On the other hand, transparent and decentralized alternatives to the centralized financial sector demonstrate why they are so important, as well as their ability to function effectively even in times of crisis.
2022: Developments in Financial Service Providers Regulations
This article summarizes the regulatory developments imposed on financial service providers, including of non-bank credit and financial asset services, and the key measures companies engaging in this sector should take in preparation for 2023.
New Precedent in Israel – Abuse of a Position of Influence and Sexual Harassment in the Workplace
In the case in question, there was no abuse of authority in the work relationship between the defendant and the complainant, since the complainant was not subordinate to the defendant. However, the defendant abused his position of influence over the complainant, obligating the employer to conduct investigation in accordance with a different set of standards.
Is the Era of Unsolicited Telemarketing Coming to an End in Israel?
An amendment to the Israeli Consumer Protection Law, also known as the “Do Not Call Me Law,” is about to enter the enforcement phase on January 1, 2023. Inter alia, the law imposes liability on a business telemarketing its product or service, even if a third party is actually making the call.
Doing Business In Israel: Regulation of Carbon Pricing
Reducing greenhouse gas emissions to decelerate climate change processes is an important goal of many countries. The two main mechanisms that countries use to reduce GHG emissions are carbon taxation and carbon emissions trading.
Israel Securities Authority Seeks Permission to Expand Authority beyond Securities Offenses
The Israel Securities Authority is seeking to expand its power. If its draft bill is accepted, this will have far-reaching consequences, as the ISA will have the power to investigate offenses related to fraud, bribery, money laundering, and cryptocurrencies (which the ISA considers to be securities).
Representation in Class Action for Polluting Ashalim River
Following pollution to the Ashalim River and its surrounding areas in 2017, three plaintiffs filed a class action against Rotem Amfert, a subsidiary of ICL Group, for NIS 400 million. The plaintiffs demanded compensation for the ecological damage caused to the area.
Intricacies of SAFEs (Simple Agreement for Future Equity)
Contrary to its title, as a Simple Agreement for Future Equity, a SAFE may not be as simple as it seems, and it has complexities.
FTX’s Collapse and the Golden State Warriors – Interview with Finance Magnates
Following the collapse of FTX, several lawsuits were filed against the NBA’s Golden State Warriors, which had entered into cooperation agreements with the now-defunct crypto company. In an interview with Finance Magnates, we noted that the plaintiffs must present at least preliminary evidence that the basketball team knew, or should have known, of FTX’s wrongdoing.
New Israeli Privacy Protection Regulations for European Citizens’ Data
New privacy protection regulations drafted by the Israeli Ministry of Justice will obligate Israeli entities to protect data reaching Israel from the European Economic Area, i.e., from EU member states and Iceland, Norway, and Liechtenstein.
ISA – New Obligations for Foreign Brokerage Service Providers
The Israel Securities Authority’s (ISA) new draft amendment to the general permit to offer foreign brokerage services in Israel proposes to obligate permit holders to supervise the activities of marketers on their behalf. For example, permit holders must carry out due diligence examinations of marketers.
New Ruling on How to Conduct Sexual Harassment Investigations
The Israeli National Labor Court’s ruling indicates there is no fixed or standard format for the proper conduct of an investigation pursuant to the Prevention of Sexual Harassment Law. Rather, complaints should be clarified within their specific context and considering the unique issues that arise during the process.
Regulation: Tips for Online Purchases for a Month Full of Sales
Anat Even-Chen, the head of our firm's regulation practice, was interviewed by Walla for a special article ahead of Black Friday. She offered readers a number of tips for safe online shopping.
How to Maintain Patient Privacy when Digitally Transferring Medical Information
The Israeli Privacy Protection Authority has published a document containing a series of recommendations that address the use of ordinary and non-designated applications for sharing information among a variety of parties.
Doing Business in Israel: Hedge Funds
Hedge funds can prove to be a particularly attractive channel in a small market like Israel, precisely because more sophisticated investment strategies and exposure to the international capital market are necessary to create added value over the “usual” market volatility.
Israeli Association of Publicly Traded Companies' Legal Counsel Forum
We were guest lecturers in a webinar hosted by the Israeli Association of Publicly Traded Companies' Legal Counsel Forum, where we addressed the do's and don'ts of administrative enforcement proceedings.
Tips for the Self-Employed as End of Tax Year Approaches
Nir Ziman from our Tax Department was interviewed by several media outlets and shared how Israeli residents can obtain additional income tax credits. He also addressed what taxpayers should pay attention to when filing their income tax reports, and provided some helpful tips as the end of the tax year approaches.
New Regulations Exempt Credit and Financial Service Providers from License Requirement
To make it easier for fintech companies to operate in Israel, the Knesset Finance Committee has passed regulations to exempt several types of credit providers and financial service providers from a licensing duty.
Ransomware Attacks – New Israeli Justice Ministry Recommendations
In light of the increase in fraud crimes in the digital space, the Israeli Justice Ministry has formulated recommendations for defining a policy to contend with ransomware attacks. The recommendations relate to both private entities and government bodies. The new recommendations are part of a more comprehensive examination conducted by the Justice Ministry of enforcement authorities’ handling of these cyberattacks, including regarding the provision of support to entities under attack, assistance to victims of fraud in the digital space, investigation, and enforcement.
New Draft Regulation on Financial Asset Service Providers
The Israeli CMISA published two draft circulars about its intent to tighten the supervision over crypto assets, in the wake of the Celsius crypto meltdown.
The Courts and the Metaverse – Service of Process through NFTs and Other Innovations
Extensive business activity in the metaverse and in the crypto sector is forcing judicial systems worldwide to evolve. Will the judicial system in Israel follow suit?
All Government Ministries Must Submit Climate Action Plans by the End of 2023
This week, the Israeli government approved the joint proposal submitted by the Prime Minister and the Minister of Environmental Protection to obligate all government ministries to formulate climate action plans. The proposal was approved ahead of the upcoming United Nations Climate Change Conference, which will be held in Sharm El Sheikh, Egypt.
Israel Declares Independence of Privacy Protection Authority in Ministry of Justice
This declaration will help to maintain the European Union’s continuing recognition of the State of Israel as a country whose data protection laws are on par with the European Data Protection Regulation.
Arbitration Clauses in International Agreements – Do’s and Don’ts
Arbitration, around the world and particularly in Israel, is a legitimate and well-established mechanism. Israeli courts normally honor arbitration clauses and consider them a standalone arbitration agreement.
Led by Barnea, Danel Group Raised ILS 130 Million from Institutional Investors
Our firm represented Danel Group, a human resources and nursing company traded on the TASE, in raising more than ILS 130 million in a private IPO for Nokd Capital, The Phoenix, and Reading Capital.
Real-Time Reporting of Major Data Breach Events
The Israeli Privacy Protection Authority issues instructions to report data breach events or concerns of data breach events immediately.
In First, Company Fined for Violating California Consumer Privacy Act
Sephora, the cosmetics giant of the LVMH group, must pay a USD 1.2 million fine for failure to comply with the California Consumer Privacy Act (CCPA), after receiving a warning from the California Attorney General and time to rectify its violations.
Responding to ITA Solution for TAMA 38 Tax Benefits
The Israel Tax Authority announced a temporary solution for the problem of tax benefits in TAMA 38 projects. Our firm commented on the proposed solution.
Informing on Cyber Risks during Sale of IoT Products
According to the Israeli Consumer Protection Authority’s draft directive, the disclosure obligation applies at all stages of a transaction, including when advertising and marketing an IoT product.
Israeli Privacy Protection Authority Clarifies Scope of Duty to Inform on Collection and Use of Personal Information
The publication presents the PPA’s position on the duty to inform on the collection and use of personal data (as derived from the Privacy Protection Law), specifically highlighting the duty to inform when using algorithm-based or AI-based decision-making systems.
Implications of Israeli Public Transportation Reform on Reimbursement of Employees' Travel Expenses
Many employers in Israel calculated the daily travel cost according to the monthly pass. As a result of the reform employers may be required to recalculate the cost of their employees’ daily reimbursement.
Crypto Custody Services and Regulation – A Review
The issue of whether a party is or is not a custodian may have far-reaching implications. Institutional investors, corporations, exchanges, individuals, and crypto miners all have strong demand for crypto custody services, as provided by special market participants.
Barnea Representing Shefayim Water Park in Class Action Lawsuit
Advs. Eran Winner represented Shefayim Water Park in reaching a settlement agreement in the class action filed against it over alleged violations of Israel’s Prevention of Smoking in Public Places and Exposure to Smoking Law.
Israel's New Urban Renewal Plan – When and What?
Last week, the Knesset approved Interior Minister Ayelet Shaked's new urban renewal plan in second and third readings.
The new plan will replace Tama 38, the national outline plan for strengthening existing structures against earthquakes.
What are the main points of the new urban renewal plan? How will it be implemented and until when can projects be promoted within the framework of Tama 38? Read Globe's new article.
Guide to the ESGI
Everyone agrees ESG principles are important aspects of companies’ activities, but these principles have also received considerable criticism. This criticism is not of the principles themselves, but rather is directed against companies that exploit these principles for the purposes of public relations and image-building. Such criticism also spotlights the considerable difficulties in implementing fundamental changes in business activities.
Regulation: Internal Enforcement and Compliance
Yesterday, Dr. Zvi Gabbay, the head of our firm’s Capital Market Department, lectured for compliance officers at BDO’s financial academy. Zvi’s lecture focused on internal enforcement, which can significantly mitigate corporations’ exposure to enforcement proceedings being instituted by regulatory authorities, significantly reduce the pecuniary sanctions that might be imposed in respect of violations, and contribute to a corporation’s good reputation for maintaining a culture of compliance and integrity.
Elections 2022: The Industry Entering a Huge Crisis
The decision to hold elections in October 2022 looks likely to have a significantly negative effect on Israel’s urban renewal industry. Our firm commented to The Marker, . “If we hoped for a slowdown or a halt to rising real estate prices, it’s not going to happen. Especially in the urban renewal field, there is a real fear of massive delays.”
First US Indictment for NFT Insider Trading Offenses
The indictment (US v. Chastain) marks the first time federal prosecutors have brought charges alleging insider trading with digital assets.
Youth Employment over Summer Vacation
Summer vacation is here. It’s time for an important reminder on youth labor laws.
New Israeli Directives on Cyber Risk Management and Risk Management for Regulated Financial Service Providers
CMISA recently published two new risk management circulars for financial service providers, including small entities.
Bank of Israel Continues to Regulate Use of Cryptocurrencies
The risk of money laundering is one of the main risks involved in using and trading cryptocurrencies. This amendment to Proper Conduct of Banking Business Directive 411 addresses how banks should manage money laundering and terror financing risks.
Doing Business in Israel: Fintech
International companies and individuals seeking to expand into a new area of business or expand their international business into Israel must understand the relevant legal landscape and how it may shape their operations. In this article, we will focus on international companies in the fintech sector considering offering services in Israel or to Israeli clients.
The Rules of the ESG Game Have Changed- Zvi Gabbay Column in TheMarker
USD 1.5 million fines, preliminary administrative proceedings, dramatic resignations—growing enforcement on ESG issues is becoming a bigger trend. Who should be preparing for this change and how will it affect Israeli companies?
Pitch Day: IBM Alpha Zone
As part of our firm's collaboration with the IBM Alpha Zone accelerator, Advs. from our firm took part in the judging panel that examined the eleven startup companies participating in the venture. They also talked to the entrepreneurs about technological ideas, business plans, and innovation.
Dr. Zvi Gabbay Article Featured in "Law and Business" Journal
An article co-written by Dr. Zvi Gabbay, head of our firm's Capital Markets Department, will be featured in the next volume of Reichman University's "Law and Business" journal. The article deals with requests for early disclosure of documents under the Companies Law and how Israeli courts examine such requests, in a way that often misses the purposes of the request and sterilizes it from its content
Insider Information: Investor Relations Forum Event
Our firm hosted Zvi Rabin and members of the Investor Relations Forum to discuss insider trading. We lectured on the characteristics of the crime, how the Israel Securities Authority handles such offenses, and the importance of obtaining professional legal assistance.
Workplace Rights for LGBTQ Couples
LGBTQ couples have clear rights under Israeli labor law, even parental leave.
Criminal Law and the Adoption of the “Aggregation Theory”
Israeli courts have adopted the “aggregation theory” when approaching the task of convicting defendants. It now seems this theory might also be applied to the “abuse of process” defense.
Hagit Ben Moshe Speaks at Water Economy and Renewable Energy Conference
Adv. Hagit Ben Moshe, a partner and the head of our firm's cooperative societies practice, was a featured speaker at the annual Water Economy and Renewable Energies Conference. Hagit discussed the challenges of contracting between rural settlements and entrepreneurs in renewable energy projects.
ESG—from Voluntary Process to Legislation
As part of the compliance forum our office leads, in collaboration with the ACC and Tali Guy, Teva's VP of Compliance, we hosted a meeting of legal counsels. We lectured on ESG’s implications for the compliance field and how companies should prepare for future regulations.
The Role of a Court-Appointed Observer at the Board Table
Our firm participated in a "Zichlinskey Hosts" meeting held by SRI Global Group together with the Israel Directors Union.
Amendment to Israel’s Anti-Money Laundering Law
At the end of March 2022, the Israeli Ministry of Justice published a draft amendment to the Prohibition on Money Laundering Law.
The proposed amendment seeks to grant supervisory authority to the Israel Money Laundering and Terror Financing Prohibition Authority (IMPA), comparable to that of the Capital Market, Insurance and Savings Authority (CMISA), over financial service providers for aspects of the prohibition on money laundering and terror financing.
Appointment of an Auditor – New Statement on Required Disclosure
According to a new ISA legal position, convening a general meeting of shareholders to vote on a public company’s appointment of an independent auditor requires expanded disclosure.
Complete Guide to the TASE IPO Process
The Israel Securities Authority guides provides basic guidelines to corporations going public and answers critical initial questions.
Cryptocurrencies – If You Can't Beat Them, Regulate Them
Crypto regulation – It’s the authorities’ turn to act and allow for integration of the industry into conventional economic activities.
Manpower Challenges and Existing Tech Solutions
Many organizations are facing manpower issues related to recruiting and retaining employees. This has led to a sharp rise in HR tech. Globes interviewed experts from the technology field, among them Adv. Daniel Lorber, a partner at our firm. Daniel noted there are a variety of solutions for existing challenges: artificial intelligence platforms that detect bias and discrimination against candidates or that know how to read employee work patterns, augmented reality technologies that allow candidates to “see inside” an organization before deciding to join, and tools that can warn a company about employee burnout or an employee’s intention to leave the company.
Foreign Funds from Additional Stock Exchanges May Dual List on the TASE
Until now, only foreign funds from a limited number of foreign exchanges have been able to register for trading in Israel. A Ministry of Finance amendment to the relevant regulations seeks to change this.
From the Academy to Our Firm: Barnea Welcomes New Additions
Three new experts are joining our firm. Professor Amichai Cohen is a member of the Faculty of Law at Ono Academic College and a senior fellow at the Israel Democracy Institute. Professor Cohen will serve as a special of counsel on international trade and security law at our firm. Also joining are veteran attorneys Gal Rozent, who specializes in competition law, and Amos Rosenzweig, until recently chief legal counsel for the National Insurance Institute.
The Tesla Might Be Electric, but Is It Eco-Friendly?
Elon Musk declared he would build a Tesla manufacturing factory in Germany in as early as 2019. The factory only obtained a license to operate now. The German regulator, environmental protection organizations, and Russian President Vladimir Putin all played a part.
Globes Op-ed – Crypto and the Regulators
A recent Globes op-ed addresses rising up to the blockchain challenge and who needs to make the next move.
Dual-Listed Companies – a Fly in the Ointment
When dual-listed companies have no real link to Israel, the ISA needs to check its considerations, and investors even more so.
Between an Offering Prospectus and a Shelf Prospectus
The prospectus has four key objectives: to give investors information so that they make rational investment decisions; to deter the company and its executives from inappropriate behavior; to encourage public trust in the capital market; and to increase efficiency in the securities market.
Illegal Spilling of Sewage Water into Sea Leads to Significant Fine
A boutique hotel in Jaffa was convicted of spilling sewage into the sea without a permit. The court fined the company and two of its employees.
The Israeli Privacy Protection Authority’s Recommendations Regarding the Appointment of Data Protection Officer
The Israeli Privacy Protection Authority has published recommendations that organizations and companies in all sectors of the economy should appoint data protection officers, along with an instruction kit in this regard. The document was published at the end of January 2022 as part of Privacy Protection Week.
Crowdfunding for Startups
In 2020, these offering coordinators raised a total of ILS 60 million, in more than 35 campaigns by various private companies. Compared to 2019, when about ILS 45 million was raised through offering coordinators, this is an increase of about 33%. There is an expectation the data for 2021 will show a further increase.
Israeli Privacy Protection Authority Adapts Privacy Protection Laws
The draft bill is an important step toward achieving the objectives set by the Privacy Protection Authority and the government to increase privacy protection.
Cyber Events in Public Companies
We lectured today at the annual convention of the Israeli Association of Publicly Traded Companies on the required preparations public companies must make in the face of cyberattack threats.
Will Israel Enter the MSCI Europe?
The global stock index provider Morgan Stanley Capital International (MSCI) recently announced it is seeking market feedback on Israel’s possible inclusion in its European indices. MSCI, considered one of the largest stock index providers in the world, plans to announce a decision by the end of February 2022.
Regulating Israeli Banks’ Provision of Services to Licensed Cryptocurrency Service-Providers
The Bank of Israel is proposing to regulate the provision of services to licensed cryptocurrency service-providers so that banks will not be able to sweepingly refuse to provide service and will have to formulate a risk management policy.
Will NFTs Push Regulators to Regulate the Metaverse?
Currently, most regulators and governments are on the fence with regards to NFTs, waiting to see what other jurisdictions do or how the market develops. In some instances, governments and regulators are trying to address this issue more actively, but with very different outcomes.
Privacy Protection Laws in Israel – Outlook for 2022
The legislation of privacy protection laws in Israel has shifted into high gear and is beginning to close the gap with legislation in Europe. A major step in this direction occurred about a month ago when the Ministerial Committee for Legislation approved a series of legislative amendments designed to adapt the Privacy Protection Law to the consumers, technologies, and trends of 2022.
Lecture: The Practice of Environmental Law
We lectured today to members of the "Law and Environment" student club at Bar-Ilan University, addressing the practice of environmental law and analyzing precedent-setting judgments involving the environment.
Accessibility Requirements for Public Company Reports – Advising the Association of Publicly Traded Companies
Our firm is advising the Association of Publicly Traded Companies vis-a-vis the Ministry of Justice, the Commission for Equal Rights for Persons with Disabilities, and the Israel Securities Authority regarding accessibility requirements for public company reports. From the legal review we prepared for the client, we determined there is no place or justification, even from a broad international perspective, to impose accessibility requirements on companies with regard to public company reports, or to allow private enforcement (in the form of class action lawsuits) against public companies.
Israeli Ministry of Environmental Protection: ILS 3 Million Sanction on Shufersal
The Israeli Ministry of Environmental Protection announced this week its imposition of a pecuniary sanction totaling about ILS 3 million on the leading supermarket chain Shufersal for violations of the Clean Air Law. (In particular, the company violated provisions mandating the reduction and prevention of air pollution from its vehicles).
ESG – Risks and Legal Responsibility
Since the COVID-19 outbreak and the exacerbation of the climate crisis, ESG factors have increasingly influenced the profit line of businesses. The ESG Management Program at the Coller School of Management at Tel Aviv University, which will open in March 2022, will bring the most important aspects of ESG to those whose activities have an impact on the investment chain: executives, directors, investors, analysts, and public sector personnel. As part of the program, we will give a lecture entitled "Risks and Legal Responsibility - How ESG Becomes a Significant Part of the Duties of an Organization's Officers and What Happens When Neglected."
Indictments Filed in Israel over Officers’ Responsibility for Ecological Disaster
About seven years ago, one of the worst ecological disasters in Israel’s history occurred. During work to divert an oil pipeline, one of the old pipelines belonging to the government company Eilat Ashkelon Pipeline Co. Ltd. (EAPC) ruptured near the Evrona Nature Reserve. As a result, about five million liters of crude oil poured from the pipeline into the nature reserve located in the Arava Valley.
Internal Enforcement: Series of Webinars for Public Companies
Our firm, in collaboration with the Public Companies Forum of the Association of Corporate Counsel in Israel, has launched a series of webinars on internal enforcement. Among the lectures in the series is "Prohibition on the Use of Insider Information, What an Internal Enforcement Plan Is, and How It Is Implemented in Organizations."
Interview on Workers' Rights in SPAC Issuances
Gett announced last week a USD 1.1 billion merger with an SPAC. This prompted unrest among former Gett employees who feared a dilution of their shares. We were interviewed by TheMarker about workers' rights during issuances and SPAC processes.
Much More than 66% – Must-Know Changes in the Urban Renewal Field
After years of expectations, the government has approved the legislative amendments needed to promote “Urban Renewal” projects in Israel. While everyone is talking about the amendment lowering the threshold of consent for apartment owners to 66%, a lot more has also changed. All of the amendments, both major and minor, are important.
Do You Own a Database? You’re Also Responsible for Actions Performed by Third Parties
The Black Shadow hacking group’s attack on Cyberserve, reported a few days ago, has resulted (at this point in time) in the leaking of a database with more than 800,000 records pertaining to various individuals and the exposure of additional databases. This attack raises important questions about the relations between database owners and the third parties with whom they engage to receive various services relating to business activities that incidentally involve their data.
Websites Roll Out November Deals – Tips for Safer Shopping Online
November brings with it a variety of online shopping deals and promotions. Before making a purchase, it is important to know which products are tax-exempt, which sites to buy from, and what warning lights should not be ignored. Adv. Karin Kashi, coordinator of our firm’s privacy practice, addresses the issue in an interview with Ynet.
How Can China’s New Privacy Protection Law Affect Your Business?
On November 1, 2021, the new Chinese Personal Information Protection Law (PIPL) will come into effect. This law is modeled after the well-known European General Data Protection Regulation (GDPR).
Like the GDPR, the PIPL will apply not only to Chinese organizations, but also to any organization processing the personal information of people located in China.
Therefore, any organization that collects data from China must comply with this new law or risk suffering the consequences.
Representation in Defamation Lawsuit against Channel 13 and Guy Lerer
We are representing the singer Eyal Golan in a NIS 1 million defamation lawsuit against Channel 13 and journalist Guy Lerer, the host of TV program Hazinor, following an investigative article that dealt with the marketing of agricultural land by a company owned by Golan. Adv. Dror Arad-Ayalon and Adv. Shir Rozenzweig are providing representation in the matter. They argued in the statement of claim that Golan's company is not connected to the allegations presented in the article and that Golan and his company are not involved in the marketing process whatsoever.
2021 Snapshot: The Impact of Covid-19 on the Israeli Economy
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.
Double the Trouble: What Happens When a Class Action Lawsuit tries to "Piggyback" off Another?
Many class action proceedings end in settlement. The settlement agreement is designed, inter alia, to facilitate an efficient and fair resolution to the proceeding, in a manner that also provides certainty to the parties. Essentially, it "takes on the risk" for all parties involved—the class action plaintiffs and their legal representation, the class, and the defendants. Settlement certification by the court constitutes res judicata, and ensures the preclusion of repeated claims regarding the subject of the settlement.
Everything You Need to Know about Israel’s Green Pass for Employees
Updated regulations for the implementation of the Green Pass in Israeli workplaces will come into effect on October 5, 2021. Following are some of the main guidelines of the regulations.
Op-Ed: Knesset Debate on Establishment of Regulatory Authority
An op-ed in Globes addressing the current Knesset debate over the establishment of a new regulatory authority.
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 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.
District Court Ruling: Azrieli Foundation Exempt from Paying Taxes on Dividends
An Israeli district court rejected the Israel Tax Authority’s attempt to force the Azrieli Foundation to pay taxes in the amount of tens of millions of shekels for dividends it received and continues to receive due to its holding in Azrieli Group's shares. The court accepted the tax appeal, which was filed by Barnea Jaffa Lande, and ruled that the Azrieli Foundation, a non-profit organization that works for the public good in Israel, is not the controlling owner of Azrieli Group and is therefore entitled to a tax exemption. The court ruled, among other things, that the ITA’s position could have a chilling effect in relation to business entities’ support of philanthropic associations. Our firm's Zohar Lande, Eyal Nachshon, Harel Perlmutter, Nir Ziman, and Omer Keydar represented the Azrieli Foundation throughout the proceedings, which lasted about five years.
Israeli High Court Ruling: Knesset Finance Committee Limited in Authority to Approve Tax Benefits for NPOs
The Israeli High Court of Justice ruled recently that section 46 of the Income Tax Ordinance does not authorize the Knesset Finance Committee to exercise broad discretion in recognizing NPOs and in fact the Committee’s approval is limited solely to that related to its supervisory role.
Europe: Amazon Slapped with Record-Breaking Privacy Fine
E-commerce giant Amazon reported in its financial statements at the end of last month that the Luxembourg data protection authority had imposed on it a fine totaling EUR 746 million. The fine appears to have been laid on Amazon for its use of users’ personal data for targeted advertising, in violation of the EU’s General Data Protection Regulation (GDPR).
Amendment to Israeli Competition Rules – RPM Arrangements
The block exemption for non-horizontal arrangements recently underwent a significant change. Beyond changing the name of the block exemption to “Rules of Economic Competition,” a significant amendment was introduced relating to the issue of price restraints in vertical arrangements.
Calcalist Interview on White-Collar Crime
Several of Israel's leading lawyers in the field of white-collar crime and criminal law were interviewed by Calcalist, including experts from our firm. We addressed the core issues of the field and the impact of COVID-19, along with a forecast for several ongoing major cases.
Expert Panel: Challenges of Entering the US Market
Firm partner Daniel Lorber, who specializes in high-tech and startups, will participate in an expert panel on the challenges of entering the US market. This subject is particularly relevant for young startups who have found such a move difficult.
Israeli-UAE Tax Treaty
On May 31, 2021, Israel and the United Arab Emirates signed a tax treaty. This is the first tax treaty between the states. It is expected to go into effect on January 1, 2022, after passing the necessary ratification processes in the Knesset and the government.
Real Estate Transactions Using Digital Currencies – Regulatory Challenges
The volume of real estate transactions incorporating digital currencies is expected to grow in the coming years, especially among young, wealthy, tech-savvy professionals. We were interviewed by Globes on the trend, noting the regulatory challenges that exist in these types of transactions.
Implications of European Whistleblower Protection Directive on Israeli Companies
By October, companies in the European Union employing at least 50 employees will be required to operate an internal reporting system for reporting misconduct that may indicate compliance violations. Furthermore, all companies in the EU, regardless of size, will be required to ensure the protection of whistleblowers from all types of retaliation.
The EU Whistleblower Protection Directive originally came into force in October 2019. It gave EU member states two years to prepare to incorporate the directive into their national legislation. Prior to the enactment of the directive, no uniform binding legislation applied to all EU member states and only 10 member states had enacted national legislation in this regard. The upcoming inception of national whistleblower protection laws throughout the EU will naturally trigger a ripple effect.
Webinar: Responsibility of Compliance Officers in Organization
The Compliance Forum of the Association of Corporate Counsel in Israel hosted a webinar this morning on the responsibilities of compliance officers in organizations. As part of the webinar, we discussed new trends and developments, as well as the normative basis for imposing personal responsibility on compliance officers in organizations.
Israel Securities Authority: Guidelines for Discussions with Investors Prior to Publication of a Prospectus
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.
Warning, Border Ahead? Expanding Israeli Courts’ Jurisdiction over Foreign Defendants
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.
Options to Buy Shares in a Company – Important Things to Know
Offering options to buy a company’s shares has become a legitimate benefit even for companies not in the high-tech field.
As experts in the field, we were interviewed by Globes on what it means to receive options in a company.
Webinar: Contacting Investors – Do's and Don'ts
The Israel Hedge Funds Association (IHFA) is hosting the webinar "Contacting Investors – Do's and Don'ts." As part of the webinar, we will discuss the legal infrastructure required for reaching out to investors.
Dual-Listed Companies – Israeli Legal Liability for Reporting
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.
Webinar: Cyber and Privacy in International Law
Bar-Ilan University's International Law Club & Global Law Forum is hosting the webinar "Cyber and Privacy in International Law". As part of the webinar, Anat Even-Chen, a partner and the head of our firm's regulation practice, will discuss the international aspects of privacy and cyber security law.
Climate Law Memorandum: Goals and Means for Handling the Climate Crisis
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.
Environmental Law Club Launch Event
We are proud to serve as the legal partner of the Environmental Law Club of Bar-Ilan University. Our firm will be presented as part of the launch event taking place on June 15, 2021.
IPO Wave Continues to Flourish – How Should Companies Prepare for an IPO?
The growing wave of IPOs on the Tel Aviv Stock Exchange is pushing an overwhelming number of private companies to consider going public. In an interview with the TheMarker on the trend, we explain how companies considering an IPO must behave with both the public and regulatory authorities to succeed.
Bank of Israel: Environmental Considerations and Risks Should Be Part of Banking Corporations’ Risk Management
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.
Rules and Conditions for SPAC Issuances in Israel
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.
Everything You Need to Know When Registering a Patent
Building an initiative? Does it include intellectual property you want to protect? We were interviewed by Globes, explaining to entrepreneurs every step they must take on the path to registering a patent.
2021: Trends in Regulatory Compliance and Risk Management
2020 was a particularly challenging year due to the coronavirus pandemic. For corporate risk managers and compliance officers, the year posed additional challenges. Organizations had to contend with an alarming rise in cyberattacks, supply chain constraints, employee health and safety, corporate governance and compliance, and diverse risks relating to or deriving from various content worlds. Nevertheless, if 2020 has taught us anything, it is that risks to a corporation, regardless of their source, are intertwined.
Overcoming Opposition to Construction Plans
The publication of large-scale construction plans often provokes fierce opposition from residents in the area. Yedioth Ahronoth published in its weekend edition a comprehensive article on the subject featuring an expert from our firm. What do you need to know about submitting a plan and how to do so?
Blockchain and Real Estate
Globes has dedicated its Real Estate Supplement for Israel's Independence Day to real estate innovation. We were asked to publish a guest column discussing the implementation of blockchain technology that enables the registration and performance of digital operations through a distributed network of computers in the real estate field. We noted that once land registration is also based on blockchain, buyers will be able to purchase real estate property and take out a mortgage in exactly the same way online purchases are made today.
Five Things You Didn’t Know about Impact Investing
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.
Retail and Tech in a Post-COVID World
2020 marked a monumental shift in consumer behavior, with the retail industry particularly affected by the global spread of COVID-19. Between nationwide quarantines and the looming threat of disease, retailers had to adapt quickly to survive the forced seclusion and distancing. While some have been building their e-commerce brands and marketplaces for years, others were less prepared and were left to either sink or swim.
Webinar: Supervision and Control Procedures – How to Do It Right
As part of the ACC Compliance Forum we lead, we will host a webinar tomorrow on the supervision and control procedures within organizations. We will discuss the theoretical aspects and challenges in the field, followed by an expert panel.
Webinar: 10 Years of Administrative Enforcement in Israel
The Rina and Meir Heth Center for the Study of Competition and Regulation at the College of Management is holding a webinar with former judges and legal experts entitled “10 Years of Administrative Enforcement in Israel.” We were invited to participate in the lawyers’ panel of experts, which will examine the impact of administrative enforcement tools on violations of Israeli law.
Proper Articles of Association – Now More Than Ever
The coronavirus crisis, which hit both the Israeli market and markets globally, has been unsettling. It undermined existing collaborations and encouraged the creation of new ones. It weakened the inertia that drove many businesses and employees, and forced numerous entities to reinvent themselves, to initiate and to dare.
SPAC: A Dream Worth Half a Billion Shekels
In recent months, the IPO market has reached a boil. It seems anyone with any kind of business is dreaming about joining the Israeli stock market. Lets look at the figures. From 2008 (the outbreak of the subprime crisis) through 2019, 76 new companies entered the Israeli stock market through an IPO process (an average of approximately 6.33 companies per year). In 2020 alone, 27 new companies entered the Israeli stock market, and in January 2021, seven new companies entered the Israeli stock market*.
Employers: Everything You Need to Know about Vaccinations
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.
Temporary Procedure for Insolvency Procedures in Israel in Light of COVID-19
The coronavirus pandemic has wreaked extensive economic havoc on the activities of many businesses and households in Israel. According to data from the Commissioner of Insolvency Proceedings, 2020 brought a rise of about 41% in the number of applications to commence insolvency proceedings compared to 2019.
The Effect of China-US Relations on Israeli Companies
Israeli companies that view the US as a relevant market for selling products, receiving investments, or a future sale or merger transaction should be aware of the Committee on Foreign Investment in the United States.
Economic Court Restores Certainty to Profit Test for Dividend Distributions
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.
Employers: It’s Time to Protect Employee Privacy
Until recently, companies have focused their privacy policies on customers and suppliers, but have not placed enough emphasis on the privacy of their employees. We are now seeing a trend reversal, as employees are beginning to understand that an organization cannot do what it wants with their information and that there are legal limitations to collecting information about them. Organizations must now be more careful with employees’ privacy and this is how to do it.
Israel Competition Authority Increases Enforcement against Exclusivity Arrangements
On December 30, 2020, the Israel Competition Authority (ICA) notified SOS, a company in the field of fueling services, it was imposing a financial sanction of NIS 6.3 million on the company. In addition, it imposed a financial sanction of NIS 350,000 on an executive officer in the company. Following a complaint an SOS competitor filed with the ICA, the ICA concluded SOS had entered into exclusivity agreements with its clients. The company also implemented a policy whereby it would not provide fueling services to a client if the client simultaneously engaged with a competing fuel service provider.
Globes Conference: Cyber in 2021
Adv. Anat Even-Chen participated in Globes' "Material for Thought" conference on the cyber industry. Anat was featured on a panel about the effects of a cyber crisis on an organization, where she discussed how companies should prepare for upcoming challenges in 2021 in this field.
Relief from Insurance Requirements for Portfolio Managers and Investment Advisors
The Israel Securities Authority (ISA) has announced that, temporarily, it will not initiate or recommend taking enforcement measures against corporations licensed in portfolio management, investment advising, and investment marketing that have not fulfilled professional liability insurance requirements.
New Rules on Consumer Credit Marketing and Management
The Bank of Israel recently issued new rules on marketing and credit management. The purpose of the new rules is to prevent credit risks not tailored for the customer. They include restrictions on aggressive marketing and granting certain clients credit.
Amendment to Consumer Protection Law Restricts Telemarketing Calls
A recent amendment to the Consumer Protection Law seeks to place restrictions on telemarketing. As part of the amendment, the Consumer Protection and Fair Trade Authority will establish a database of consumers who don't want to receive telemarketing calls from various businesses. Businesses will not be able to contact a consumer whose telephone number is registered in this database, except in specific circumstances.
What Do Massive Weddings Have to Do with Corporate Compliance?
Our firm organized a webinar for legal advisers and compliance officers, in partnership with the ACC. As part of the webinar, we lectured on the connection between ethics and obedience. Are they in competition or do they complement one another?
Regulation of Broker-Dealer Activity
While the activity of most financial intermediaries in Israel is regulated and supervised, broker-dealers have so far operated in an unsupervised manner and without dedicated regulation. In light of this, the Israel Securities Authority has published a legislative memorandum aimed at regulating the field of broker-dealers in Israel.
New Investment Products: Hedged Mutual Funds and Hedged Mutual Funds of Funds
With the goal of expanding the public's investment options, the Israel Securities Authority published a first draft of a document for public comments on the core characteristics of two new financial products: alternative mutual funds of the hedge fund type and hedged mutual funds of funds.
Israel Securities Authority – What Constitutes Securities Fraud?
The Israel Securities Authority recently published a staff position on situations it believes indicate fraudulent securities trading and which justify opening a criminal investigation.
ISA: Expanding Disclosure on Independent Committees
The Israel Securities Authority will soon require public companies to disclose details about independent committees tasked with overseeing transactions with controlling shareholders. The staff position was put together due to the increased need for supervision and oversight of decision-making processes in transactions between public companies and their controlling shareholders.
Privacy Protection Authority: Appointing a Privacy Protection Supervisor Is a Necessary Step for Israeli Companies
Israel’s Privacy Protection Authority has published its recommendation that every organization appoint a privacy protection supervisor. This supervisor’s task is to implement the privacy protection laws that apply to the organization. The PPA noted that although Israeli law does not impose such a duty, it is a best practice recommended for organizations that collect and analyze personal data.
Lecture on Distribution and Marketing of Hedge Funds
We lectured today on the distribution and marketing of hedge funds as part of a virtual conference held in collaboration with the Israel Hedge Funds Association and the international law firm Katten Muchin Rosenman.
Crowdfunding Platforms – New Regulation in Europe
The European Parliament recently adopted a new regulation on crowdfunding platform activity. This regulation will apply across the board to all European Union countries. According to the new regulation's provisions, it is possible to raise up to only EUR 5 million on a crowdfunding platform. Additionally, the regulation stipulates rules to protect people investing through a crowdfunding platform, reporting duties for the entities raising funds, and more.
COVID-19, From Crisis to Opportunity
Crises test our resilience. They prevent us from deceiving ourselves about things that are unpleasant to face. Therefore, the COVID-19 crisis is a real opportunity to upgrade an organization’s compliance mechanisms and the status of its compliance officer. This includes not only improving compliance capabilities, but also integrating and deepening connections to the organization’s management.
COVID-19 Does Not Justify a Breach of or Deviation from a Contract When Its Arrival in Israel Was Foreseeable
An Israeli court recently rendered an interesting ruling on the impact of COVID-19. The case in question involved the lease agreement for the operation of a hotel. The lease agreement, executed in February 2020, provided payment of rental fees for the month of March, but payment for the months of April and May had not yet been arranged.
An Urban Renewal Project Agreement Is Not Transferrable
In urban renewal projects, residents or owner’s rights holders select the company with whom they are willing to embark upon this long journey, based on relationship of trust and competence. The trust required leads both parties to execute a binding agreement. Understandably, residents expect the company which whom they have contracted with to remain unchanged and not for those rights not to be transferred to other parties.
Israeli Government Encourages Companies to Publish Corporate Responsibility Reports
A recently launched government program aims to encourage companies to publish social responsibility reports, or ESG (environmental, social, and government) responsibility reports. The Ministry of Strategic Affairs in the Prime Minister's Office announced the launch of the “Impact Nation" program, as part of a broad move to promote publication of positive economic information regarding Israeli companies, following the publication of the Israeli companies database by UN Human Rights Council.
How Can It Be That a Small Virus Is Threatening the Cornerstones by Which Corporations Operate?
A number of US pharma companies have issued a joint statement promising not to shorten the process for developing a coronavirus vaccine or to prioritize narrow economic considerations over public health. This cooperation between competing companies challenges existing perceptions about the business sector and shows that sometimes public health is no less an important consideration. Is now the time for companies to value the public good and other relevant stakeholders over company shareholders? Read more in an op-ed in Globes.
H&M Fined EUR 35 Million for Violating Employee Privacy in Germany
In early October, the Data Protection Authority in Hamburg, Germany announced that the clothing retailer H&M committed severe violations of its employees' privacy. Because of these European General Data Protection Regulations (GDPR) violations, the retailer would pay a fine of approximately 35 million euros.
Barnea Represented Canomed in Issuing a Series of Options
We represented Canomed, a company engaged in the cultivation, marketing, and direct sale of medical cannabis, in the issuance of two options series. The issuance is expected to reach a value of ILS 6 million. Canomed is one of the first companies to promote the purchase of pharmacies licensed to sell medical cannabis, thus providing the company direct access to the end consumer. Canomed itself already owns several such pharmacies.
Decentralized Finance (DeFi) –The Future of Finance?
What is DeFi?
The first cryptocurrency, Bitcoin, is still the most well-known application of blockchain. However, this technology has since rapidly evolved and expanded in many other areas. The initial hope with Bitcoin was to make both money and payments decentralized and universally accessible. Although Bitcoin failed to live up to this promise, decentralized finance based on blockchain (“DeFi“), also called open finance, is a fledgling technology with potential. DeFi is operated by decentralized, permisionless (without any central authority) applications, called DApps, built on a blockchain network, most commonly Etherum. Visionaries see this as an open-source alternative to every financial service we use today: from savings, loans, and trades, to insurance and even more, all globally accessible.
The Leaked FinCEN Files Harm the Fight against Money Laundering
In mid-September 2020, a series of articles were published by a group of foreign journalists, based on the collection and analysis of over 2,500 leaked documents from FinCEN, the US equivalent of the Israel Money Laundering and Terror Financing Prohibition Authority. The leak of such sensitive information may cause banks and financial institutions to think twice before reporting suspicious financial activity, which would be a mistake. Read more in an op-ed in Calcalist.
Investor Relations Workshop – the Practical Aspects
The Israel Investor Relations Forum of the Israeli Association of Publicly Traded Companies, in collaboration with the Tel Aviv Stock Exchange, has launched an investor relations course for executives from leading companies. Yesterday’s session focused on regulation, including the rules of the game and how to publicize announcements to international investors.
Dr. Zvi Gabbay’s lecture, entitled “Duty to Report – Practical Implications,” covered how regulation in both Israel and the US can affect a company.
Jacki Silbermann Lectures on Workers' Rights
Jacki Silbermann, a lawyer from our firm's Employment Department, lectured today on workers' rights in Israel.
The lecture was held as part of a program run by Israel Tech Challenge, an organization established to address the manpower shortage in the Israeli tech industry. Israel Tech Challenge offers intensive training programs for new immigrants who are outstanding graduates from leading universities around the world. The lecture was held as part of a training session for the ITC's Data Science Fellows program.
Blockchain and Digital Currencies Regulation
Dr. Zvi Gabbay examines in a short video the topic of digital currencies and recent developments in blockchain regulation in Israel.
It’s A New World Out There – Hedge Funds Navigating COVID
As part of our legal counsel to the Israel Hedge Funds Association, we are proud to be involved in the IHFA's 8th Annual Conference. The theme of the conference is “It's A New World Out There – Hedge Funds Navigating COVID.”
Israel Securities Authority Publishes Sentencings Guidelines for Administrative Procedures
For the first time, the Israel Securities Authority has published Sentencing Guidelines for Administrative Procedures which contain the considerations guiding its determination of sanctions for individual violators and corporations in an administrative procedure.
Employers Are Now Required to Publish Wage Gaps between Women and Men
According to a new amendment to the Male and Female Workers (Equal Pay) Law, employers must publish a yearly report outlining wage gaps between female and male employees. The amendment provides that certain employers must draft an internal yearly report detailing the average salary of their employees and the average wage gaps between men and women within each group of employees in the workplace.
Not All Sexual Comments or Advances from a Supervisor Constitute Sexual Harassment
An important ruling regarding workplace authority figures and the prevention of sexual harassment in the workplace has established that one cannot automatically assume sexual comments or advances by an employee with managerial authority constitute sexual harassment. In this ruling, it appears, the National Labor Court has tempered to some extent widespread notions about sexual harassment by an authority figure.
New Ruling Expected to Reduce Managers' Responsibility Following a Company's Collapse
In an important ruling recently handed down, the Tel Aviv District Court rejected a NIS 120 million lawsuit filed by Habas Group against the company's managers. Judge Kabub's ruling constitutes an initial interpretation of a new section of the the Insolvency and Rehabilitation Law, which deals with the degree of responsibility that can be attributed to managers when the company they run becomes insolvent.
A Startup Guide to the American Market
Daniel Lorber was invited to speak at a new Tech7 and Nisha Global meetup for those looking for their next market overseas. Daniel discussed the differences in US and Israeli business cultures.
Zvi Gabbay Lectures Compliance Officer Training Course
As an expert in the compliance field, Zvi Gabbay was invited for the fourth straight year to lecture a compliance officer training course organized by the BDO Academy of Finance and MITIGATE. This unique practical course is geared to compliance officers in international financial organizations. During the lecture, Zvi discussed administrative enforcement and enforcement plans.
Supreme Court Reduces Protection for New Apartment Buyers
A new Supreme Court ruling determines that a warning note may not be used as collateral for buyers of apartments in a TAMA 38 project in Ramat Gan in which the developer went bankrupt. In light of the ruling, Elder Adato, the head of our Real Estate Department, was interviewed by Calcalist. He commented: "In dozens of TAMA 38 projects all over the country, the only collateral home buyers received until now was a warning note. These warning notes were primarily intended to ensure the money of home buyers. It is important to note that this ruling applies only to a specific event, in which the contractor collapsed and the warning notes constituted an 'onerous asset' for the completion of the project. "
Israel Securities Authority: Distributors May Be Liable for the Contents of a Prospectus
The Israeli Securities Authority has announced that distribution entities now may be liable for the contents of a prospectus. In a staff position paper published in late July, the ISA changed the rules of the game in the underwriting field by determining that a distributor, or an entity associated with a distributor, that purchases securities during an issuance and sells them within a short period of time (six months or less) shall be viewed by the ISA as an underwriter and shall be liable for the prospectus.
Service Users Must Now Hold Hearing Procedures for Service Providers’ Employees
The National Labor Court recently handed down an important ruling that concerns many employers in the market engaged with service provider companies. The National Labor Court ruled that although there were no employee-employer relations between the employee and its employer in this matter, the service user still had to take part in the employee’s termination and hearing process, in addition to the obligation of the direct employer to hold the hearing.
Privacy Evolution: Europe v. Israel
A July decision by the Court of Justice of the European Union has established that in light of the fact the United States does not respect the privacy of its citizens in accordance with EU standards, the Privacy Shield mechanism allowing for personal data transfers between Europe and the US can no longer be relied upon. At the same time, in Israel, the Ministry of Justice has published a memorandum that constitutes the first step in adjusting existing law to the digital age.
Does Covid-19 Void Contracts?
The inter-ministerial team assembled to examine the consequences of the Covid-19 crisis on contractual agreements has recently published its recommendations.
Roundtable Article of Urban Renewal Experts
In the weekend edition of Yedioth Ahronoth, urban renewal experts gathered to discuss burning questions in the field. Representatives from our firm commented on what alternative housing is and when a tenant is entitled to it
Fintech Companies: New Program to Facilitate Regulatory Reliefs
Although Israel is a world leader in the fintech field, companies operating in this area face many regulatory challenges. A newly published legal memorandum aims to enable the creation of a “sandbox”, with inspiration from various programs already implemented in Japan, Australia, and Singapore. The goal is to establish a unique experimental environment, a “regulatory sandbox,” where regulatory relief is granted to companies who choose to participate in the program.
Remuneration Policy: New Reliefs for Officers’ Insurance
The Israel Securities Authority announced a new relief for public companies regarding directors’ and officers’ liability insurance. This relief will enable companies to include in remuneration policies only the scope of the insurance coverage, without the other parameters required to date.
Banks Required to Share Information about Clients with Other Financial Bodies
As part of a broad change led by the Ministry of Finance to increase competition in the banking and financial services market, a memorandum for the Provision of Financial Information Services Law was recently published for public comments.
Israel: How to Identify Suspicious Use of Virtual Currencies
Prompted by the use of digital currencies to fund terror and other illegal activity, the Israel Money Laundering and Terror Financing Prohibition Authority has published a document aimed at assisting financial bodies and law enforcement agencies to identify improper activity in this field.
Down Round Fundraising – Not At Any Valuation
A recent decision by the Economic Division of the Tel-Aviv District Court has emphasized the requirement for officers and decision makers in a company, to undertake a stricter review standard when making decisions, especially in conflict of interest situations. Accordingly companies must now increase the scrutiny on the decision making of directors in private companies, an important decision in light of the current economic climate.
New Capital Raising Channels to Be Made Available on the Tel Aviv Stock Exchange
The Israel Securities Authority has approved expanding the trading activity conducted on the trading platform for institutional investors of the Tel Aviv Stock Exchange (referred to as TACT), so that additional types of securities may be issued and traded on it.
Crowdfunding Regulation in Israel
In a short video, Dr. Zvi Gabbay explains the crowdfunding model, which has become an attractive channel for both investors and companies seeking funding, and overviews current regulation in Israel.
Israel Takes US Approach in Enabling Affordable Fast Track to Register Provisional Patents
A new, welcome initiative by the Israel Patent Office intends to allow entrepreneurs, through a preliminary and fast-tracked process, to submit an application for the provisional registration of a patent. This is a significant step, which could revolutionize entrepreneurial innovation in Israel and make it easier on many Israelis who wish to protect future patents. In the course of the fast-track process, the application is not considered for a year, and applicants are able to set an early submission date for the patent's registration.
Adjustments to Required Disclosures in Reports in Light of the Coronavirus
Several weeks ago, the Israel Securities Authority published a staff position paper on the consequences of the coronavirus crisis for the disclosure and financial reporting included in the 2020 first quarter report.
Every Crisis Is an Opportunity – Webinar
On June 2, we will host a webinar together with the ACC addressing the opportunity to upgrade the role of compliance officer in light of the coronavirus crisis. The webinar is geared for compliance officers and legal counsels.
How to Arrange the Inheritances of Agricultural Farms
If you are the owner of agricultural land, you may find yourself wondering about the future of the family farm after your passing. You should know this is subject to laws, agreements, protocols, and regulations unique to the agricultural sector in general and to land in particular.
Legal Options for Israeli Companies Operating in the U.S.
How Israeli companies operating in the U.S. can use COVID-19 as a force majeure and the restructuring of debt in chapter 11 bankruptcy ?
Israel: Fast-Tracked Grant Channel for Companies in Crisis
Following a previous Israel Innovation Authority call for bids for companies developing technologies to help deal with the coronavirus crisis, the IIA has opened a channel to support companies facing financial hardships due to the virus.
Libra 2.0 – From Global Currency to a Payment Method on Facebook’s Platform
After Libra, Facebook’s ambitious global digital currency venture, faced fierce resistance from regulators around the world, Facebook has announced “Libra 2.0.” The venture is set to undergo far-reaching changes that, on the one hand, will likely do away with regulatory concerns, but, on the other, will force Facebook to give up its original vision, i.e. a quick and simple transfer of digital currencies between accepted users worldwide without the need for a bank account.
Mobileye Insider Trading Investigation: Representing Former Syneron VP in Settlement with SEC
On April 17, the United States Securities and Exchange Commission dropped its case against our client Amir Waldman. Waldman, the former vice president of Israel-based medical device company Syneron Medical Ltd., was alleged to have made USD 4.3 million via insider trading on an autonomous driving system technology developer. He will pay the SEC nearly USD 2.2 million to end a civil enforcement lawsuit, a New York federal district judge announced Friday. We commented on the decision as follows: "As in many cases, here too, a negotiation was being conducted at the same as we were preparing for trial, and it ultimately ended with an excellent result. This is a civil not a criminal case, and the arrangement, under which Amir does not admit or deny the facts, allows Amir to move on."
ISA and TASE Publish Reliefs for Public Companies and Reporting Corporations
In light of the global coronavirus crisis, the Israel Securities Authority (ISA) has published several steps toward easing the burden on public companies and reporting corporations whose securities are traded on the Tel Aviv Stock Exchange.
Israel: Extending Validity of Regulatory Approvals in Light of the Coronavirus Crisis
On March 25, 2020, emergency regulations were adopted in Israel that include, among other things, an extension of the validity of regulatory approvals that expire in the near future.
Israel Innovation Authority Updates for Companies and New Benefit Tracks
Due to the coronavirus pandemic, the Israel Innovation Authority (IIA) has issued a major easement for the companies it supports, in the manner in which payroll expenses for companies in the midst of carrying out approved plans will be recognized.
ISA Publishes Temporary Order on Clarification of Clients’ Needs
In response to the Corona pandemic, the ISA published on March 30, 2020, a temporary order for license holders in connection with the clarification of clients' needs.
Israel: Updates for Portfolio Managers and Investment Advisors and Marketers in Light of the Coronavirus Crisis
In light of the coronavirus pandemic, the Israel Securities Authority (ISA) recently released a number of updates and reliefs on the obligations that apply to portfolio managers and investment advisors and marketers.
Hosting Online Seminar for Israel Hedge Funds Association Members
Together with Lior Segev, the co-founder and CEO of Liquant Asset Management, we hosted an online seminar for members of the Israel Hedge Funds Association on business continuity planning during the coronavirus.
Coronavirus in Israel – Getting Your Business Seen as an Essential Service
Special coronavirus-related emergency regulations were promulgated in Israel on March 21, 2020, listing specific economic activities considered as essential that are allowed to operate with fewer limitations.
Protecting Privacy despite the Coronavirus
The global effort to fight the spread of coronavirus has prompted new privacy related questions around the world. Much has been written for and against the use of privacy-compromising measures to protect public health. Therefore, we have chosen to concentrate on the practical implications of privacy principles on companies and businesses.
The Corona Effect: Q&A on Real Estate
As experts in the real estate field, our firm was interviewed about Globes about the use of the force majeure clause in real estate contracts We noted, "The law does not have a uniform definition of what a force majeure event is and interpretation is made in accordance with previous rulings.”
Israel: Engaging Employees on Overtime at an Unusual Scope
On March 18, 2020, the Israeli Ministry of Labor, Social Affairs and Social Services published new regulations permitting employers to engage overtime workers at a larger scope, significantly in excess of what has been permissible to date.
The Israeli Ministry of Environmental Protection Issues Guidelines for Permit and License Holders for Foreseeable Future
On March 18, 2020, the Israeli Ministry of Environmental Protection issued a set of guidelines for adjustments to businesses and factories with permits and licenses issued by it for toxin permits, emission permits, and business licenses with environmental conditions.
Podcast on Rights of Employees in Home Quarantine or on Unpaid Leave
A podcast featuring Adv. Lee Alter discusses the rights of employees in home quarantine or on unpaid leave due to the coronavirus pandemic
The ISA Eases Obligations for Reporting Companies
The Israel Securities Authority revised its previous position and announced that in light of the exceptional circumstances, reporting corporations may submit their 2019 periodic reports until April 30, 2020.
Does a Delay in the Delivery of an Apartment Due to the Coronavirus Constitute Grounds for Untimely Delivery without Compensation?
What happens if a contractor’s workers do not come to work due to the spread of the coronavirus, and therefore cause delays in the delivery ? Will the buyer be entitled to compensation or will the delay be justifiable?
Israel’s Privacy Protections and Data Security Recommendations for Telecommuting due to Coronavirus Spread
The Israeli National Cyber Security Authority published recommendations for business and organizations related to privacy protections and data security for telecommuting due to coronavirus spread.
Protect Your Business by Learning How to Handle Data
In an attempt to assist businesses in addressing the privacy challenges they face, we prepared a short guide on the key principles of handling data.
Hedged Mutual Funds
As part of the ISA's move to make investing in hedge funds more accessible to the public and to develop mechanisms for their oversight, it published a document for public comment that details the core characteristics of two new financial products - an alternative mutual fund of the hedge fund type and hedged mutual fund of funds.
Chambers TMT Guide 2020: Law in Practice
As experts in the TMT field, our firm was asked to contribute the Israeli law and practice overview for the Chambers Israel TMT guide. In their overview, Micky Barnea, Daniel Lorber, and Anat Even-Chen discuss legal considerations for big data, machine learning, and artificial intelligence. They also address key data protection principles, the challenges with IT service agreements, privacy matters, and more. As a whole, the TMT guide offers insights for each jurisdiction.
Daniel Lorber Lectures at Israeli Go Global Forum's Meetup
Adv. Daniel Lorber participated today at the Israeli Go Global Forum meetup. Daniel presented to participants the issues that arise when deciding whether to recruit a local manager versus relocating an Israeli manager abroad.
Meetup of Israeli Blockchain Community
We participated today in a panel entitled "Regulations and Securities, Where Are We?" The panel was part of an event focused on 2020 predictions for the blockchain industry in Israel. Dozens of entrepreneurs and leading players from the local blockchain community attended.
The Battle over Pinui-Binui: Ministry of Justice Wants You to Receive More for Each Apartment
Our firm was interviewed by Globes on the Urban Renewal Authority's latest initiative to limit the addition of space in the apartments of pinui-binui projects to 12 sq. m. We explained that this reduction represents another decrease in entrepreneurs' profit, thus jeopardizing the promotion of projects in this field.
Article: Cases Against Netanyahu Will Have Precedential Effect on Corporate Governance in Israel
An op-ed in TheMarker addresses how the Israel State Attorney's guideline on indicting and sanctioning corporations will guide the decision on the prosecution of Bezeq, Walla, and Yedioth Ahronoth.
Israel Securities Authority Moving to Reduce Insurance Costs for License Holders
In an attempt to reduce insurance costs for License Holders, the Israel Securities Authority (ISA) has recently implemented several changes.
EU Taking Steps to Ensure Wide Protections for Whistleblowers
In October 2019, the Council of the European Union adopted new rules to protect whistleblowers through a new directive.
Israel Securities Authority Promotes the Assimilation of Technological Innovation into the Israeli Capital Market
The ISA's commission for examining the regulation necessary for the advancement of digital markets published a report that focuses on platforms for the issuing, trading, and clearing of securities that make use of blockchain technology.
Lecture at Directors' Seminar Hosted by Analyst Investment House
We were invited to lecture at a directors' seminar hosted by Analyst Investment House, where we addressed administrative enforcement, the Israel Securities Authority's structure, and its enforcement system.
Lecture at Discount Bank's Compliance Conference
We were invited to lecture at a compliance conference organized by Discount Bank for all its compliance officers, trustees, board members, and management.
Investment Management 2.0 – Internet Platform for Investment Management
New Israeli regulations allow for customized portfolio management services through on-line platforms.
Hosting the ACC Compliance Forum's Third Meeting
Our firm hosted the third meeting of the ACC Compliance Forum, which focuses on compliance during enforcement procedures. At the meeting, we welcomed Yehuda Shaffer, Deputy State Attorney (Financial Crimes).
How Israel Became a Leader in the FoodTech Industry?
In Israel, over 200 startups and companies are at the forefront of innovation in the FoodTech field. Watch the video to learn more about the leading trends in the FoodTech sector .
New Standards in Cyber Protection for Companies in the Government, Infrastructure, and Finance Sectors
The Governmental Cyber Security Unit has published a new directive according to which material service providers to government, infrastructure, and finance bodies will be required to adopt a common and unified standard for cyber protection.
Latest Developments in the Israeli Payments Market
The Bank of Israel recently led several important developments in the Israeli payments market, which are designed to encourage competition and to advance the implementation of innovative technologies.
Israel Singapore Fintech Convention
Our firm hosted today a meetup for the Israeli fintech community in collaboration with Fintech Fever and the Singapore Fintech Association. We lectured on current regulation, as well as challenges and opportunities in the field.
David Appel's Lawsuit against Michael Cherney and Zeev Rom Dismissed
The Tel Aviv District Court dismissed a NIS 239 million claim filed by David Appel against Michael Cherney and our client Zeev Rom on statute-of-limitation grounds and fined him attorneys' fees. Zeev Rom was represented by Advs. Zohar Lande and Moran Bickel from our Litigation Department.
IPO – What’s Important to Know
A private company considering an IPO should know it is a complex and long process, and one that may pose many challenges. Therefore, before deciding to undertake an initial public offering, a deep examination of the process is recommended.
Representing Sartorius in the acquisition of a majority stake in Biological Industries.
Our firm represented Sartorius, a leading multinational corporation in the field of life science, research and development and biopharmaceutical industry, in a transaction to acquire a majority stake in the Israeli cell culture developer Biological Industries. Sartorius acquired the majority of Biological Industries shares by way of secondary purchase of shares from the Development Company of Kibbutz Beit Haemek and private equity fund Fortissimo Capital, in consideration for USD 50 million. In addition, as part of the transaction, Sartorius and the Development Company of Kibbutz Beit Haemek signed an option to purchase/sell additional holdings in the future.
Meetup for Real Estate Entrepreneurs on Crowdfunding
Our firm hosted together with the crowdfunding platform Pipelbiz a meetup for real estate entrepreneurs. We lectured on raising capital for real estate projects through crowdfunding platforms, as well as real estate financing options, preconditions to raising money through a crowdfunding intermediary, and borrowing and investment disabilities.
Modifications to an Apartment at the Purchaser's Request Do Not Constitute Just Cause for Late Delivery of Possession
A recent judgment by the Hadera Magistrate's Court holds that modifications to an apartment made at a purchaser's request do not constitute just cause for late delivery and that the purchaser must be compensated for any delay.
Urban Renewal Authority Halts Projects Due to Improper Obtaining of Signatures
Our firm was interviewed by Globes on the Urban Renewal Authority's latest initiative to limit the addition of space in the apartments of pinui-binui projects to 12 sq. m. We explained that this reduction represents another decrease in entrepreneurs' profit, thus jeopardizing the promotion of projects in this field.
The Companies Registrar Rears Its Head – Financial Sanctions for Failing to File Reports
The Companies Registrar has recently increased its enforcement efforts when companies failed to submit annual reports, imposing fines amounting to a few thousand shekels on companies that do not comply with the requirements.
Google Permits Sports Betting Advertisements
Earlier this year, Google updated its Google Ads policy on gambling and games and announced that, as part of a limited beta launch, state-licensed gambling advertisers would be permitted to promote sports betting content within the US states New Jersey, Nevada, and West Virginia.
Event: Urban Renewal
Our office hosted today an event on urban renewal. The event dealt with the 2019 review of the field and projections for 2020. We also hosted the chairman of the Urban Renewal Authority and held an expert panel.
Event: The Future of Money Transfers
Our firm hosted today ACC members for a seminar on money transfers. Dr. Zvi Gabbay reviewed the regulations and guidelines that exist today in Israel and around the world on the handling of money transfers. In addition, we conducted a panel discussion addressing the challenges and opportunities facing businesses who need to know how to solve problems that may arise. Participating in the panel were Anat Even-Chen, our regulation expert; Doron Cohen, CEO of Covercy; Idit Froim, General Counsel of Colu; Yitz Raab, Managing Partner of Tzur Management; Rami Sasson, Chief Compliance Officer of Discount Bank; and Ronen Siman-Tov, CTO of IBM Blockchain World Wire.
Trading Platforms Targeted by the Israel Securities Authority
The Israel Securities Authority (ISA) recently published a proposed amendment to the Israeli Securities Regulations concerning trading platforms’ activity in Israel.
Israel's Attorney General Guideline to Advance Transition to Digital Services in Government Ministries
In October 2019, Israel's Attorney General published a detailed guideline document addressed to the legal counsels of various government ministries.
Zvi Gabbay Lectures to a Course for Compliance Officers
Zvi Gabbay lectured today before compliance officers at the BDO Finance Academy. The lecture dealt with the internal enforcement of securities laws, the enforcement revolution by the Israel Securities Authority, and the need to formulate an effective internal enforcement program.
Elder Adato Moderates Mayoral Panel at the Israel Builders Association Conference
Elder Adato, the head of our Real Estate Department, moderated today the mayoral panel at the Israel Builders Association Conference. Participating in the panel were the mayor of Eilat, the mayor of Yehud-Monosson, the co-CEO of Shalom Et Nathan, and the chairman of the Israel Builders Association.
Israel State Attorney’s Policy on Indicting and Sanctioning Corporations
In October 2019, the Israel State Attorney published a new guideline on its office’s policy when considering the prosecution of a corporation, as well as on how it should determine its position on the manner of punishing corporations.
Assuring Apartment Purchasers' Money
Israeli's Ministry of Construction and Housing recently imposed a NIS 6.5 million financial sanction on the developer of a TAMA 38 project in Kiryat Bialik. The developer was fined after failing to produce a guarantee to purchasers of apartments in the project for funds they had paid toward the unit price, as required by the Assurance of Investments Law.
The Fine Print of Terms of Use
The United States Court of Appeals for the Ninth Circuit (in California) recently held that the scraping of data from public websites without any prior consent is lawful, even if it contradicts the provisions of a website's terms of use.
Lawsuit against Liquidating Company of Bank of North America
Our firm is representing private clients in a lawsuit against the liquidating company of the Bank of North America (disbanded in 1985), as well as against the administrator general and official receiver. The lawsuit concerns trust funds deposited in the bank by the deceased father of the family. The clients are represented by Advs. Zohar Lande and Shachar Rothschild of our Litigation Department.
Mobileye-Intel Deal: Our Firm Continues to Represent Amir Waldman
Our firm continues to represent Amir Waldman, who was charged by the US Securities and Exchange Commission for insider trading in connection with Intel's acquisition of Mobileye. The proceedings are pending before a federal court in New York.
Transfer of Digital Currencies - The Dream and its Collapse
Regulatory resistance and legal proceedings by the US Securities and Exchange Commission are hindering the realization of one of the greatest promises of blockchain technology – the transfer of cryptographic currencies and assets between users without an intermediary.
Representing German Fund Mercura in Investment in Israeli Startup 3DSignals
Our firm represented the German fund Mercura in its investment in 3DSignals. This Israeli startup enables the monitoring of production floor performance. The investment follows the company's rapid growth in the German market.
Risk Management Course at the Israel Financial Institute
Dr. Zvi Gabbay lectured today on the risks of financial crime as part of a risk management course at the Israel Financial Institute.
Risk Management and the Latest Word on KYC and Preventing International Money Laundering
Together with Clifford Chance, we held a workshop for compliance officers and risk management department staff at Discount Bank and Bank Leumi. The workshop included discussions on money laundering enforcement trends, banks' obligations, and how to manage risk and provide service.
Hosting the Israel Hedge Funds Association for a Negotiation Workshop
Our firm hosted the Israel Hedge Funds Association today for a negotiation workshop. The workshop was held in collaboration with Moti Crystal, a crisis management expert. As part of the workshop, we presented common mistakes and the techniques for overcoming them in M&A transactions and disputes.
SodaStream Chairman Suspected of Insider Trading
Dr. Zvi Gabbay was interviewed by TheMarker on the allegations that SodaStream's chairman, while serving as CEO, provided insider information about a deal with Pepsico to a former employee.
Ministry of Justice and Israel Securities Authority Wish to Adjust the Israeli Corporate Regime to Companies without a Controlling Shareholder
The Israel Securities Authority (ISA) and the Ministry of Justice published a call to the public to adjust the corporate regime, as part of addressing problems that may arise as a result of the transition of public companies to a decentralized ownership structure.
Article: Powerful Regulation Is Not the Way to Build a Stable and Functioning Market
In a Globes op-ed, Adv. Anat Even-Chen calls for cooperation between the Capital Market, Insurance and Savings Authority and the private market in order to create better regulation for fintech and financial services companies.
Seven Important Points before Fundraising through Crowdfunding
Crowdfunding is by now not a new fundraising option for corporations in Israel. These seven points helps explain the ins and outs of the process and the players involved.
Israel Securities Authority Working to Launch Securitization Market in Israel
The Israel Securities Authority (ISA) recently published an advisory document for public comment ahead of the publication of a legal memorandum for the regulation of the securitization field in Israel.
The ISA Places Enormous Emphasis on Deterrence
An op-ed in TheMarker discussing the market's need to share in enforcement efforts to help make internal enforcement one of the cornerstones of ISA policy.
An Additional Barrier in Performing TAMA 38 Projects
In a precedential ruling, the Tel Aviv District Appeals Committee affirmed the Regional Planning and Construction Committee’s decision that in cases in which a new zoning plan provides more rights than those set in the TAMA 38 provisions, the consent of all residents is required.
Event Invite: Second Meeting of Compliance Forum with ACC
The second meeting of the Compliance Forum, held in collaboration with the ACC, will focus on the basic principles and standards required for formulating an enforcement plan, the challenges of implementing such a plan, and how compliance officers should act.
First-Time Fine Imposed for GDPR Violations Involving Employee Data Breach
The Hellenic Data Protection Authority (HDPA) recently imposed a EUR 150,000 fine on the international consulting firm PwC for its violations of the new European data protection regulations (the General Data Protection Regulations, or GDPR).
Maurice Haliwa Increases Claim against Jacky Ben-Zaken and Avraam Nanikashvili
Our firm continues to represent Maurice Haliwa, a shareholder in Manor A.D. Construction Investments Ltd., in a lawsuit against Jacky Ben-Zaken and Avraam Nanikashvili. Haliwa recently increased the amount of the original lawsuit from NIS 18 million to NIS 100 million. Advs. Zohar Lande and Yatir Madar represent the client.
Barnea Represented ISS Global in the Disposition of Its Holdings in Israel
Our firm represented the Danish catering and cleaning services company ISS Global in the disposition of all its holdings in Israel. ISS was advised by Advs. Simon Jaffa, Yuval Lazi, Danny Boguslavsky, and Chen Nadir.
Managing an Investment Portfolio for Family and Friends
Dr. Zvi Gabbay was interviewed by the radio station Kol Israel Reshet Bet on how to manage investment portfolios for friends and family. According to Zvi, capital market professionals must be careful, since managing an investment portfolio requires a license. Even when advising family and friends, professionals are subject to duties and may be exposed to risks and claims. (Starting at 03:10.)
New Restrictions on Hedge Funds in Israel
The Israel Securities Authority recently published a staff position that has material implications on the hedge fund sector in Israel and on the investor public, including the mode of incorporation of hedge funds and the limit on the number of investors in a fund.
Payment Apps Will Enter Small Businesses
Bank of Israel published a position paper with respect to the activity of banks' payment apps in the B2C market. The position paper is the conclusion of a long battle waged by credit card companies against the banks.
Op-Ed Featured in Law360
An op-ed in Law360 discusses the SEC's treatment of two recent events—the federal suit against Kik Interactive and Facebook's announcement on the launch of a new digital currency.
Barnea Representing Eva Fashion in Dispute with Ilan Bioculture
Our firm is representing Eva Fashion in a dispute with Ilan Bioculture, a cannabis plants company that is seeking to cancel an investment agreement signed with Eva Fashion.
When the Privacy Watchdogs Bare Their Teeth
July 2019 brought an escalation in the enforcement of privacy infringements by companies around the world. These events underscore the trend that began with the GDPR taking effect and should lead any business entity coming across personal information.
Interview about Purchasing Groups
Our firm was interviewed by TheMarker following publication that a group of apartment purchasers in the exclusive Blue project submitted a claim against Canada Israel. We explained more about purchasing groups and noted that "those who join purchasing groups become entrepreneurs together with the other group members and, as a result, are dependent on the management of the group. The group members have no final price for the apartment, there is no final date for occupancy, and there are no guarantees for the money that they pay. It is important to remember that despite the possibility of large savings in the value of the future apartment, which sometimes reaches 20%, there are many projects managed incorrectly and that sometimes even cost the group more money than they would pay if they were buying an apartment directly from a contractor."
Barnea Representing Neng Yang in Acquisition of ADT
Our firm is representing the Chinese investment fund Neng Yang in its acquisition of Advanced Dicing Technologies Ltd. (ADT). ADT is an Israel-based electronics dicing equipment company. The acquisition amount is USD 35 million.
An Important Milestone - First Supervised Security Token Offering
After a long wait, the US Securities and Exchange Commission (SEC) has permitted a startup company to raise funds from the general public through a supervised security token offering (STO) under Reg A+ regulations. Effectively, this is the first time a public STO was granted regulatory approval in the United States.
Bill to Amend the Investment Advice Law to Allow General Investment Advice without a License
The Israel Securities Authority recently published a draft bill for the Regulation of Investment Advice, Investment Marketing and Investment Portfolio Management Law. The purpose of the bill is to regulate the area of of general investment advice services and to allow those services without the need for an advice license, while still meeting some requirements.
Israel Securities Authority Demands Being Granted Authority to Supervise Underwriters and Distributors
The Israel Securities Authority (ISA) recently published a proposal for amending the Securities Law as to the supervision of underwriters and distributors.
Barnea Represented Bridgepoint in the Acquisition of Qualitest
Our firm represented the private equity group Bridgepoint in the acquisition of control in the Israeli software testing company Qualitest from Marlin Equity Partners for approx. USD 420 million.
A Win for Zeev Rom: Gad Zeevi to Pay Another USD 1.5 Million in Brokerage Fees
Following a Supreme Court hearing, Gad Zeevi and Zeev Rom decided to withdraw their mutual appeals and to keep the District Court ruling ordering Zeevi to pay Rom USD 1.5 million in connection with the financing transaction for the purchase of Bezeq shares in 2000. Rom was represented by Advs. Zohar Lande and Moran Bickel of the firm's Litigation Department.
Lecture on Israel Innovation Authority Grant Programs
Adv. Anat Even-Chen lectured to members of "The Library," the Tel Aviv Municipality's urban innovation space. The lecture focused on the Israel Innovation Authority's (IIA) grant programs and the various considerations entrepreneurs must take into account before applying for a grant from the IIA.
Building Removed from Pinui-Binui Plan Due to Residents' Objection
Our firm was interviewed by Globes about a pinui-binui project in Kiryat Yovel, Jerusalem, some of whose residents we were representing. Residents of the middle building objected to the plan before the Jerusalem District Planning and Building Committee, which eventually decided to exclude this particular building from the project. Our firm noted that this decision proves it is possible to make flexible plans and exclude buildings with objections while still otherwise approving pinui-binui plans.
The Law of Facebook Is Not the Law of Small Companies
On June, two seemingly unrelated events took place: the SEC filed suit in federal court against the company Kik Interactive and Facebook announced the expected launch of a new digital currency – the Libra. What’s the connections ?
Article: The Israeli Payments Market Remains Behind
Adv. Anat Even-Chen, a partner and our regulation expert, published an article in Globes describing the advancement of the payments market in Israel and its opening up to competition. This move requires courageous measures by regulators - the Capital Market Authority and the Bank of Israel.
The Expected End Date for TAMA 38: May 2020
The Planning Administration revealed that the deadline for the completion of the TAMA 38 plan is May 2020. As expets in the field, our firm was interviewed by TheMarker on the matter. We noted that the Planning Administration's announcement entangles an entire industry built on the basis of TAMA 38, and projects that invested hundreds of hours of work and hundreds of thousands of shekels will be left orphaned and unable to implement.
Ministry of Defense Seminar on P.F.I Projects
Inon Yogev, a partner in our Infrastructure and Project Finance Department, lectured today as part of a seminar on the establishment of P.F.I projects in the defense sector. In attendance were senior officials from the Ministry of Defense and the IDF.
Event on Investor Relations and Corporate Responsibility
Our firm hosted an event in cooperation with the Israeli Investor Relations Forum on investor relations and corporate responsibility. We lectured on how corporate responsibility is perceived by regulators.
Lecture on Crowdfunding Regulation in Israel and Abroad
Max, of Leumi Card, and Pipelbiz, the first and largest equity crowdfunding platform in Israel, have launched a new program for entrepreneurs. Program members include both fintech and insuretech startups. Our firm was chosen to serve as the initiative's legal partner. The startups recently visited our firm, where we lectured about crowdfunding regulation in Israel and abroad, as well as about challenges and opportunities in this field.
Barnea Represented Axcel in the Acquisition of Phase One
Our firm represented Axcel in the acquisition of Phase One from Silverfleet Capital. Axcel is a leading Nordic private equity firm focusing on mid-market companies. It has a broad base of both Nordic and international investors.
ICO 2.0 - The IEO Financing Model
With the initial coin offering (ICO) era considered over, it seems there is a new tool for financing - the initial exchange offering (IEO). This method of financing is more transparent and reliable for investors, entrepreneurs, and markets, providing partial solutions to the many disadvantages exposed in ICO financing.
First Evacuation and Reconstruction Project in Givat Olga
Our Real Estate Department is representing the entrepreneurs and some of the residents in an evacuation and reconstruction project on Hagdud Haivri St. in Givat Olga, Hadera.
Annual Conference of the Association of Corporate Counsel in Israel
We led a panel on the subject of the legal advisor as a legal crisis facilitator at the annual conference of the Association of Corporate Counsel in Israel. Present at the conference were outgoing Justice Minister Ayelet Shaked and other senior legal officials.
Event Invite: Privacy Regulations – Is Your Business Ready?
The entry into force of the GDPR and the Israeli information security regulations are undoubtedly among the most important legal events of recent years. Their impact on the activity of organizations and businesses concerns not only local companies but also any company wishing to operate in those jurisdictions. We invite you to attend an event where you will receive important instructions and tips on how to implement the obligations that apply to you.
Guidelines for Standardization of Contracts and Tenders of Infrastructure Companies in the Area of Transportation
In light of the rise of investments in transportation projects, new guidelines were issued for infrastructure companies operating on behalf of the Ministry of Transport, requesting such companies adopt binding standards on several issues regarding contracts and tenders.
Hosting a Delegation of German Medical Companies
Our firm hosted a delegation of German Companies, part of the Tech7 collaboration with SCE in the BIPA program (Bavarian Israeli Partnership Accelerator).
An Investigation in Ireland Against Google: Privacy Infringement for the Purposes of Targeted Advertising
Adv. Anat Even-Chen in an interview for TheMarker in response to an investigation launched by the Irish Data Protection Commission against Google for violating the GDPR Regulations. According to Anat, the investigation focuses on the service of Internet advertising, and its findings may affect many companies around the world and in Israel, which operate in the field of Adtech.
Barnea Represented VVNP in Investment Round in Aleph Farms
Our firm represented the Singapore-based venture capital fund VisVires New Protein (VVNP) in an investment round in Aleph Farms, an Israeli food-tech startup.
First Time in Israel: Enhanced Scrutiny Standard Leads to Issuing of Interlocutory Injunctions
This ruling constitutes a precedent in the way the court applied the standards of judicial review and held that the business judgment rule should not be applied if business decisions are made by officers while in a state of conflict of interest.
Dual-Listed Companies: Updated Information
The Israel Securities Authority has published a position paper summarizing updated information about the processes for listing and delisting dual-listed companies on the Tel Aviv Stock Exchange and additional stock exchanges abroad. The position paper provides information both to dual-listed companies and companies considering dual listing.
Administrative Petition Filed Against Our Client Following Tender Win
Our firm is representing the Tel Aviv Taxi Organization in an administrative petition filed against after its win in the Tel Aviv cluster of a two-stage competitive process conducted by the Ministry of Transport. The organization is represented by Advs. Zohar Lande, Eyal Nachshon, and Adi Shoham of the Litigation Department.
Israeli Court Issues Principled Ruling on Banks’ Conduct with Monies Originating from Digital Currencies
The Tel Aviv District Court issued a ruling recently on a case concerning a bank’s conduct with funds whose source is digital currencies. The court expressly ruled that the bank’s blanket ban on the opening of bank accounts by clients engaging in digital currency activity is unreasonable.
TASE Promotes a Proposal for the Entry of Nostro Players as TASE Members
On April 7, 2019, the Tel Aviv Stock Exchange (TASE) published a proposed amendment to the Stock Exchange Regulations, whereby the barriers to the entry of new TASE members will be removed and for the first time Israeli entities will be allowed entry into the stock exchange even if they operate exclusively for nostro.
Negotiation Workshop for Modi'in City Council Members
We conducted a negotiation workshop today for members of the Modi'in City Council, as part of the Open University's directors' course.
Representing ArcusTeam in Pre-Seed Funding Round
Our firm represented the Israeli startup ArcusTeam, which developed an automated platform to identify both known and unknown security weaknesses in IoT devices, in a pre-seed round of $1.5 million.
Among the startup's investors are TheDock Accelerator and TAU Ventures.
Companies Seeking to Provide Brokerage Services are Required to File a Permit Application by May 30, 2019
Applicants who submit a permit application on or before May 30, 2019, may continue to offer brokerage under the previous ISA regime until receiving a decision on their application.
Lecture: Capital Markets Enforcement
We lectured today to Modi'in City Council members on capital markets enforcement and the role of boards of directors in formulating an internal enforcement plan. The lecture was part of the Open University's directors' course.
Barnea Representing Knight Therapeutics in Minority Discrimination Lawsuit in Israel
Our firm is representing Knight Therapeutics, a Canadian public company that holds 28% of Israeli pharmaceutical company Medison's shares, in a lawsuit alleging the deprivation of its rights as a minority shareholder in Medison. The company is represented by Advs. Zohar Lande, Eyal Nachshon, and Omer Keydar of our Litigation Department.
Scope of Land Supervisor's Powers
A judgment by the Supreme Court recently established the scope of instructions the Land Supervisor is authorized to issue in regard to the common property of a condominium defined as a "complex building."
ISA Makes First-Time Decision on How Cryptocurrency Asset Offerings Will Be Regulated
The committee appointed by the Israel Securities Authority (ISA) to examine regulation of cryptocurrency offerings to the public has published the outline of its regulatory policy in a final report submitted to the ISA chairman. The committee recommended focusing on regulatory models that offer structural flexibility.
Crowdfunding – The New World of Investments in Israel and in the United States
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.
How Phone Numbers Became a Dangerous Identification Device
Adv. Anat Even-Chen, our regulatory consulting partner, was interviewed by TheMarker on the growing reliance on phone numbers as a means of identity verification, a phenomenon that raises the risks associated with information security and privacy.
"In order to give access to certain sensitivity actions, a person is required to verify that he is the one who should have access, by three factors," explains Anat, "something you know (password for example), something you have (like a telephone), and something that is part of you (biometric finger identity, for example). Israeli financial entities will not invest in this sector without pressure from the regulator—pressure that currently does not exist. "
Lecture: Exposure to Administrative and Criminal Liability
We lectured today at the College of Law and Business on exposure to administrative and criminal liability.
Barnea Represented Exclusive Networks in Securewave Acquisition
Our firm represented Exclusive Networks in its acquisition of 70% of the shares of Israeli company Securewave Ltd, one of Israel’s leading independent cybersecurity VADs.
Adv. Ariel Nadler Interviewed on Globes' Facebook Live
Adv. Ariel Nadler was interviewed by Guy Liberman, the editor of the Globes newspaper's real-estate section, about the Director-General of the Planning Administration's initiative to cancel building easements.
Planning Administration to Seek Gov't Approval to Cancel Building Easements
Adv. Ariel Nadler was interviewed by Calcalist following notice of the Planning Administration's intent to bring to the government's approval a proposal to cancel building easements.
Tips before Signing a Lease Agreement for an Apartment
Since an apartment lease can contain several pitfalls, here are some important issues you should check in order to ensure you begin your lease on the right foot.
Lecture: The Impact of Israeli and SEC Regulation on Companies
We lectured today on regulation's impact as part of a new investor relations course. The course was launched by the Israeli Investor Relations Forum of the Association of Publicly Traded Companies in conjunction with the Tel Aviv Stock Exchange.
Protection of Intellectual Property
Many startups fail to adequately safeguard their most important asset – their intellectual property. Click to read some fundamental steps that tech companies can take in order to protect their products and inventions.
Panel: Meetings with Investors
We participated in a panel discussion as part of a new investor relations course. The course was launched by the Israeli Investor Relations Forum of the Association of Publicly Traded Companies in conjunction with the Tel Aviv Stock Exchange.
Barnea Represented Eldav Investments in Dispute with Fellow i-Jump Shareholders
Our firm represented Eldav Investments, a shareholder in i-Jump, in a dispute with the network's other shareholders.
Continued Representation of Eyal Shamir in Claim for Brokerage Fees
Advs. Zohar Lande, Eyal Nachshon, and Omer Keydar of the firm's Litigation Department continue to represent the businessman Eyal Shamir in a lawsuit against British Israel. Shamir claims he was not paid a brokerage fee for the merger between British Israel and Melisron.
Seminar: Corporate Finance through Issuance and Crowdfunding
We hosted the Israeli Directors' Union for a seminar on corporate finance, where we lectured on capital raising in the US and Israel.
Event Invite: 2019 ICO Regulation – Global Experts Discuss
Join Barnea and Baker Mckenzie for an expert discussion on how best to participate in blockchain/ICO technological innovation in light of the latest global regulatory trends.
Blockchain Now and Into the Future – What We Can Expect
Blockchain has a well-established presence in the ecosystem, with a variety of use cases across a broad range of sectors, including Fintech, advertising, security, telecommunications and others. Here is an overview of the latest developments regarding blockchain regulations in Israel.
Article: The Singaporean Model That Connects the Capital Market to Startups
An op-ed in Globes suggests that the Singaporean model of a blockchain integrated platform as a solution that does not require legislative changes. It argues this model could replace the stalled initiative of the ISA to establish a secondary stock exchange for small and medium-sized companies.
Hosting Participants of the EdStart Program
"High" Companies
The Israel Securities Authority published an announcement to investors with various emphases about public companies operating in the medical cannabis market. Its announcement calls investors’ attention to several parameters they should consider when deciding whether to invest in securities of public companies operating, or expecting to begin operating, in the medical cannabis market.
Liability of Officers and Functionaries in an Insolvent Corporation
Chapter 8 of the new Insolvency and Economic Rehabilitation Law addresses the liability of officers and functionaries. The law’s main innovation is that - beyond liabilities toward the corporation, which already existed prior to the enactment of the law, such as fiduciary duty and duty of care - special liability will also be imposed on the corporation’s officers and functionaries.
Year in Review – Capital Markets
Israeli Securities Authority Classifies Cryptographic Coins as Commodities Rather Than Securities. On March 19, 2018, the interim report of the Committee for Examination and Regulation of Cryptographic Currencies, which was established in August 2017, was submitted. The interim report examines the applicability of the Securities Law to offerings to the public in Israel based on decentralized registration.
What You Always Wanted to Know About Fintech Regulation, But Were Afraid to Ask…
For Fintech companies looking or hoping to work in Israel, the regulatory developments could either serve as an opportunity or as a barrier, and should be carefully considered. Click to read an overview of the Israeli Fintech regulatory situation.
Supreme Court Decision on Knesset Channel Chosen as Top Ruling in 2018
TheMarker named the Supreme Court's ruling on the Knesset Channel tender as one of the five most important verdicts of 2018. According to TheMarker, the ruling provides a glimpse into the Court's attitude to the media. Advs. Zohar Lande, Eyal Nachshon, Adi Shoham, and Omer Keydar of the firm's Litigation Department represented RGE Knesset Channel, which won the tender.
Year in Review – Infrastructure and Project Finance
2018 was characterized by the promotion and development of numerous infrastructure and energy projects. A government decision in September 2017 led to the formulation of a multi-year plan for the development of 147 infrastructure projects in Israel at a total cost of NIS 116 billion. One of the goals of the plan is to promote public-private partnership (PPP) projects.
Charges Against Our Client in Utrade Case Dropped
Our firm represented Rafi Bar-Lev in a hearing before the Tel Aviv District Attorney's Office. The DA's Office was considering filing an indictment against Bar-Lev for fraudulent receipt, but instead chose to close the case against him.
Family Members Are Not Necessarily One Economic Unit for the Purposes of Betterment Tax Payments
The Appeals Committee for Planning and Building, Compensations and Betterment Tax in the District of Jerusalem held that family members who are not one economic unit are not a single family unit for the purposes of exemption from betterment tax in the expansion of an apartment of no more than 140 square meters.
INGL to Pay NIS 370 Million for the Construction of an Offshore Dry Gas Pipeline
Our firm represented INGL during the negotiation and conclusion of an MoU for the construction by Energean of an offshore dry gas pipeline from the Karish and Tanin fields to the Israeli shore. The pipeline is expected to be transferred to INGL in the beginning of 2021.
High-Tech Earthquake: Tax on Exercising Options for Employees Will Increase Upon Exit or Issue
Adv. Daniel Lorber, the head of our firm's Equity Incentives practice field, was interviewed by Globes on the Israel Tax Authority's latest decision. Instead of a capital gains tax rate of 25% on options granted to employees for exercise in the event of an exit or issue, the proceeds from such exercise will now be considered labor income, and therefore the tax liability may rise to 50%.
Doctor, Can I Get a Prescription for Blockchain?
While still widely identified with digital currencies, blockchain technology is also beginning to revolutionize the healthcare industry. See how pharma companies and medical institutions have begun to rely on this technology to resolve problems faster and more efficiently.
Barnea Represented Azrieli Group in a Class Action Suit
Advs. Zohar Lande, Eyal Nachshon, and Omer Keydar of Barnea's Litigation Department represented Azrieli Group in a class action suit for not displaying a price per unit of measure for certain products on its e-commerce website. A settlement was reached in the suit.
Companies Required to Amend Option Plans
A new circular by the Israel Tax Authority determines the terms for granting options to employees when the vesting of such options is contingent upon performance milestones or the occurrence of an IPO or exit event.
ISA Proposes Stock Exchange Reporting in English
With an eye to these other major markets, the Israel Securities Authority (ISA) has promulgated draft regulations for public comment that enable all reporting companies in Israel, who so desire, to publish their reports in English.
Email Addresses Considered “Personal Information” Pursuant to Israeli Privacy Protection Law
The Israeli Privacy Protection Authority recently published a pronouncement whereby a collection of email addresses and the names of their owners also constitutes a database.
2/20 Vision – Are We Over the Hedge?
The presence of over 100 domestic hedge funds showcases the recent considerable growth of the industry in Israel. Here’s why hedge funds have become so popular.
US Court Allows Company to Cancel a Transaction Based on “Material Adverse Effect” Clause in Agreement
The Delaware Court of Chancery issued a precedent recently, whereby an acquisition agreement may be cancelled due to the occurrence of a “Material Adverse Effect” (MAE) in the acquired entity.
A Workshop: Legal Primer for US Hedge Fund Investing
Barnea and Friedman Kaplan hosted a workshop for participants from the Israel Hedge Funds Association. We gave a lecture entitled "International Enforcement: Being in Israel Does Not Keep the SEC Away."
Barnea represented Senetas Corporation Ltd.
Our firm represented Senetas Corporation in a USD 8 million investment in the Israeli cyber company Votiro Cybersec Global Limited
El Al Executives Investigated in Insider Information Affair by Israel Securities Authority
As counsel for one of the executives, we responded to Calcalist's questions.
Tax Policy Could Undermine Israel’s IP Outreach
Adv. Anat Even-Chen was interviewed by Bloomberg BNA following the implementation of new rules regarding the licensing of IIA-funded know-how for use by multinational corporations outside of Israel.
Defending against Sexual Harassment in the Workplace
Barnea and SPB hosted a seminar today on the issue of sexual harassment in the workplace. We provided an overview of the key legal aspects in Israel.
Israel Securities Authority: Cyber Event Requires Reporting
In light of the increasing magnitude and scope of cyber threats, as well as growing concerns about disruptions to public companies’ operations, the Israel Securities Authority (ISA) has published a Staff Position Statement addressing public companies’ required disclosures for all cyber-related issues.
Year in Review - Technology
In March 2018 the Israel Innovation Authority launched a $264 Million National Digital Health Program, with the aim of promoting Israel as a leader in digital health, and improving the quality and quantity of digital health data to support the research and development of preventive and personalize medicine. The program includes a new National Genomic-Clinical Initiative, aimed at sequencing and analyzing the genomes of 100,000 Israeli volunteers, for the purpose of aiding drug discovery.
New Court Ruling Prohibits Short-Term Apartment Rentals
The Supervisor of Land Registration at the Ministry of Justice accepted a lawsuit filed by the housing committee of a condominium building in Tel Aviv and forbade one of the apartment owners from using his apartment for short-terms rentals (Airbnb, Booking).
Q&A on the Right of Workers to Unionize
We answer a series of questions from Mako about the right of workers to unionize in the workplace.
Are Short-Term Property Rentals Legal?
Adv. Ariel Nadler, Head of the Real Estate Department, was interviewed on a financial radio program at the Public Broadcasting Corporation about the possibility of property owners and sub-tenants renting out apartments for the duration of the Eurovision Song Contest (starting at min' 44).
Can You Prevent Neighbors from Renting Out Apartments on Airbnb?
Adv. Ariel Nadler was interviewed by CalcalistTV on the decision by the Supervisor of Land Registration at the Ministry of Justice to forbid an apartment owner in a building in Tel Aviv from using his apartment for short-terms rentals (Airbnb, Booking).
IBM Alpha Zone 8th Class Selection
Our firm participated in the selection process for the 8th class of the IBM Alpha Zone accelerator.
October 2018 News Flash – Employment Law
This news flash features information on the statutory day of rest during upcoming general elections for local authorities and regional councils in Israel and an update on the new amendment to the Prevention of Sexual Harassment Regulations.
A Building without a Building Permit Cannot Perform Urban Renewal under TAMA 38/2
The Tel Aviv District Court, presiding as an Administrative Court, rejected a petition filed against the District Appeals Committee for Planning and Construction and held that a structure that has not received a building permit cannot execute a TAMA 38 project. Per the court, the desire to reinforce buildings for risk of earthquakes is not intended to cure construction non-compliance and is not designed to "launder" buildings constructed without a permit
Between Dankner and Musk: A Lesson on Enforcement
Read an op-ed in Globes on the Nochi Dankner and Elon Musk affairs and the differences in enforcement culture between the American and Israeli systems.
Barnea Takes on Representation of TI Group Automotive Systems SRO
Our firm is representing the Czech company TI Group Automotive Systems SRO in a €4.5 million lawsuit against Raval ACS Ltd. The lawsuit stems from a valve failure that resulted in the recall and repair of 250 thousand Mercedes cars.
Event Invite: Defending Against Sexual Harassment at the Workplace in the UK, USA and Israel
Join Barnea and Squire Patton Boggs for a free training session on the issue of defending against sexual harassment in the workplace and receive an overview of the key legal and practical issues in the UK, the US and Israel.
Hiring Employees Who Work from Home
Adv. Marie Tsion is featured in Mamon, Yedioth Ahronoth's financial supplement, on how to determine a policy for the scope of working from home.
Israel’s Innovation Authority Issues New Know-How Licensing Rules for Multinational Corporations
Israel’s Innovation Authority (the IIA, formerly the Office of the Chief Scientist) has issued new rules regarding the licensing of IIA-funded know-how for use by multinational corporations outside of Israel.
SEC Takes First Action against Crypto Hedge Fund
Adv. Daniel Israeli was interviewed by Calcalist following the SEC's decision to fine an unregistered crypto broker-dealers and its owners.
What to Know before Signing a Contractor's Purchase Application
In most projects, the marketers/contractors/developers customarily require potential apartment buyers to sign a purchase application/proposal form. Read through these five points before signing.
A Small Step for the Regulator, a Big Step for Blockchain Technology
An article in Globes about the changing financial regulation in the US around crypto coins.
Activist Shareholders – The Israeli Challenge
Barnea and ACC hosted today a seminar on shareholder activism. Micky Barnea discussed activism in Israeli companies. Also presenting were Elchanan (Nani) Maoz from Everest Fund and Steve Wolosky from Olshan Frome Wolosky LLP.
Bitcoin Makes Up 1% of World Electricity Consumption
We were interviewed by TheMarker on Bitcoin's energy consumption, noting that this is a meeting point between the real economy and the new economy that Bitcoin represents.
Employer Dos and Don'ts When Workers Form a Union
Our Head of Employment was interviewed by the radio station Kol Israel Reshet Bet on how an organization should conduct itself when workers want to form a union (starting at 35:30).
Barnea Represented Visual Estate in Its Recent Round of Financing
Our firm represented the Israeli startup Visual Estate in its recent round of financing by private investors. Visual Estate is an SaaS platform that allows you to turn any floor plan into a fully immersive VR experience.
New Privacy Protection Laws in Brazil and India
Both Brazil and India have recently passed new privacy protection laws. These laws may also apply to Israeli companies doing business in the countries.
Supreme Court Increases Nochi Dankner's Sentence
We were interviewed by the newspaper Israel Hayom and the radio station Kol Israel Reshet Bet following the Supreme Court's decision to increase the sentence of Israeli businessman Nochi Dankner. Dankner was previously convicted of securities fraud.
Increasing Privacy Protection Enforcement
Over the last few days, the Privacy Protection Authority has begun sending in-depth questionnaires to various business entities for the purpose of examining these entities’ compliance with the Privacy Protection Regulations (Data Security) that came into effect on May 8, 2018.
Bank of Israel Encourages New Digital Banks
In June 2018, the Bank of Israel published a new policy for authorizing small and digital banks. The Banking Supervisor announced that new banks can have initial regulatory capital of NIS 50 million - a substantial reduction of the levels previously required.
Event Invite: Activist Shareholders – The Israeli Challenge
Join Barnea and ACC for a seminar on shareholder activism. During the seminar we will examine activism in Israeli companies and the courtroom, while comparing the American and Israeli markets.
The New Reform in the Field of Privacy Protection and Information Security - the Day After and the Future …
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.
Obligation to Disclose Post-Sale Delivery and Service Policies
Adv. Asaf Shalev was interviewed by TheMarker regarding the Consumer Protection Authority's new directive, according to which companies and business owners who operate a store or a website will be required to specify in a prominent and visible location which areas they refuse to provide their services to.
Launch of Electricity Authority Reform
At the end of last week, the Israeli Knesset approved a historic reform to the electricity sector. The selling process of the first power plant, Alon Tavor, is expected to begin within a few months.
Supreme Court Ruling: RGE Group to Operate Knesset Channel
The Supreme Court issued a ruling today rejecting the petitions of News 2 and Channel 20 against the decision to announce RGE as the winner of the Knesset channel tender. This paves the way for the operation of the Knesset channel by RGE as early as August 1, 2018. RGE was represented by Advs. Zohar Lande, Adi Shoham, Eyal Nachshon, and Omer Keydar of our firm's Litigation Department.
Approved by the SEC – Security Tokens Exchange in the US
Coinbase, one of the leading cryptocurrency exchanges in the US, received approval from the US Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) to list for trading digital currencies considered to be securities (security tokens). Coinbase has thus become the first US federally-regulated platform for trading security tokens.
Lecture on Legal Aspects of Offshore Process for Israeli Companies
We lectured today on the legal aspects of the offshore process for Israeli companies at a meetup of the Israeli Society for Human Resource Management.
Updates on Consumer Protection Laws
Several new consumer protection updates: the obligation to disclose post-sale delivery and service policies, the expansion of provisions regarding the scheduling of providing services at consumers’ homes, and relief in the obligation to mark apparel products.
Israel Supreme Court Precedent Allows Social Network Users to Sue in Israel
Israel's Supreme Court has handed down a precedent ruling whereby a legal dispute between a social network and its Israeli users will be adjudicated in the court in Israel, notwithstanding the fact that the social network's terms of use contain a jurisdiction stipulation vesting sole jurisdiction to the court in California.
Workshop on Managing Israeli Subsidiaries of Multinational Corporations
Barnea hosted, together with the Ministry of Economy, a workshop on the corporate and labor laws relevant to officers of Israeli subsidiaries of multinational companies.
Asset-Backed Digital Currencies: Advantages and Challenges
The race to develop a new, unique and reliable digital currency with low volatility has prompted entrepreneurs to scale the link of blockchain technology and mainstream investments, thus creating a new wave of cryptocurrencies backed by commodities or assets.
Consensual Relationships: What Is the Law's Take on Romantic Relationships between Managers and Employees?
Adv. Lee Alter Kizis of the Employment Department published an article on the Mako website about consensual personal relationships in the workplace.
PropTech – Transformation of the Real Estate Market
Major, long-established players in the real estate market have joined forces with young companies and entrepreneurs with the objective of resolving the many challenges inherent in the field of real estate transactions.
Lecture on Labor Law Issues of Hi-Tech Companies and Startups
Adv. Marie Tsion, Head of our Employment Department, lectured today, as part of a professional training course for HR professionals, on various labor law issues relating to hi-tech companies and startups.
Broker Sues for NIS 50 million over British and Melisron Merger
Advs. Zohar Lande, Eyal Nachshon, and Omer Keydar from our Litigation Department are representing businessman Eyal Shamir in a lawsuit against British Israel Investments owned by Melisron Ltd. Shamir alleges he was not paid a brokerage fee for the merger between the two companies.
Barnea Represented Investor in Israeli Cybersecurity Company Claroty
Barnea advised an investor in relation to a $60 million investment in cybersecurity company Claroty. The company specializes in cybersecurity for industrial control networks.
Lecture at IHFA's Sixth Annual Tel Aviv Conference
We lectured at the Israel Hedge Funds Association's Sixth Annual Tel Aviv Conference. The goal of the event is to connect local industry with overseas peers, bringing together professional experts, manages, and investors. We discussed how fund managers can benefit from their relationship with the exchange.
Israel Chapter in 2018 Anti-Money Laundering Legal Guide
Our firm's Capital Markets Department contributed to the Israel chapter of the 2018 edition of The International Comparative Legal Guide to Anti-Money Laundering. The chapter discusses issues of enforcement and regulation to prevent money laundering in Israel.
Control of Financial Asset Services – Update
Moments before the new supervisory regime over financial asset service providers came into effect on June 1, 2018, the Minister of Finance signed an order postponing the effective date until the earlier of the following: October 1, 2018, or the issue date of the Prohibition on Money Laundering Order that addresses financial asset service providers.
RGE Wins Tender for Operation of Knesset Channel
The Cable and Satellite Council awarded RGE Group's proposal with the tender to operate the Knesset Channel for the next 10 years. RGE is represented by Advs. Zohar Lande, Adi Shoham, Eyal Nachshon, and Omer Keydar of our firm's Litigation Department.
Financial Services Law Postponed
Adv. Anat Even-Chen gave several media interviews (in Heb) following the Knesset Finance Committee's decision to postpone the entry into force of the Financial Services Law. This law was supposed to regulate the trading of digital currencies for the first time.
How to Protect Your Trade Secrets
Barnea and Bird and Bird are hosting today a seminar on the protection of trade secrets from the Israeli and European perspectives. We will discuss the confidentiality and non-compete clauses in employment agreements.
Israel Proposes Personal Stock Investment Accounts with Tax Perks
We were interviewed by Bloomberg BNA regarding a new bill, according to which anyone who sells his apartment is entitled to open a special investment account that will benefit from deferring payment of tax on capital gains.
Barnea Representing Yad Hanna in Agreement to Lease and Construct Logistics Center for Diplomat
Our firm is representing Yad Hanna in a long-term lease agreement of 30 dunams in its industrial zone for the construction of Diplomat's new logistics center. The construction is valued at NIS 230 million.
Attending iFX Expo International Conference
We attended the iFX Expo International Conference and participated in the panel on regulation, discussing MIFID II, ESMA restrictions, and the blockchain and cryptocurrency revolution.
Anti-Spam Law to Be Expanded – Prohibition on Soliciting a Return Call
Recently, the Knesset approved a private bill that expands the scope of the “Spam Law.” The amendment is aimed at preventing the phenomenon whereby messages not necessarily commercial in nature are being sent to the general public, mainly through a robo-call system.
Landmark Israeli Court Decision Halts Deal between Two US Companies
An Israeli court has ordered to halt an investment deal in Arcturus Therapeutics, pending clarification of the lawsuit filed by Joseph Payne, the company's founder, regarding the cancellation of his dismissal as CEO. This decision was made despite the fact that the company operates in the United States with American management. Joseph Payne is represented by Advs. Micky Barnea, Zohar Lande, Omer Keydar, and Ron Shuhatovich.
Barnea & ACC Seminar: The Future of Compliance
We hosted, together with the Association of Corporate Counsel, a seminar on compliance and internal investigations. We discussed new regulatory challenges, while managing directors from Duff & Phelps addressed the changing compliance environment.
District Court Orders Bank Hapoalim to Accept a Deposit of Proceeds from Sale of Digital Currencies into Client’s Account
This month, an Israeli district court deliberated a motion for an interlocutory order against Bank Hapoalim. The order would obligate the bank to accept the transfer into a customer's account of money that constituted proceeds from a sale of digital coins transacted outside of Israel.
Lecture on Economic Enforcement to IZUN - Jewish and Arab Influential Directors
We lectured today on economic enforcement at the IZUN - Jewish and Arab Influential Directors program, part of Jasmine, a non-profit that promotes businesses owned by Jewish and Arab women.
Ethemba Capital Selling Control in Avgol to Indorama Ventures
Our firm is representing British private equity firm Ethemba Capital in its sale of control in Israeli company Avgol Nonwoven Industries Ltd. to Indorama Ventures Spain S.L., a chemical manufacturer whose shares are traded on the Thai stock exchange. The price of the sale is valued at NIS 1.7 billion.
Check-Cap Ltd. Completes Public Offering on NASDAQ
Barnea represented the US underwriter H.C. Wainwright Co., LLC in the public offering transaction issued by Check-Cap Ltd. via a prospectus on NASDAQ. Check-Cap Ltd. raised $20.2 million in gross proceeds, including in the exercise of an overallotment option, in shares and warrants. Check-Cap Ltd., an Israeli clinical-stage medical diagnostics company, is developing C-Scan®, a capsule-based system for preparation-free colorectal cancer screening.
Barnea Represented ADM Capital in Investment in Israeli Startup Rootility
Barnea represented ADM Capital, a UK-based investment fund, in an investment round in the Israeli plant-breeding startup Rootility.
Israel's Privacy Protection Regulations
Adv. Asaf Shalev was interviewed by Mamon, Yediot Ahronot's financial supplement, about the new privacy and information security regulation coming into force in Israel today. This regulation sets a new standard for the protection of personal information in databases.
IFF to Buy Israel's Frutarom
Our firm represented International Flavors & Fragrances Inc. (IFF) in its acquisition of Frutarom, the Israeli flavors and ingredients maker, for USD 7.1 billion.
Precedent Set: ‘Business Judgment Rule’ Also Applies to a Board Resolution on Filing a Derivative Suit
The Israeli Supreme Court has set a precedent by ruling that the Business Judgment Rule should also be applied to a company’s board of directors when it is deciding whether or not to file a derivative suit.
Interview on ADR's Petition to the District Court (Economic Division)
We were interviewed by TheMarker following a petition we submitted on ADR's behalf to the District Court (Economic Division) over the Israel Securities Authority's decision requiring the company to publish a prospectus. ADR offers the public a unique investment channel: insurance policies of older American citizens.
Hosting Taasiyeda Participants for Lecture on Startup Essentials
Our firm is hosting today the participants of Taasiyeda, an education program founded by the Manufacturers Association of Israel, for a seminar on founders' agreements, IP, and tax issues.
Tel Aviv Stock Exchange Launches New Index: TA-Industrials
On March 23, 2018, the TASE board of directors approved the launch of a new index in conjunction with the Ministry of Economy and Industry.
Barnea Represented Greenyard Fresh in Acquisition of Mor International
Our firm represented Greenyard Fresh, a global market leader of fresh, frozen, and prepared fruits and vegetables, in the acquisition of 49% of Mor International.
Cross-Border Enforcement: How US Enforcement Agencies Reach Israeli Institutions
Barnea and Nixon Peabody LLP hosted a roundtable discussion on the current enforcement environment, future trends, and strategies to succeed in the US while skirting legal and regulatory challenges.
April 2018 News Flash – Employment Law
New amendments to the Hours of Work and Rest Law regarding night work and the general permit to engage employees in overtime work.
Apple Israel CEO Questioned by the Consumer Protection Authority
Adv. Anat Even-Chen was interviewed by several local newspapers following the investigation of Apple Israel's CEO by the Consumer Protection and Fair Trade Authority. It is suspected that Apple Israel did not disclose material information to consumers about the slowdown in updated versions of its cellular phones.
Law Reducing the Use of Cash
The Knesset recently approved the Law for the Reduction in the Use of Cash. This law imposes bans and restrictions on the making and receiving of payments using cash and checks at the sums therein prescribed.
Israel's Big Data Health Project
Adv. Daniel Lorber was interviewed by Digital Health Legal following an announcement on the launching of a big data health project in Israel.
Barnea Represented Cellebrite in the Sale of the Mobilogy Division to a US Fund
Our firm represented Cellebrite in the sale of the Mobilogy Division to the American ESW Capital Fund. The Mobilogy division, which operates as a separate brand, offers technological solutions for operators, retailers and aftermarket that enhance the customer experience in-store & beyond.
Extension Order Shortens Work Week
The Israeli Minister of Labor, Haim Katz, has signed lately an extension order shortening the work week in Israel. According to the extension order, the work week will be shortened from 43 hours to 42 hours, without any reduction of pay.
Knesset Allows IPO Expenses to Be Deducted from Corporate Earnings
Recently, after initial approval by the Finance Committee, the Knesset has passed a temporary order to the Income Tax Law with regards to deduction of issue expenses. According to the law, the expenses related to issuing the shares of companies and partnership participation units on the Tel Aviv Stock Exchange (TASE) will now be recognized as expenses for tax purposes.
Marie Tsion Offers Tips to Law Students Preparing for Internship Interviews
Adv. Marie Tsion, Head of our firm's Employment Department and the point person for interns, shares a few insights on how to have a successful interview.
Purchasing Apartments through TAMA 38 Projects
If you are interested in purchasing an apartment from a contractor through a TAMA 38 project, you should know that the process is completely different from purchasing a new apartment from a contractor or the purchase of a secondhand apartment.
Considering Dismissing an Employee? Five Rules of Thumb to Keep You from Running into Trouble
You have decided to dismiss an employee. Here are five rules of thumb for conducting a hearing proceeding. These are designed to help you through the process, as well as to minimize the risks of lawsuits and employee demands for monetary compensation on the basis of unlawful dismissal.
The Supreme Court: Digital Currency Companies Can Continue Operating Through Bank Accounts
The Israeli Supreme Court ruled in favor of Bits of Gold’s motion and issued a preliminary injunction that prohibits the bank from restricting activities relating to bitcoin trading in the company’s account.
How Regulators Impact the Fintech Industry
With experts in the fintech industry, we were interviewed by TheMarker on the various regulatory barriers thwarting fintech's growth in Israel.
2018: A Turning Point in the Virtual Currencies Market
An op-ed in Calcalist on the role of the regulator in the virtual currencies market and why 2018 will be a turning point.
Crypto Predictions for 2018
2017 was a significant year for the blockchain industry in general and for cryptocurrencies in particular. 2018 is expected to be an equally interesting year for the cryptocurrencies industry, as new trends take shape and regulation becomes even more refined. Check out some of our digital currencies predictions for the year.
Supervision of Service Providers Engaging in Digital Currencies
While some uncertainty exists with regard to the regulatory regime that applies to public offerings of digital coins (ICOs), in the area of services related to digital currencies, regulations are expected to come into effect on June 1, 2018, within the scope of the Control of Financial Services Law.
Interview with Ynet News on Bezeq Investigation
We were interviewed by Ynet News about the recent developments in the investigation against Bezeq.
Failed Attempt by Owners of Tel Aviv Building’s Basement to Convert Office Space into Apartments
The Tel Aviv District Appeals Committee recently set aside a building permit granted by the city of Tel Aviv to the owner of office space in a building designated for demolition under TAMA 38 who sought to convert the space to residential use.
City of Givatayim to Freeze All Future TAMA 38 Projects in East Givatayim for Two Years
Givatayim intends to transform the city's east with a series of "Pinui-Binui" projects to be built along Ben-Gurion Street on the city lines between Givatayim and Ramat Gan. In order to advance the plan, the Tel Aviv District Committee for Planning and Construction approved Givatayim’s request to prohibit the issuance of permits for TAMA 38 in the same area for a period of two years.
February 2018 News Flash – Employment Law
New updates regarding safety violations in corporations and change in the retirement age for a person whose child has died.
Smart City – Israel's Innovative Technologies
The future is here and Israel’s innovative Smart City technologies are creating a pathway for the nation as well as the world. Central to this crucial development is a remarkable collaboration between the private sector and the government.
The National Committee for Planning and Construction for Areas Prioritized for Residences Approves Urban Renewal Plan
The National Committed decided, for the first time, to submit an urban renewal plan for the residential neighborhood of Kiryat Moshe in Rehovot.
Main Aspects of Plan for Tel Aviv 3rd Quarter Will Enable Construction of 8,000 New Apartments through TAMA 38
The Tel Aviv District Committee for Planning and Construction recently gave final approval for the Tel Aviv 3rd Quarter Plan, making possible the construction of 8,000 new residential units. The road to the plan's final approval, a plan prepared in accordance with section 23 of TAMA 38, was long and filled with obstacles.
Employers, Do You Have a Central Severance Pay Fund? You Should Read This
In 2017, the Israel Tax Authority published a circular addressing the use of accumulated balances in central severance pay funds, and many employers began liquidating these severance pay funds. It is important to note that the liquidation of a central severance pay fund also has implications on labor relations with your employees.
TheMarker Op-Ed: How to Enjoy Blockchain Innovation
Adv. Daniel Israeli, a member of Barnea's Capital Markets Department, wrote an op-ed piece for TheMarker on the need to create an appropriate regulatory framework for the issuance of digital currencies.
Featured in Israeli Blockchain Association Legal Survey
Our firm was featured in a legal survey conducted by the Israeli Blockchain Association on current trends in blockchain in Israel.
State Comptroller’s Report on the Financing of Political Parties
The State Comptroller, Judge Joseph Shapira (retired), published an audit report on the financing of political parties in relation to parliamentary parties in the 20th Knesset for the period from April 2015 until year-end 2016.
Seminar on Data Protection and Privacy for the Israeli Directors' Union
Our firm is hosting the Israeli Directors' Union today for a seminar on data protection and privacy. During it we will discuss the new European privacy regulations (GDPR) and directors' exposure in the age of privacy.
Legal Documents Every Startup Needs
Following its incorporation, every startup company needs a variety of essential legal documents in order to launch its vision and conduct its business. This includes: founders’ agreement, non-disclosure agreement, terms and conditions, employee stock option plan and business plan.
Developments in the Relations between Banks and Fintech Companies
The Tel Aviv District Court recently issued its ruling in a proceeding that has been underway for several months. The proceeding concerns a fintech company who filed a motion for an injunction that would prevent a bank from unilaterally modifying the terms and conditions for the fintech company’s bank account.
Pinui-Binui– The Full Legal Guide
The “Pinui-Binui” transaction is a common name for combination transactions, in which existing residential neighborhoods are vacated in favor of the reconstruction of a new neighborhood in the same complex. At the same time, existing tenants trade in their old apartments for new ones in a modern neighborhood with new and developed environmental infrastructure.
Lecture on Legal Issues in the Recruiting Process
Our Head of our Employment Department, is participating today in a training program held by the People Management Association. She will lecture on legal issues in the recruiting process.
French Culinary Brand Fauchon Brought to Court
Roni Lish, the minority shareholder in the franchise company of the French culinary brand Fauchon, is suing his partner in the franchise. Roni claims his partner acted to reduce the value of the company in order to control it and to remove him from the company. Roni Lish is represented by Advs. Zohar Lande and Gilli Cohen-Arazi of our firm's Litigation Department.
High Court of Justice Suspends Re-Examination of RGE's Proposal for Knesset Channel Tender
The High Court of Justice ruled in a temporary order that the Cable and Satellite Broadcasting Council should explain why it did not announce RGE as the winner of the tender for the operation of the Knesset Channel, following the disqualification of Channel 20's offer. RGE is represented by Advs. Zohar Lande, Ronen Reingold, Adi Shoham, and Itay Hatam of our firm's Litigation Department.
Sports Tech - When Sports Join Up with Technological Innovation
In recent years, tremendous progress has been made in introducing know-how and technology into sports – despite this being a conservative world concerned that the introduction of new powers might compromise the ethos of sportsmanship.
Article: Is the Israeli Regulators’ Approach to ICOs Ill-Advised?
An article in Financial Magnates discusses the Israel Securities Authority's approach to initial coin offerings (ICO) and cryptocurrencies and how this approach compares to other jurisdictions.
Telemarketing Restrictions
An interview following the Ministry of Economy and Industry's recently published draft bill placing restrictions on telemarketing.
Israel Securities Authority Blows Up the Bitcoin Bubble
Our firm gave several media interviews following the Israel Securities Authority Chairman's remarks that companies whose values are based on bitcoin will not be included in the Tel Aviv Stock Exchange's (TASE) indices until a suitable regulatory framework is established. We noted that it is important to distinguish between the inclusion of companies engaged in trading and investing in virtual currencies on TASE's indices and the possibility that such companies will actually be traded on TASE.
Lawsuit Filed against Founder of Digital CoinDash
Our firm represented Guy Aharonovski in a lawsuit against his former partner in CoinDash, a platform for managing investments in cryptographic currencies. Aharonovski is claiming his former partner disqualified him from his share in the company, founded Queen-Dash behind his back, and issued tokens called CDT that enabled the use of the platform provided by the company.
Substantial Fee to Be Charged for Filing a Motion to Certify a Class Action
At the end of November 2017, the Constitution, Law and Justice Committee of the Knesset approved a revised draft bill to amend the Courts Regulations (Fees), whereby parties filing a motion to certify an action as a class action will be charged a court fee.
Barnea & Co. Represented EXO Technologies in Acquisition by Lear
Barnea represented Israeli startup EXO Technologies, a developer of GPS technology for autonomous and connected vehicle applications, in its acquisition by the American corporation Lear.
Seminar on Data Protection and Privacy
Barnea is hosting today another round of lectures for startups and entrepreneurs on the subject of data protection and privacy. Also to be discussed is the obligation of accessibility on the Internet. In addition, the seminar will feature a guest lecture from the Israeli Digital Organization.
Important Real Estate-Related Legal Decisions in 2017
Adv. Ariel Nadler, head of our firm's Real Estate Department, was interviewed by TheMarker's real estate magazine on the cancellation of the Multiple Housing Taxation Law by the Supreme Court. Ariel commented that regulators will now have to provide a solution to those people who already sold their apartments in order to enjoy the tax benefit that was guaranteed. He also noted that the cancellation will affect apartment owners considering to sell.
Should a non-profit organization be allowed to invest funds in financial assets?
The issue of an NPO’s investments of unappropriated funds (funds that are not immediately needed within the scope of its activities or for the purpose of advancing its objectives, whether on a short-term or on a longer-term basis) is not regulated within the scope of the Non-Profit Organizations Law or the Income Tax Ordinance. Asaf Shalev contributed an article to Globes in regard to this matter. (In Hebrew)
Electricity Authority Hearing: Competitive Proceeding for High-Voltage and Low-Voltage Solar Installations
In September 2017, the Electricity Authority published a Call for Bids for the purpose of determining the rate for electricity generation using photovoltaic (PV) technology at PV plants to be connected to the high-voltage and low-voltage grids.
Precedent Set regarding Class Actions against Dual-Listed Companies in Israel
In a precedent-setting ruling handed down recently in the Tel Aviv District Court a motion to certify an action as a class action, which was filed against Tower Semiconductor Ltd. and its officers, was dismissed in limine based on the rationale that US law applies to the company in relation to the matter of liability, since Tower is also listed for trading in the United States.
Israel's Successful Incubators and Accelerators Develop the Future
In its innovative journey, Israel has exhibited technological achievements and economic advancements that have proved it to be one of the strongest leaders in the entrepreneurial world. Through the aid of the Israel Innovation Authority or accelerator programs, Israeli startups are able to receive funding at very early stages of their venture, or a set of tools and insights that fast-track startups in terms of their management skills, business focus, and marketing capabilities.
Privacy in the Workplace - the Use of Cameras
At the end of October 2017, the Privacy Protection Authority published a guideline about the use of surveillance cameras in the workplace and within the framework of employment relations. This guideline does not come as a surprise, as a draft of it was already published last year for public comments.
Conference: Internal Investigations as an Essential Tool in Corporate Governance
We took part in a conference hosted by the Institute of Internal Auditors, where we addressed how internal investigations function as an essential tool in corporate governance.
Seminar with Israel Hedge Funds Association
Barnea hosted a seminar with the Israel Hedge Funds Association addressing the regulatory challenges when establishing and managing a hedge fund. Also as part of the seminar, a partner from Harneys, discussed establishing offshore hedge funds in the Cayman Islands and the British Virgin Islands.
Seminar with Tel Aviv Stock Exchange and Israel Builders Association
Barnea hosted, together with the Tel Aviv Stock Exchange and the Israel Builders Association, a seminar for real estate and infrastructure companies exploring a potential IPO. We discussed IPO from the perspective of a regulator.
Interview on London et Kirshenbaum about Bezeq Investigation
We were interviewed on the TV program London et Kirshenbaum about the investigation against Bezeq, where we noted that the Israel Securities Authority has invested considerable efforts in completing the investigation quickly because of the case's broad public implications (starting from 05:40).
Offering Services of Securities Trading Systems
Recently a new Amendment to the Securities Law, concerning the restructuring of the stock exchange, came into effect.
EU Privacy – Which Jurisdiction Applies?
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.
Minimum Wage Update
On October 30, 2017, an amendment to the Minimum Wage Law was enacted after being approved during the second and third readings in the Knesset.
Class Action against Espresso Club Rejected by the Court
The Central District Court has rejected the application for a class action filed in 2015 against Espresso Club for misleading customers about the method of charging an acquired package of coffee capsules. In addition, the court ordered the plaintiff to pay all legal expenses. Espresso Club was represented by Advs. Zohar Lande and Itay Hatam of our firm's Litigation Department.
A Female Employee Notifies She Is Pregnant – A Few Important Facts!
Has one of your employees notified you that she is pregnant? Here are a few points you should know
Lecture: Employment Termination at the Human Resources Conference of the North
Our head of the firm's Employment Department, has been invited to take part in the Human Resources Conference of the North. She will lecture on the proper procedure for dismissing employees.
Israel Securities Authority Defeated in Proceeding against Portfolio Manager
The Administrative Enforcement Committee rejected an administrative claim filed by the Israel Securities Authority against portfolio manager Ran Amitai for using insider information on a deal with the biotechnology company Compugen. Ran Amitai and Cramim Capital Markets were represented by our firm in the proceedings.
District Court Rejects Scheduled Vote of Purchase Group United Sarona
The Tel Aviv District Court accepted the request of over 50 members of the purchase group United Sarona, represented by Barnea's Head of Litigation, Adv. Zohar Lande, to prevent a vote at the meeting scheduled for today. In the motion that was presented, it was argued that in the process of convening the meeting there were material flaws, including a lack of information.
Your Employees Are Beginning to Unionize – What You Need To Know?
Many employers worry about the day they might discover their employees are organizing and joining a labor union. This concern is natural, since an employer used to running its business as it deems fit, and according to its business needs, is not interested in sharing the helm with its employees’ representation.
Revision of the Regulations Requiring Websites and Applications to be Accessible for People with Disabilities
The Knesset Labor, Welfare and Health Committee recently approved a comprehensive revision of Regulation 35 of the Accessibility to Online Services Regulations under the Equal Rights for People with Disabilities Regulations (Service Accessibility Adjustments), 2013.
Israeli Binary Options CEO Arrested in US on Suspicion of Committing Electronic Fraud
The Israeli CEO of a binary options company has been arrested by federal investigators in the United States on suspicion of committing electronic fraud. Dr. Zvi Gabbay, partner and head of our firm's Capital Markets Department, is representing the company in this matter. In an interview with TheMarker on the subject, he noted this is a relatively early stage in the legal process and that an indictment has not yet been filed.
Registration for an Application Is Tantamount to a Binding Contract
The New York Circuit Court of Appeals ruled recently that when a new user confirms the “terms of service” and “privacy policy” on an application’s registration screen, even without perusing the legal documents provided through these links, such approval suffices to raise the user’s legal engagement with the company to the standing of a binding contract.
ICO Whitepaper
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.
How Does TAMA 38 Begin?
Dozens of TAMA 38 projects are never implemented for a variety of reasons. Here is a short overview of points to help you ensure your TAMA 38 project is put into practice.
Speaking at EY Anti-Fraud Forum
We participated in the EY Anti-Fraud Forum, where we discussed how workers can take an active role in self-regulation and compliance.
Ministry of Communications to Form a Tender Committee for the Allocation of a New Cellular Spectrum
The Ministry of Communications has appointed a tender committee to formulate and draw up a tender for the allocation of a spectrum for the provision of advanced cellular services.
Marie Tsion to Address the Various Legal Issues of Job Acceptance
Adv. Marie Tsion, Head of the Employment Department, will lecture today at the Human Resources Forum of the North on legal issues related to job acceptance: evaluation centers, refusals, and the law for the prevention of discrimination.
Who Owns Employee-Created Inventions: the Employer or the Employee?
We were interviewed by TheMarker on the subject of who owns the Facebook page of a popular TV program—the host or the network and asserted that all intellectual property created by a worker in the framework of the workplace belongs to the employer.
Government Approves National Policy for Safe Identification
Israel's government recently set forth a decision approving the key points of a national “safe identification” policy. The purpose of this policy is to define how a person’s identity is to be verified when receiving government services in a digital mode, in order to improve the services being provided to residents, and to simplify the access to these services.
September 2017 News Flash – Employment Law
Several new updates regarding lifting the corporate veil, calculating severance pay for hourly employees and issuing electronic pay slips.
Consumer Protection Law Prescribes a General Arrangement for Canceling Transactions
An amendment to the Consumer Protection Law was enacted recently, regulating the ways by which consumers can cancel transactions and imposing obligations on businesses to disclose to consumers how they can cancel transactions.
TheMarker Op-Ed: Regulation of Digital Coins
An op-ed in The Marker on the regulation of digital currencies asserts that there will be no choice but to build a unique regulatory model that matches the characteristics of these new financial instruments.
Fair Lending Law Finally Approved
The Knesset recently approved Amendment No. 5 to the Regulation of Nonbank Loans Law, which is now called the Fair Lending Law. This comes after years of deliberations and in the long wake of recommendations submitted in 2013 to increase competition in the banking system.
Dr. Zvi Gabbay Interviewed by Walla! about Investigation into Former Bank Leumi Officials
Dr. Zvi Gabbay, head of the Capital Markets Department at our firm, was interviewed by Walla! about a criminal investigation opened against former Bank Leumi officials in a US tax fraud scandal. Zvi believes American investigators will work closely with Israeli investigators on this case, via the international legal aid apparatus at the Justice Ministry.
Israeli Innovation in Bolstering the Water Supply
One of the great ironies of life on earth is that, on a planet that is approximately 75 percent covered in water, the demand for safe drinking water is higher than the supply. Fresh water makes up only about 2.5% of the total water supply, and for a continuously growing population, this creates some limits. Fortunately, technological innovations are creating solutions for a world that needs more water, and Israel is leading the way.
Risks in Boards of Directors’ Work
“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?”
TheMarker Interview: SEC Allegations against Mobileye Founders
The US Securities and Exchange Commission (SEC) recently filed a lawsuit in a US court against an Israeli citizen and an American citizen for the use of insider information to acquire shares and options at Mobileye. The lawsuit alleges that Mobileye's founders supplied information about the huge deal being forged between it and Intel. Our firm was interviewed by TheMarker about the lawsuit, and we noted the differences between the enforcement process in Israel and the US and the relationship between civil enforcement by the SEC and criminal enforcement by federal prosecution.
HR Challenges for Startups
Our Head of the Employment Department, will lecture today to entrepreneurs at advanced stages who are participating in StarTAU's entrepreneurial program. The lecture will focus on recruitment of employees and the various challenges involved in recruiting human resource professionals in start-up companies
Monetary Authority of Singapore to Begin Regulating the Issuance of Virtual Currencies
Adv. Daniel Israeli was interviewed by TheMarker after the Monetary Authority of Singapore (MAS) announced it would begin regulating the issuance of virtual currencies (ICO). Daniel noted that Singapore has developed into a destination of sorts for ICOs, and thus the MAS' decision will certainly change the rules of the game.
Supreme Court Precedent – Companies Have the Right to Independent Standing during a Derivative Suit
A significant precedent was handed down recently by the Israeli Supreme Court, whereby a company’s separate and independent standing must be recognized, even after a motion for a derivative suit has been approved.
New Lending Platform Regulations
Recently, the Knesset approved an amendment to the Supervision of Financial Services Law, which regulates the activities of online lending platforms that broker between people and businesses under a peer-to-peer (P2P) model.
Knesset Approves Elimination of Fees Imposed on Databases
In early July 2017, the Knesset's Constitution, Law and Justice Committee approved the elimination of the compulsory registration fees and periodic fees paid by database owners.
Can a deceased person's lawsuit automatically be terminated?
We were interviewed on a financial radio program regarding the fate of a lawsuit when the plaintiff passes away. We explained that the lawsuit continues via the heirs or the estate manager, who enter the shoes of the deceased. (starting at min' 9.40)
Israel’s Sale Law Commissioner Clarifies that Urban Renewal Transactions Must Comply with Provisions of Sale Law
On July 24, 2017, the Sale Law Commissioner in the Israeli Ministry of Construction and Housing published two clarifications concerning the Sale Law and urban renewal projects.
Article: Adoption of Business Judgment Rule
This article addresses the ruling handed down by the Israeli Supreme Court at the end of December 2016 in the Bezeq case, in which the Court extended to board of director decisions the protection afforded by the business judgment rule. The article examines whether this ruling succeeded in achieving one of its principal objectives—legal certainty.
High Court Issues Interim Order on Channel 20’s Winning Bid for Knesset Channel
RGE, represented by Adv. Zohar Lande, Ronen Reingold and Adi Shoham of Barnea, petitioned the High Court of Justice over the results of a tender concerning the operation of the new Knesset channel. It requested an interim order that would prevent the agreement with Channel 20, who had won the tender. In a hearing held today at the High Court of Justice, the interim order was issued, freezing the results of the tender.
Application for a Class Action Suit against the College of Management
Our firm is representing a former teaching assistant at the School of Business Administration at the College of Management in an application for a class action suit submitted to the Labor Court.
New ILITA Guidelines Prescribes Criteria for Obtaining Consent to Provide Direct-Mail Services
Recently, ILITA (the Israel Law, Information and Technology Authority) published new guidelines addressing the interpretation and implementation of provisions of the Protection of Privacy Law relating to direct mail and direct-mail services.
Must-know labor laws for Israeli teens
Our Head of the Employment Department at Barnea, in an article for The Marker on the subject of youth employment during the summer vacation.
Israel's New Opportunity in Renewable Energy
Israel has for years led the world in technology and entrepreneurial growth and development. After building in a number of key tech areas like cyber security and biotech, the nation has turned its sights on bolstering capabilities in renewable energy. Recently, the Israeli government announced a new initiative focused on pushing development of renewable energy into the 21st century. This creates a prime opportunity, for Israel’s energy companies and for investors looking to become part of this growth in the years ahead.
Barnea & Co. Represented Avgol in the Sale of its Rights in the Barkan Plant
Barnea represented Avgol in the sale of its rights in the Barkan plant for NIS 52.5 million. Avgol is in the process of transfering its production center in Israel to Dimona.
Adv. Asaf Shalev to lecture at the Startau Entrepreneurship Course
Adv. Asaf Shalev will lecture today on the topics of founders agreements and IP at the Entrepreneurship Course of Startau, Tel Aviv University Entrepreneurship Center.
Updates and Reliefs to the Rules about Industrial Wastewater
New rules came into effect recently that constitute an amendment and update of the principal rules addressing industrial wastewater flowing from factories into the sewer system.
China Increased Tech Investments in Israel
Within a nation exceeding 8.5 million people, Israel is a world leader in technology and innovation, consistently producing an impressive number of tech startups. From drone technology and ride sharing applications, to unique online shopping platforms and breakthrough technologies in the field of life science, Israel’s tech companies cover a myriad of fields. It therefore comes as no surprise that Chinese investors are eager to delve into the countless possibilities, which stem from the advancement of Israeli tech companies.
BEE program Demo Day
Adv. Daniel Lorber will serve today as a judge at the demo day of the BEE program, part of the Tel Aviv University entrepreneurship center.
Interview with Financial Radio Program on Bezeq Investigation
We were interviewed on a financial radio program on the Public Broadcasting Corporation regarding the Bezeq investigation, where we provided an explanation of the Israel Securities Authority process (from 12.06).
New Court Decision on Transfer Pricing Taxation
New court decision on transfer pricing taxation may shift structuring of M&A transactions from shares to assets.
Interview on Radio Program "Where Is the Money"
We were interviewed on "Where Is the Money," a program on the 103FM radio station, following the investigation launched by the Israel Securities Authority against Bezeq, its controlling shareholder Shaul Elovitch, and senior officers on suspicion of offenses under the Securities Law. We explained the meaning of related-party transactions in a company (from 11.38).
Interview with Channel 2 News
We were interviewed on a daily Channel 2 News program focusing on economic and consumer matters following the investigation opened by the Israel Securities Authority against Bezeq. During the interview, we explained the ISA's allegations and its reason for initiating the investigation.
Precedent Ruling: a Bank May Refuse to Provide Service to a Company Engaging in Virtual Currencies
Precedent set by the Tel-Aviv District Court rules that a bank may refuse to provide service to a company engaging in virtual currencies.
Barnea & Co. Represents Africa Israel Europe in a Commercial and Residential Project in Serbia
Barneais representing Africa Israel Europe in the establishment of a new commercial and residential project in Serbia called "Skyline Belgrade" at an estimated cost of Euro 200 million.
Adv. Ronit Offir was Appointed as a Judge to the Tel Aviv Magistrate's Court
Adv. Ronit Offir, Partner in the Litigation Department at Barnea, was appointed as a judge to the Tel Aviv Magistrate's Court. Adv. Offir joined our firm in 2010 and has extensive experience in representing Israeli and international companies in complex litigation cases before the District Court, the Supreme Court and in arbitration proceedings.
Barnea & Co. represents Zeev Rom
The Haifa District Court ruled that Gad Zeevi would have to pay businessman Zeev Rom USD 1.5 million in brokerage fees in respect of a deal in which Zeevi acquired 20% of Bezeq in 2000. Adv. Zohar Landa and Adv. Moran Bickel from the litigation department at Barnea, represented Zeev Rom.
Why the World of Mergers and Acquisitions is Changing in The Big Data Era
Adv. Karin Kashi from Barnea, in an article for "People and Computers" about the changes that startups need to make in relation to their privacy aspects and the expected impact on merger and acquisition deals.
Espresso Club Files an Appeal to Increase the Court Expenses to the Sum of Half a Million Shekels
After the rejection of the Nespresso and Nestle case against Espresso Club in which they alleged copyright infringement, Espresso Club, represented by our firm, filed an appeal regarding the amount of expenses determined by the District Court, claiming that the amount is unreasonable in relation to the actual expenses.
Class Action Against Israeli Company Offering Securities Abroad – Not in Israel
It is not uncommon for Israeli incorporated companies to seek investments abroad. In many cases, such investments are done through public offerings on international stock exchanges. Securities issued by Israeli companies are traded on the NASDAQ, the London Stock Exchange and a variety of other exchanges, including Australia. These situations, which make perfect sense from a business perspective, give rise to interesting and sometimes quite complex legal issues.
IFX Expo Cyprus 2017 – Regulatory Panel
We are participating today in a regulatory panel held as part of the IFX Expo Cyprus 2017. The panel will discuss recent decisions taken by key regulators, consider their implications, and seek to predict what the future may hold for the industry.
Insolvency in a Nutshell
Insolvency proceedings are an integral part of business-commercial activities, in circumstances whereby a person or corporation might need to institute proceedings to rehabilitate its business activities or even to liquidate the company.
The Israel Innovation Authority Issues New Directives regarding Royalty Payments and Know-How Transfers
The Israel Innovation Authority (IIA) announced last week that it issued new directives regarding royalty payments and know-how transfer. These are the first significant directives to be issued by the IIA since it was established in January 2016 and the activities of the Chief Scientist were transferred to it.
The Court Orders Controlling Shareholders to Stop Payment of Executive Remuneration
There have been cases where bonuses have been paid by a controlling shareholder of a public company out of his own pocket to officers as remuneration for their work in the company. This raises the question as to whether a controlling shareholder is allowed to personally guarantee additional remuneration to officers of the company that is inconsistent with the company’s remuneration policy.
Marie Tsion to participate in Human Resources Forum Half Year Event
Adv. Marie Tsion, Head of the Employment Department at Barnea, will participate today in the Human Resources Forum Half Year Event and will discuss the issue of protecting employee privacy in the workplace.
Protecting Your Start-Up with Company Registration in Israel
Israel has long been acknowledged and admired for its vibrant start-up culture, fostered through government investment and pro-business policies. Further, the national focus on business development provides a regulatory structure that protects business owners from creditors and ensures proper structure for the public – incorporation. To take advantage of the corporate structure, you need to ensure that you follow the proper registration process, and select the right corporate vehicle to fit your emerging business model.
Tel Aviv University Innovation Conference
For the second year, Barnea is taking part in the Tel Aviv University Innovation Conference. In the framework of the conference, Micky Barnea, will lecture on the subject of the legal challenges entailed in late staged startups and will judge in the competition final with other mentors from Shazam, Prezi, Capsula, Strauss Group and IAI.Adv. Yuval Lazi and Ariella Dreyfuss, will judge in the start-up competition in the Fintech, Gaming and IoT sectors. Yuval Lazi will also participate in a panel discussion on funding a start-up, together with a representative of the Office of the Chief Scientist, Tau Ventures' CEO and the CEO of "Cockpit", El-Al's start-up support program.
SEC Charges Two Israeli Residents with Insider Trading – Opinion Article
We published an op-ed on the US Securities and Exchange Commission's (SEC) decision to file a civil action in a federal court against two Israeli residents who traded in Mobileye stock and options before and after the announcement of its merger with Intel Corp. We noted that the SEC's case against the two Israelis, on suspicion of insider trading, is largely circumstantial.
New Amendment to the Sales Law - A Developer May Not Deposit a Value Added Tax (VAT) Guarantee
The Knesset passed a new amendment (Amendment 9) to the Sales Law (Apartments), whereby developers who build apartments for sale are permitted not to deposit sureties for the VAT component of the transaction, thus decreasing the sum deposited by them.
A New Amendment Eliminates the Need for Small Companies to Report Quarterly
An amendment to the Securities Regulations (Periodic and Immediate Reports) was promulgated in March 2017, whereby small reporting corporations shall be able to publish their financial statements on a bi-annual basis, provided that they have not issued bonds that are being held by the public. In this regard, a “small corporation” is defined in the said regulations.
Our Firm will lecture at Azrieli College of Engineering Startup Accelerator
Our firm lectured today on employment aspects for startups at the AtoBe – Azrieli College of Engineering Startup Accelerator.
Barnea & Co. represented Avgol in issuance of a New Series of Bonds
Barnea represented Avgol Industries 1953 Ltd in connection with the issuance of a new series of bonds in the amount of NIS 197 Million. Avgol is one of the biggest manufacturers in the world of non-woven fabrics for the hygiene market. Its securities are traded in the leading indices on the Tel Aviv Stock Exchange.
Overcoming Common Recruitment Challenges when Entering a New Market
Barnea, together with Nisha Global, will host today a seminar on how to overcome common recruitment challenges when branching out globally to foreign markets. Adv. Marie Tsion, Partner and Head of the Employment Department, will lecture on the legal aspects relating to the activity of a company abroad.
Hong Kong Stock Exchange Formally Approves Israel as Acceptable Jurisdiction
We were interviewed by The Marker following the Hong Kong Stock Exchange's (HKSE) approval of Israel as an "acceptable jurisdiction." We noted that the HKSE’s approval is currently limited to Israeli public companies already listed on a foreign exchange and Israeli private companies seeking to list on the HKSE, and that it may also result in cost savings for such companies.
New Data Security Regulations Contain New Requirements for Database Administrators
The Constitution, Law and Justice Committee recently approved the Privacy Protection Regulations (Data Security), 5767-2017, which enacts new and comprehensive norms for entities that manage or hold databases regarding data security procedures. In practice, these regulations affect many entities in the Israeli marketplace, from small businesses managing client information databases to large corporations.
Barnea & Co. Represented Viola Private Equity in an Investment in Similar Web
Barnea represented Viola Private Equity in an investment of USD 50 million in Similar Web, a leading digital market intelligence platform that provides insights for websites and applications.
Medigus Ltd. Completes NASDAQ IPO
Barnea represented a group of US underwriters, led by H.C. Wainwright, LLC, in the process of submitting Medigus Ltd.'s prospectus for the NASDAQ listing. Medigus raised USD 7.5 million and will be traded on Nasdaq in parallel with its listing on the Tel Aviv Stock Exchange. Medigus Ltd is an Israel-based company active in the medical sector. It specializes in developing endoscopic procedures and devices.
Israeli Leadership and Growth in Smart Mobility
Technological solutions are developing every day, world-wide. In Israel, the transportation sector provides impressive examples of innovation at work. Urban growth naturally reaches a saturation point, at which people either need to move or commute farther each day, creating higher costs and greater safety concerns. Smart mobility consists of the movement to make transportation easier, safer, more environmentally friendly, and more efficient. And Israel has taken a leadership position in developing companies and technologies that help make it possible.
Israel Bar Association Training Course for Directors
We lectured today on the Israel Securities Authority as part of the Israel Bar Association's training course for directors.
TAMA 38 – The Complete Guide
The Israeli government resolved to approve and implement a national outline plan, known as TAMA 38, to reinforce buildings from the risk of earthquakes. To which buildings does the plan apply and what should one know before signing a contractual agreement with the contractor?
New Labor Court Ruling on The Subject of Age Discrimination
The subject of discrimination in the labor market in general, and the subject of ageism in particular, has lately become a hot topic in the public discourse. A recent ruling handed down by the Regional Labor Court in Tel-Aviv in the Bat Sheva Simchi vs. Maabarot Products Ltd. case addressed the issue of age discrimination.
Auditing of Board Resolutions
A significant precedent was handed down recently by the Israeli Supreme Court on the subject of the judicial audit that should be performed in relation to companies’ business resolutions.
The judgment officially adopts the Business Judgment Rule prescribed in Israeli law with regard to the auditing standard that should be applied to board resolutions. The judgment further prescribes that it is also warranted to adopt the Enhanced Scrutiny Rule under circumstances when the Business Judgment Rule does not provide an adequate solution. The judgment also engages in subjects not yet addressed by the court, including issues pertaining to dividend distributions, leveraged buyouts, officers’ duties in a company and the relation between them.
Carve-out Plans for Company Employees
One of the common remuneration mechanisms in startups and technology companies is the granting of options to employees in addition to or, sometimes, in lieu of, the traditional remuneration component – the cash salary.
The Right to Review Digital Database
Within the scope of a new directive published recently by the database registrar at the Israeli Law, Information and Technology Authority, entities, such as service-providers, that retain recordings of telephone conversations or chat correspondence with their customers will be forced to enable their customers (the subjects of the information) to also access information of this type. This according to the right of access prescribed in the Privacy Protection Law and the regulations instituted by virtue thereof.
ISA Proposes Prohibiting the Management and Operation of Binary Options Trading Platforms Outside Israel
An op-ed in Financial Magnates following a new proposed bill to prohibit the management and operation of binary options trading platforms outside of Israel, even if regulated elsewhere.
Analysis: Israel’s Binary Options Ban Disrespects Foreign Regulators
Anyone who followed the financial press in Israel In the recent months would have realized that the Israel Securities Authority is on the war path against the binary option industry in Israel, and has every intention of closing it down. According to the Chairman of the ISA, Prof. Shmuel Houser, binary options are very similar to gambling, and often may involve fraudulent business practices intended to deceive the unaware investing public.
Nespresso Loses Suit Filed against Israeli Company, Espresso Club
The Tel Aviv District Court rejected the lawsuit filed by Nespresso and the global food company, Nestle, against the Israeli company, Espresso Club. Nespresso claimed that Espresso Club’s advertisement, which uses a look-alike of George Clooney, violates the intellectual property of Nespresso and constitutes unfair competition. The Court rejected Nespresso's claims and ordered it to pay Espresso Club NIS 110,070 in legal costs. Espresso Club was represented by Adv. Zohar Lande, Adv. Itay Hatam and Adv. Gili Cohen-Arazi from Barnea
Judicial Oversight of Board Decisions - Beyond the Business Judgement Rule?
Adv. Zohar Lande and Adv. Gilli Cohen Arazi from the Litigation Department at Barnea in an article for Chambers and Partners on recent trends in Israeli case law, which may indicate a change in the Israeli courts' attitude to judicial intervention in the business judgment of the Board of a corporation.
Globes Interview on Bribery Case Involving Israeli Businessmen
We were interviewed by Globes following the exposure of bribery cases involving Israeli businessmen. We noted that Israel's prohibition on bribing a foreign public official is relatively new, whereas similar legislation was enacted in the United States as early as 1977, and that the US has encouraged other countries to adopt corresponding laws.
Class action against Directors
The Tel Aviv District Court approved an action as a class action filed by the minority shareholders of Delek Energy Systems Ltd. against its controlling shareholder and officers of the company.
Innovation Cocktail Event Hosted Together with the Israel-South Africa Chamber of Commerce
Barnea, together with the Israel-South Africa Chamber of Commerce, is hosting today a cocktail event to promote networking between South African businessmen living in Israel and Israeli businessmen.
Does the US Visa Boom Herald New Opportunities for Law Firms?
Adv. Marie Tsion, Head of the Employment Department at Barnea was interviewed by The Lawyer regarding the effect of the E-2 visa programme on the legal market. Marie commented that the E-2 investor visas will allow US companies, entrepreneurs and employees to start business activities in Israel more easily. This visa is likely to increase the number of US companies establishing activities in Israel.
Doing Business in Israel – Practical Law
Doing Business in Israel? A Q&A guide to doing business in Israel written by Barnea was published in the Practical Law website. The guide gives an overview of the legal system, foreign investment, regulation, and other issues pertaining to Israel.
Eliezer Fishman Is Not Alone: Every Year 19 Thousand Israelis Declared Bankrupt
Our Litigation Department was interviewed by Maariv's "The Weekend" following Eliezer Fishman's declaration of bankruptcy. We noted there are ways to prevent the loss of all family assets, even in the event of bankruptcy, and to avoid involving the family assets with business assets.
Loans Guaranteed by the State for Social NPO’s (With No Personal Guarantee)
For the first time, social NPO’s can enjoy attractive, convenient loan terms guaranteed by the State for funding an investment or working capital in the NPO, and without providing a personal guarantee.
Panel Discussion on Administrative Enforcement in Haaretz's "Echad Haa'm"
We participated in a panel discussion on administrative enforcement published in Haaretz's "Echad Haa'm," the magazine of the Public Companies Association. The panel addressed the implications of administrative enforcement for the market, as well as its impact on corporate governance standards and company conduct (pp. 16-21).
US Federal Trade Commission Investigating Allergan’s Generics Business
We interviewed by Globes after the Federal Trade Commission launched an investigation into a company affiliated with Teva.
Draft Legislation Permitting Corporations to Obtain Loans Through Crowdfunding
Last week, the Israel Securities Authority published draft legislation for public comments that will permit corporations to obtain loans through crowdfunding with an exemption from the prospectus requirement.
Important Information about New Tax on Owners of Multiple Apartments
The new law prescribes that, as of January 1, 2017, every taxpayer must pay tax annually (January through December) for every residential apartment that he owns in excess of two apartments, at the sum defined pursuant to the provisions of the law. The taxpayer will be allowed to choose which of his apartments he deems to be his first two apartments, and which shall be taxable under this law.
Privacy and Data Protection Law
On 17/01 Barnea together with the ACC, will host an event on Privacy and Data Protection Law affecting employees in the workplace.We will lecture on the Israeli Privacy Aspects.
Do NDAs Really Protect Startups?
Investors in startup companies need to learn as much about those companies as possible to make an informed decision. You do not want to go in blind before you put money into a startup a company. Still, the company in which you seek to invest needs to protect its confidential and proprietary information; otherwise, it stands to lose the benefit of introducing an innovative solution to the market.
Globes Op-Ed: Restoration of Funds for Victims of Stock Manipulation
In an op-ed published in Globes, we discussed the restoration of funds for victims of stock manipulation, focusing on the question of whether the state is obligated to repay a portion of the fine directly to the victims through a distribution mechanism.
Innovations in the Israeli Partnerships Legislation
In order to improve the Israeli partnership market and in order to bridge the wide gap that exists between partnership laws in Israel and the partnership laws in other countries, in December 2016, the Ministry of Justice published a draft Memorandum of Law – Partnerships.
Barnea represented Belectric Israel in the negotiations leading to the conclusion of an EPC and O&M Agreements in respect of the Ashalim PV solar power plant
Our Infrastructure Department represented Belectric Israel, which was selected to construct and operate a new 30Mwp PV solar power plant in Ashalim. Belectric Israel is an affiliate of Belectric GmbH from Germany, engaging in the development and promotion of photovoltaic (PV) solar systems world-wide.
Annual Dun's 100-Globes Capital Markets Forum
We took part in the annual Dun's 100-Globes Capital Markets Forum, along with industry executives, the banking sector, leading investment houses, and insurance groups.
2016 Overview of Israel's Third Sector Regulation and 2017 Trends
2016 was characterized mainly by the completion of a number of processes and initiatives promoted in recent years, mainly relating to tax issues and the recognition of non-profit organizations as public institutions entitled to tax benefits for donations received.
Charges against Generic Drug Companies for Price Fixing
We were interviewed by Globes following lawsuits filed in the United States accusing generic drug companies, including Teva Pharmaceutical Industries, of price fixing. We commented that Teva is exposed both to a criminal charges and civil proceedings, and may ultimately be required to reach a settlement in both matters.
New Financial Services Law Establishes Mandatory Licensing Requirement for Financial Service-Providers
The Law establishes a mandatory licensing requirement for financial service-providers – credit providers or providers of financial asset services. One of the main innovations in this Law is that Financial Services Providers will be subject, for the first time, to supervision by a new financial regulator.
First Conviction Pursuant to Israeli "FCPA" – Following the Footsteps of the US
On December 2016 for the first time in Israel, an Israeli company was convinced for bribing a foreign public official. This is especially interesting due to the fact that this is also the first time the general prosecution in Israel based an indictment on Section 291A of the Israeli Penal Law, that was enacted in 2008, in the course of Israel's efforts to join the OECD as a member country.
Create Effective Website Terms and Conditions
Your website exists to help your clients and customers find and interact with you. You may include e-commerce capabilities, or you may primarily seek to inform people about your company and your products and services. Whatever your goals are, though, you must be on guard; people naturally seek to rely on what they see online. This can be a good thing, but you need to create parameters around what they can and cannot rely on your site to do.
Financial Catch of affordable housing program “Mechir Lemishtaken” (Buyer’s Price)
Adv. Ariel Nadler, Partner and Head of the Real Estate Department at Barnea, was interviewed by Bizportal, following “Mechir Lemishtaken”'s cancellation of the winners because of funding problems. According to Ariel, when financing through a bank guarantee, the payment plan can be 20% of the payment for the flat at the beginning and 80% when the entry and permit is issued ("tofes 4"). The recommendation is to leave as much money for the last payment.
Round-table Regarding the Employment of Arab Interns and Lawyers
Adv. Micky Barnea will participate in a round-table meeting with other leading law firms regarding the employment of Arab interns and lawyers. The meeting was initiated by the Deans of the Universities' Faculty of Law.
Update on Employee Rights – Minimum Wage, Annual Paid Leave, Pension
Three updates to employee rights (Minimum Wage – Annual Paid Leave – Pension) came into effect on July 2016. The following is important news about the next update to employee rights, which is expected to come into effect on 1.1.2017.
Nochi Dankner, Former Chairman of IDB Group, Sentenced to Two Years
We were interviewed by several Israeli newspapers after Nochi Dankner was sentenced to two years' imprisonment following his conviction for stock manipulation. We noted that, unlike the verdict, which created the impression that Dankner would receive a harsher punishment, it appears that the District Court sought to impose a relatively lenient sentence that would nevertheless not prompt the prosecution to appeal.
Israel’s First Open Call for Bids for Offshore Oil and Natural Gas Explorations
November 2016 marked the first time that the Ministry of Infrastructures and Energy invited an open international call for bids for 24 licenses to 24 blocks (each not exceeding 400 km2) in Israel’s economic waters at a distance of at least 7 kilometers from the shore.
The Israeli Public Utilities – Electricity Authority to Hold a Hearing Regarding New Quotas for Photovoltaic Power Plants
In October 2016, the Electricity Authority published a draft resolution to hold a hearing regarding the arrangement of a competitive proceeding to set the tariff payable for electricity generation using photovoltaic technology.
Crowdfunding: Funding Companies in the Startup Nation
For many small businesses around the world, crowdfunding – the pooling of usually small investments from a large group of investors – facilitates the ability to start a business without large institutional investments in the company. The portfolio of crowdfunding investors is diverse and is comprised of a broad array of ROIs (returns on investment). Investors may be donating to a specific cause, seeking repayment with interest or claiming equity in the company.
Regulation of Crowdfunding in the UK, US, and Israel: Comparative Review
We published a comparative review in Butterworths Journal of International Banking and Financial Law on the regulation of crowdfunding. The article examines how three jurisdictions—the United Kingdom, the United States, and Israel—have addressed the regulatory aspects of the equity crowdfunding sector, and compares the different approaches adopted by their regulators.
Less Remuneration, More Responsibility
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.
Representing D.G.I Media Ltd. in Administrative Enforcement Settlement with Israel Securities Authority
We represented D.G.I Media Ltd. in a precedent-setting administrative enforcement settlement with the Israel Securities Authority concerning forex trading.
Barnea & Co. Represents iTrader, an Online Forex Trading Company
Barnea represents iTrader, an online forex trading company, which is under investigation by the Israeli Securities Authority. Adv. Zohar Lande and Adv. Moran Bickel from the Litigation department were interviewed by The Marker and commented that they hope the investigation by the ISA, which focuses on the company's activities during the period in which it was entitled to act as a trading platform, will end soon.
Voluntary Retirement Program
Following reports on the voluntary retirement programs that are promoted by the Israel’s largest banks, our Head of the Employment Department at Barnea was interviewed by Globes. She commented that a successful voluntary retirement program is one which creates a situation where the employer offers retirement to certain workers, without harming the functioning of the organization, which often relies on the knowledge and experience of the veterans.
Barnea & Co. Represented Hadad Brothers
Our firm represented Hadad Brothers, Worldwide Judaica Artists, in a claim by a service provider with an independent business, that after 17 years of engagement argued for a recognition of an employee-employer relationship and filed a claim for various social benefits in the sum of 1.5 Million NIS. After 2.5 years of legal proceedings, the court this week denied the claim in full.
Seminar for Students From the IDC Legal Clinic for Start-Ups
Barnea is hosting today a seminar for students from the IDC Legal Clinic for Start-Ups on various issues including founding agreement, labor law and tax issues, privacy policy, entrepreneurship and more. The cooperation is part of the firm's pro bono activities.
Does the Decision to Grant Foreign Companies Permits to Perform Construction Work in Israel Create Healthy Competition or Hurt Small Construction Companies ?
Adv. Ariel Nadler, Partner and Head of the Real Estate Department at Barnea was interviewed by Ynet and commented that opening the market to foreign companies is a positive move. He also addressed the question of problems that may arise for the consumer who is required to deal with a foreign company. Ariel commented that he is convinced that the Ministries of Finance and Construction will ensure adequate securities to address the issue of deficiencies and quality construction.
Five Chinese Companies and One Portuguese Company will be Granted Permits to Perform Construction Work in Israel
Adv. Ariel Nadler, Partner and Head of the Real Estate Department at Barnea was interviewed by The Marker regarding the Ministries of Finance and Construction decision to grant foreign companies permits to perform construction work in Israel. Ariel commented that with Israeli on-site construction firms in a state of collapse, opening the market for foreign companies is a positive move.
After 9 Years of Litigation, David's Geller Claim Against Yitzchak Omer, Who Was Represented by Barnea & Co., Was Dismissed.
As previously published, Geller had filed a lawsuit alleging fraud in the amount of nearly NIS 70 million. Even though the main claim for fraud was dismissed, the District Court obliged Omer to pay millions of NIS to Geller deciding that they were granted to Omer as a loan.
Geller and Omer both appealed to the Supreme Court. The Supreme Court denied Geller's appeal entirely, accepted Omer's appeal and returned the case to the District Court.
This week, the District Court dismissed the action entirely and accepted Omer's argument that the funds were transferred to him as part of a share purchase transaction. The Court ruled that under these circumstances, Omer does not need to reimburse the funds or to transfer any shares.
Hackathon for Sustainable Urban Mobility
Adv. Asaf Shalev will serve as a mentor and participate at the Herzliya sustainable urban mobility Hackathon, which takes place on October 27th , in cooperation with the European Union.
Australian Stock Exchange to Israeli Tech Firms: Come List Down Under
We were interviewed by the Times of Israel about the growing interest of Israeli companies in listing on the Australian Stock Exchange (ASX). We noted that Australia is regarded as having a creative and sophisticated regulatory regime that strikes a good balance between investor protection and a pro-business approach that recognizes the risk of over-regulation.
Israeli Leadership in Water Technologies
Despite the fact that water covers three quarters of Earth’s surface, countries all over the world suffer from potential or current water shortages. Water consumption well outpaces supply, particularly in arid nations that struggle to meet their agricultural water needs. Israel, as a nation more than 50 percent covered in desert, has grappled with this problem since its beginnings. The technologies it has developed in response allow it to flourish, and it is doing more every year to expand those technologies around the world.
Barnea & Co. Represented the Private Equity Fund IGP Investment in Jacada
Barnea represented Israel Growth Partners (IGP) in an agreement to buy 300,000 Jacada shares, 7% of the company's share capital, from Robert (Bob) Ashton's investment firm Kinetic Catalyst Partners.
Barnea & Co. represents Rafi Bar-Lev
Barnea represented Rafi Bar-Lev, former Salesman at the Israeli investment company Utrade of Aviv Talmor, whose operation was frozen by the Israel Securities Authority, at a hearing in the Tel Aviv Magistrate's Court.
Class Actions in Israel- Overview and Contemporary Trends
The Israeli Class Action Law came into force in 2006, and formally regulates the proceedings applying to class actions in Israel. This type of action was available in Israel before 2006, but was much less developed. Since the advent of the Law, class actions have become a favored path of pursuing litigation where the damage caused to a single plaintiff is not significant and would usually not result in a claim against the party which caused the damage. The majority of class actions filed in Israel are consumer claims against corporate entities.
Barnea & Co. Represents GBI Racing
Adv. Zohar Lande, Head of the Litigation department at Barnea is representing GBI Racing, a British company which provides betting services to Toto (the Israel Sports Betting Board). The company applied to the Minister of Finance, Moshe Kahlon, to reconsider the decision to ban horse racing wagering, which was approved by a government committee chaired by treasury Director General, Shai Babad. The company contends that it was never given the opportunity to present other data to the committee on its behalf.
Deadline Extension for Making Internet Websites and Mobile Applications Accessible to People With Disabilities
A few days ago the Knesset Labor, Welfare and Health Committee enacted an amendment to Section 35 of the website accessibility regulations, called "the Equal Rights for People with Disabilities (Service Accessibility Adjustments) Regulations 5773-2013" (the “Regulations”).
Capital Markets 2016 – Virtual Roundtable
Corporate Live Wire held a capital markets roundtable featuring experts from around the world, including representatives from our firm. The participants discussed recent regulatory changes, global economic risks, cybersecurity challenges, and trends in capital flows.
How Brexit Might Affect the UK's Environmental and Energy Law
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.
Construction Site Collapse in Tel Aviv
We were interviewed by Ynet following the collapsed parking structure in the Ramat Hahayal neighborhood in northern Tel Aviv. We commented that the function of the project manager is not defined in the Planning and Building Law. There are many responsibilities and it is not clear who is responsible for what.
For the First Time, Tax Relief Has Been Approved for Contributions to an Israeli NPO Operating Abroad
In an unprecedented action, the Knesset Finance Committee has recently recognized an Israeli organization operating abroad as a ‘public institution’ pursuant to section 46 of the Israeli Income Tax Ordinance. Such recognition affords the non-profit organization, a tax benefit, by way of a tax credit to donors for their donations granted to that organization.
Fathers Granted Right to Paternity Leave - Marie Tsion for Walla
Adv. Marie Tzion, Partner and Head of the Employment department, published an opinion article in Walla Business, following the recently passed amendment, which granted fathers the right to paternity leave at the expense of already existing leave entitlements.
Amendment to the “Anti-Spam Law”
The Knesset's new anti-spam legislation includes any advertisement disseminated to the public at large that asks for a contribution or that constitutes non-commercial propaganda.
Trademark Protection: Registration and Enforcement
Part of how any company moves from startup to growing and thriving is to create a recognizable brand under which it operates. The brand provides a way to distinguish yourself with customers, and it all begins with images that you use to represent yourself–and no one else–to the world. To prevent others from using the same or similar images, though, you need to obtain trademark protection. A trademark is a kind of intellectual property protection that lets you defend your marketing ground against others who want to benefit from your symbols and imagery.
Extension Order Increasing the Allocations to Pension Insurance and Amendment to the Control of Financial Services
After about a year of uncertainty about the pension insurance allocation ratios according to Amendment number 12 to the Control of Financial Services (Provident Funds) Law of August 2015, the matter has recently been resolved.
Human Resources Forum Half Year Event
Our Head of Employment Department will participate in the Human Resources Forum Half Year Event taking place on September 14th. She will discuss the terms of employment in the weekly rest period.
New Financial Reforms
During July, the Knesset passed the Control of Financial Services (Regulated Financial Services) Law. The Law is a harbinger of efforts to regulate the provision of financial services that had not been supervised up until now, apart from certain aspects pertaining to money laundering and the Regulation of Nonbank Loans Law. The Law also unifies the handling of all matters relating to the regulation of these services under one roof.
Barnea & Co. Represented Stride Gaming PLC
Adv. Karin Kashi of Barnea represented Stride Gaming PLC, an online Bingo operator traded on AIM, London, in a major transaction recently. The Stride group acquired the assets and shares of Tarco Limited and Netboost Media Limited for consideration of up to GBP 40.2 million. GBP 22 million of the amount will be paid in accordance with the 2017 EBITDA of the acquired businesses.
Cellect Biotechnology Completes NASDAQ IPO
In July 2016, Cellect Biotechnology announced that it had completed its NASDAQ IPO, raising USD 8.4 million. Cellect Biotechnology will be traded on NASDAQin parallel with its listing on the Tel Aviv Stock Exchange. Barnea represented a group of US underwriters, led by H.C. Wainwright, LLC, in the process of submitting Cellect Biotechnology's prospectus for the listing. Cellect Biotechnology develops innovative technologies in the stem cells sphere.
Agtech: Why Israel Makes Sense
If you think about fertile land for agricultural development, Israel probably doesn’t immediately come to mind. But perhaps it should. Despite a desert climate and the relative youth of the country, Israel’s technological development has created a boom in agricultural innovation, with technology that helps farmers and companies develop healthier, higher-quality foods. With the challenges facing the world’s farming and crops markets, this tiny country provides a wealth of opportunity moving into the future of agriculture.
Barnea & Co. represents Maurice Haliwa
Adv. Zohar Lande and Adv. Yaacov Gershoni from the Litigation Department at Barnea are representing Maurice Haliwa, a shareholder in Manor A.D. Construction & Investments Ltd. Mr. Haliwa filed a lawsuit against Jacky Ben-Zaken and Avraam Nanikashvili in the amount of NIS 18 million.
Barnea represented Pharma Cosmetics Laboratories Ltd.
Our Litigation department represented Pharma Cosmetics Laboratories Ltd. (formerly HL Cosmetics Laboratories) in an IP claim against a beautician and her partner. The Rishon Lezion Magistrates Court recently awarded compensation in favor of Pharma and rejected the defendants' claim that the Copyright Act does not apply to the images and texts they copied from Pharma’s website.
Hedge Funds Do Not Need Regulation
An op-ed in The Marker by lawyers from our Capital Markets Department argues that the harm caused by applying the regulatory regime for hedge funds far outweights any potential benefit and may even lead to the collapse of the entire industry.
Interview on Nochi Dankner's Conviction for Securities Fraud
We were interviewed by several media outlets following Nochi Dankner's conviction for securities fraud. Dankner, who formerly controlled the IDB Group, was one of the most powerful figures in the Israeli economy. We noted that the verdict and the extensive media coverage surrounding it significantly contribute to the deterrent effect of the Israel Securities Authority and the prosecutor’s office.
Proposal to Reconsider Israel Securities Authority's Activist Regulatory Model
An article on the proposal to reconsider the Israel Securities Authority's activist regulatory model for public companies, allowing them to enjoy wider business and legal maneuvering room.
Brexit Effect on Real Estate Market in Britain
This interview by Ynet explores the possible economic implications of the Brexit vote on real estate prices. Our expert advises to wait and see how much prices drop before buying or selling property in the country.
Israel: A Clean Tech Nation
Our world today looks very different from what we knew even twenty years ago. Climate change has emerged as a concern across the globe. With this, though, new opportunities have risen for investors and entrepreneurs in the area of clean and renewable energy. Israel has embraced this more than any other country by fostering growth and embracing policies to encourage and develop new small business in this area. More and more, Israel has stepped forward as the world’s leading clean tech nation.
Further Concessions to Public Companies
A number of legislative amendments relating to the capital market have been promulgated recently, including
Barnea & Co. Represents Hanan Mor Group
Barnea represents Hanan Mor Group, a public traded company, and other companies of the Hanan Mor Group, in a lawsuit filed against them by the contractor relating to a number of real-estate projects. The contractor claimed damages and requested an order to prevent the forfeiture of bank guarantees. The court rejected the contractor 's request. The court also accepted in full the arguments raised by Barnea and criticized the conduct of the other party, pointing out that the version of the other side "raises questions". The court awarded Hanan Mor Group fees and costs in the amount of NIS 12,000.The Hanan Mor Group is represented by Adv. Zohar Lande, Adv. Itay Wigoda and Adv. Shachar Parnes from the Litigation Department at Barnea
Minister Haim Katz Questioned over Insider Trading Allegations
Following suspicions that Likud minister Haim Katz used insider information for financial gain, we were interviewed by the Reshet B radio station; At London & Kirshenbaum, a current affairs news show on Channel 10; and Globes.
China-Israel Relations: What You Need to Know
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.
Things you need to know about stock options
How options are being used as a tool to address start-ups’ challenges in recruiting, incentivizing, and retaining quality employees.
We recently published an article on the IDC Legal Clinic for Start-ups website, reviewing the basic concepts of stock options, the process of adopting a stock option plan, and the various routes available for companies to implement it.
5 Myths About Renewable Energy
Sources of renewable energy include, among others, wind energy, solar energy, and hydroelectric energy. With different groups fighting to maintain or increase their relevance on the world energy stage, many myths about these energy sources pervade our understanding of how, and how well, they work. Five myths in particular emerge consistently, and should be overcome for you to better understand how the world is powered.
ISA Staff Position: Trading Fraud – Has the Ship Sailed?
Our recently published article critiques the Israel Securities Authority's staff position outlining conduct that may be deemed trading fraud. It includes a brief comparative review showing that the staff position is problematic and does not provide clear guidance to market participants. The article further notes that similar position papers issued in other jurisdictions tend to set out general guiding principles rather than a detailed and specific list of acts said to constitute fraudulent trading.
Barnea & Co. represented East and West Stores Ltd
Barnea represented East and West Stores Ltd, a leading importer of foods into Israel from the Far East, in a dispute concerning the use of the trade name "East and West" and its trademarks.
Following an appeal to the Supreme Court filed by our litigation department, the ruling made against the Company by the District Court ,which prohibited the Company from using the trade name "East and West" in some markets, was reversed (our firm was not involved in the District Court action).
The Supreme Court also reversed the contempt of court ruling issued against the Company.
East and West Stores Ltd. was represented by Adv. Zohar Lande and Adv. Itai Wigoda. Adv. Ilan Blumenfeld assisted on the commercial aspects.
The watershed of the purchasing group- Interview with Ariel Nadler
A conversation with Ariel Nadler regarding purchasing groups and the pros and cons thereof.
Enforcement Agreement – Is a Confession Required?
An article examines the willingness of the Israel Securities Authority (ISA) to enter into an enforcement agreement without requiring the violator to confess to the offense or assume responsibility for it. It further argues that the criteria applicable to administrative enforcement do not necessarily overlap with those governing criminal enforcement, and that no correlation between the two should be assumed. In addition, the article compares the enforcement agreement policies of the ISA and the United States. It concludes that enforcement agreements without an admission of liability are not inherently illegitimate, and that intervention in the ISA's discretion would be justified only where the enforcement agreement is fundamentally flawed.
Algorithmic Trading - An article by Moran Bickel
In recent months the ISA has stopped the activity of many algo-trading companies, because their businesses constitute investment portfolio management without a license required by law. In an opinion article in Bizportal, Adv. Moran Bickel argues that the ISA should create a specific regulatory system in order to assess algo- trading companies.
Every country in crisis is an opportunity for invesotrs?
Adv. Gal Oren was interviewed by the prominent Israeli business newspaper, Globes, for an article regarding the financial opportunities to be found in countries suffering economic crises.
Israel Broadens Definition of Accredited Investor
The prestigious Bloomberg BNA’s World Securities Law Report published an article by Ron Shuhatovich discussing the recent order of the ISA regarding the accredited investor definition.
Raising of the retirement age for women- Globes magazine
Our head of the employment department, was interviewed by Globes magazine (in Hebrew) regarding the raising of the retirement age for women "this move is important both for promoting gender equality and for the status of women in the labor market, but I believe that the Israeli labor market is not ready for it".
Compensations for late delivery of new apartments
Developers can no longer rely on changes to an apartment, requested by the purchaser, as reason to avoid payment of compensation for late delivery. This was ruled recently by the Supreme Court in a case involving a dispute between purchasers of an apartment and a contracting company.
The Sale (Apartments) Law states that a delay of over 60 days from the date specified in the sale contract for the delivery of the apartment to the purchaser, means that the purchaser will be entitled to compensation without proof of damage, and this from the first day of delay.
In the abovementioned case, the sale contract which was signed by the purchasers and the contracting company stated that any request to change or supplement the apartment will postpone the delivery date of the apartment for at least 60 days.
It should be noted that clauses of this nature are common and appear in almost every sale contract from a contractor.
The Supreme Court ruled that the wording of the relevant clause is broad and vague, and gives the contractor unlimited options to determine the date of delivery, which creates uncertainty among the purchasers. Thus, the contractor prevents the purchasers from preparing themselves for a new and clear date on which the apartment will be delivered to them, and to plan their moves accordingly.
The Court further ruled that from now on, the contractor cannot rely on sweeping clauses in apartment sale contracts, which include provisions exempting him from paying compensation for delays in delivery of apartments, in any case where changes to the apartment were ordered by the purchasers.
However, the Court held that the parties can agree, for example, on a new and concrete postponed delivery date, in the case of making changes in the apartment at the request of the purchaser, in a later agreement signed by the parties.
The Court also noted that a new and postponed delivery date that will be determined by agreement, as mentioned, may be examined by the Court, in terms of its reasonableness in relation to the scope of changes made to the apartment and their nature.
Corporate Governance – From Procedural to Substantive
An article discusses the need to examine corporate governance in substantive terms rather than solely through a procedural lens. It reviews the development of corporate governance in Israel from its adoption in the mid-2000s to the present, and outlines general principles for its future evolution while emphasizing the integration of substantive tests that would enable corporate governance to be implemented in an optimal manner.
Bizportal magazine interviewed Ariel Nadler for his comments on the change in the Sale Law
As an expert in Real Estate, Adv. Ariel Nadler was interviewed by Bizportal magazine regarding the change in the Sale Law, approved this morning by the Israeli Government. Ariel commented- "the only thing that can hurt homebuyers is the reduction of the Sale Law guarantees given to buyers of apartments, by the amount of the VAT element. This means that in the event of the realization of the guarantee, where the purchaser has paid VAT funds, the return thereof to the buyer will not be guaranteed.’’
Amendment to the Definition of “Classified Investor” in the Israel Securities Law
As part of the Israel Security Authority’s (ISA) measures to relax certain existing regulations, it has promulgated the Securities Order (Amendment to the First Addendum to the Law) regarding the definition of a “classified investor.” This amendment will come into effect on March 25, 2016.
Relocation Seminar for employers
Barnea is pleased to be hosting a seminar for employers on relocation on March 9, 2016. The seminar will take place at our offices. At the seminar we will discuss various aspects of the relocation process. Among the speakers will be Zvi Kan-Tor, partner at Kan-Tor & Acco, as well as Michal Daliot and Hanni Ben-Shimol from Relocation. The seminar is being held in cooperation with Kan-Tor & Acoo and Relocation office.
Adv. Daniel Lorber represented Barnea as a judge on an investors panel
On February 15, Petah Tikva Entrepreneurial Community, in association with StarTAU, the Entrepreneurship Center at Tel Aviv University, hosted a panel of investment experts, which included Adv. Daniel Lorber. Participants presented their business venture ideas to the panel.
Entry of Foreign Mutual Funds to the Israeli Market
As part of the globalization of the Israeli capital market, the Financial Committee of the Israeli Knesset recently approved the Joint Investment Trust Regulations (Offer of Units of a Foreign Fund), according to which managers of foreign mutual funds may offer their funds to the Israeli public.
Barnea & Co. represents Edison Investment Research in an agreement with the Tel Aviv Stock Exchange
In order to assist investors in Israel and abroad make prudent and informed investment decisions, the TASE concluded an agreement with Edison Investment Research to promote a unique model that has not yet been tried in the Israeli capital market. The new model involves Edison doing independent analysis for high-tech and biomedical companies traded on the TASE. This venture will be partially sponsored by the Israeli Stock Exchange.
Nespresso suing Espresso Club for using George Clooney lookalike advert
Adv. Zohar Lande, head of the Litigation practice at Barnea, is representing Espresso Club Ltd., an Israeli corporation, in an IP claim filed against it by Nespresso and Nestle.
Update of the “Proper Management Rules” of Israeli Charitable Organization (‘amutah’)
Approximately two weeks ago, the Israeli Ministry of Justice issued a new revised edition of the booklet “Guidelines for Amutot conduct”, as well as a new and revised edition of the supplementary guidelines booklet regarding the “Registration of Amutot, Name, Objectives and Regulations”. These booklets include a number of revisions and clarifications to the previous drafting.
Barnea & Co. represents Espresso Club Ltd.
Barnea represents Espresso Club Ltd., an Israeli provider of home espresso machines using a capsule system, in a claim filed against them by Nespresso Israel, as well as the international Nestle and Nespresso corporations. The Plaintiffs’ claim that a TV commercial of Espresso Club, which features a George Clooney double, denigrates their brand's image and tarnishes Nespresso's reputation by ridiculing the Nespresso image. For the full article, Fox news, please click here
Barnea & Co. hosted Unistream's investment committee
As part of our cooperation with Unistream, our office hosted the Organization's investment committee.
At the meeting, the participants presented a business venture developed during the program.
Adv. Micky Barnea and Adv. Ronit Offir were chosen to be members of the jury, which also comprised CEO's and industry executives (eg. Microsoft), investment managers and directors of venture capital funds.
District Court in Tel Aviv dismisses claim by Malibu against the Har-Gil family
Adv. Zohar Lande and Adv. Gal Livshits represented the Har- Gil family, the defendants in a claim for NIS 13 million filed by the real estate company, Malibu. The dispute related to payments allegedly owed by the Har-Gil family with regard to a plot of land owned by the Har-Gil family, developed by Malibu. The District Court in Tel Aviv dismissed the claim with prejudice.
Employment law - Year End Summary
The year 2015 was characterized by legislative initiatives and interesting rulings relating to the labor market in Israel –employers became obligated to send written notices to job candidates about whether or not they have been accepted for employment, the issue of soccer games on Saturday and more.
Adv. Isaac Hanania to represent Barnea as a judge in an investors panel
On January 10, Petah Tikva Entrepreneurial Community, in association with StarTAU, the Entrepreneurship Center at Tel Aviv University, will host a panel of investment experts. Participants will present their business venture ideas to the panel.
A precedential judgment in the matter of transfer pricing shuffles the cards as to granting options to employees
A judgment in the Contira case was handed down two weeks ago in the district court which dramatically changes the Cost Plus issues relevant to certain Israeli companies which provideservices to a foreign relatedcompany. The judgment impacts on the situation where the Israeli company’s employees are granted options in the framework of Section 102 of the Income Tax Ordinance (capital track).
Finally, crowdfunding comes to Israel
Ariella Dreyfuss Adv. published an article in the leading legal English website "The Lawyer" discussing the new law in Israel relating to alternative means of raising funds. The goal of the law is to assist small Israeli companies in their efforts to raise funds through the social phenomena of crowdfunding, and the establishment of high-tech funds to be traded on a new index on the Tel Aviv Stock Exchange.
Barnea & Co. appoints new partners
Effective as of January 1, 2016, Barnea appointed 3 new partners: Ilan Blumenfeld who specializes in Antitrust laws, the Kibbutz sector and advising on corporate matters; Liat Keisary who specializes in advising private clients and on real estate law; and Ariella Dreyfuss who specializes in advising technology companies and on M&A transactions.
Release from liability, indemnity, and officers’ insurance in an Israeli charitable organization – is it possible?
Arrangements providing release from liability, indemnity and insurance to officers in an Israeli charitable organization ’amutah’ (or ‘amutot’ in plural; the Hebrew words referring to charitable organizations) (and in Israeli Public Benefit Companies) have been gaining momentum recently, both on the part of officers of such NPO’s who are seeking shelter under arrangements similar to those customary in business companies, and on the part of insurance companies, which consider third-sector organizations as being a market offering considerable untapped business potential.
2015 employment laws: important rulings made this year
The leading Israeli newspaper Globes, interviewed employment experts, including our Head of Employment Department in order to discuss the most influential rulings in this area.
Trends In The TMT Industry
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.
Exemption from responsibility, indemnification and insurance of officers associations - is it possible and how?
Arrangements for exemption from responsibility, indemnification and insurance of officers associations (in the benefit of the public) have been gaining momentum recently, both by officers in these organizations seeking shelter under these arrangements, similar to officers in commercial companies, as well as from insurance companies that see the third sector as a potential market.
Hungary- the standard VAT rate of 27% will be reduced in 2016 to 5% for the sale of newly constructed residences
Since the number of newly constructed apartments and houses dropped drastically in Hungary in recent years, the aim of the VAT amendment is to increase the number of residential properties available on the Hungarian market. Adv. Gal Oren, who has extensive experience in the Hungarian market, was interviewed by Calcalist.
Israeli private and public companies may submit documents to the Companies’ registrar in English
In an article published in The Lawyer and Lexology, Adv. Ariella Dreyfuss and Adv. Asaf Shalev explain that a new draft bill, published at the beginning of the month, proposes that Israeli private and public companies should be able to submit documents to the Israeli Companies Registrar in English. The aim of the bill is to ease the process for foreign parties interested in investing in Israeli business and participating in Israel’s high tech story.
Gambling via Mobile Device – Constraints and Opportunities
The online gambling industry generates billions of dollars annually and is one of the burgeoning industries on the internet today. The growth of this industry spurred online gambling operators to search for additional operating channels, besides PCs and laptops, such as applications customized for mobile phones and handheld devices that may be used on membership-based websites (such as online casinos).
Israeli Court eases TASE listing rules for foreign listed companies
The Economics Department of the Tel-Aviv – Jaffa District Court is continuing to issue precedent rulings, and this time, in relation to the interpretation of section 46.B. of the Securities Law, 5728 – 1968.
Discussions had been underway for some time between Mylan N.V., a foreign public company traded on the NASDAQ, and Perrigo Company Plc., a foreign company traded on the New York Stock Exchange and on the Tel-Aviv Stock Exchange, relating to Mylan’s potential acquisition of Perrigo’s shares. After these discussions failed to mature into a transaction, Mylan announced in the United States its firm intention of publishing a tender offer for Perrigo’s shares, despite the fact that Perrigo’s board of directors had rejected the offer (i.e., a hostile takeover).
Israeli home prices rose in Q3
Israel's Government Assessor published today the fact that home prices rose 1.4% in the third quarter of 2015.
Adv Ariel Nadler, head of our Real Estate Department, was interviewed by Bizportal, saying that he believes that only an all encompassing solution to the problem of high property prices in Israel can stop this upward trend.
The average price of a home continued to rise in the third quarter
Ariel Nadler was interviewed by Globes regarding the Government Assessors Office report of a 1% rise in home prices in Israel's 16 largest cities from the second quarter and a 3% rise from a year ago.
Draft Bill – New Transparency Obligations on Israeli NGOs with Foreign Funding
A new Israeli government draft bill was published last week for public comments – “Disclosure Obligations of Recipients of Support from Foreign Political Entities Law (Increased Transparency by Recipients of Support, when the Majority of their Funding is from Donations from Foreign Political Entities).”
The objective of this draft bill is to impose increased transparency on NGOs (associations/NPOs and public-benefit companies) regarding their activities, when the majority of their funding is from donations from ‘Foreign Political Entities’, beyond the transparency that is imposed on all recipients of such donations.
“Green Licensing” Reform in Israel
Recently, the Israeli Ministry of Environmental Protection published a preliminary draft bill relating to the proposed Integrated Environmental Licensing Law, 5775-2015.
This preliminary draft bill, which is based on the European Union’s Industrial Emissions Directive 2010/75/EU, was disseminated as a result of the Israeli government’s decision in April 2015 to work towards improving environmental regulations and encouraging “green” growth by promoting an integrated environmental licensing law. This came in the wake of the Israeli government’s commitment as part of its OECD accession process, after a number of years of collaborative efforts between the Ministry of Environmental Protection and other government ministries and after consulting with numerous authorities in the business, public and third sectors.
The Rise of Employees’ Unionization and Consultation Obligation during Transactions
The Collective Agreements Law provides that the union must represent the majority of unionized employees to whom the collective bargaining agreement applies, and no less than one-third of the total employees to whom the agreement applies. The union must notify the employer of its claim to be recognised as a representing body and the employer may examine the signatures of employees joining the union.
Summations filed in the Tisch versus Yogev case
After nearly three years of litigation proceedings relating to Edwin Tisch's claim against Ori Yogev, summations were submitted yesterday. Tisch claims that Whitewater and Yogev made false representations and acted fraudulently, causing Tisch to invest millions in Whitewater Holdings. According to Tisch, Yogev intoduced the project as the "Checkpoint" of the water industry, and "it is designed to change water treatment in Israel and abroad".
Israeli Supreme Court rules that Loan Agreements may require a Prospectus
Recently, the Supreme Court handed down a ruling that constitutes a precedent: loan agreements which an entrepreneur offered to public investors are tantamount to “securities,” and therefore, require the publication of a prospectus, pursuant to the provisions of the Securities Law.
What you need to know about employment contracts
Employee rights in Israel are regulated by a long list of laws, extension orders and collective bargaining agreements. The perception of labor law is that it is primarily protective of employees vis-à-vis employers, and indeed, a basic rule of law states that employee contracts cannot derogate from rights prescribed in laws, extension orders and collective bargaining agreements, but may only supplement them
New amendments to the Israeli report regulations
As part of the series of reliefs that the Israel Securities Authority is promoting in order to ease the regulatory burden applied to entities under its supervision, a number of amendments to the Securities Regulations (Periodic and Immediate Reports), 5730 – 1970 were promulgated in the Official Gazette recently.
Our Firm will lecture at the Upper Galilee Human Resources Managers Forum
On 11/18/15 our firm will lecture in a Human Resources Managers Forum at Caesarea.
The forum includes CEO’s and HR managers of leading companies and meets once a month. We will give a lecture on the importance of labor agreement.
EU Court invalidates Safe Harbor Arrangement – repercussions for Israel
Recently, an official announcement was issued on behalf of the Law, Information and Technology Authority of the Israeli Ministry of Justice ("ILITA"), as a result of the ruling of the European Union’s Court of Justice invalidating the Safe Harbor Arrangement governing transfers of personal information from Europe to the United States – at this stage, the transfer of personal information from Israel to organizations in the United States on the basis of that arrangement is prohibited.
New Securities Regulations – Reporting Negotiations and Delaying Reporting
As part of its endeavor to streamline public reporting and ease some of the regulatory burden imposed on publicly listed companies, the Israeli Securities Authority (ISA) this week introduced an amendment to the Securities Regulations governing periodic and immediate reports. The amendment deals with a number of issues, including reporting on agreement negotiations and the companies’ right to delay public reporting.
Barnea & Co. represents AFI group
We represent the AFI group in a transaction for the construction two office buildings in Romania. The matter value is 50 Million Euro
Barnea & Co. represented Bruker Nano
Barnea represented Bruker Nano, an American company, traded on Nasdaq, in its acquisition of Jordan Valley Semiconductors for $53m.
The acquisition uniquely positions Bruker to offer unmatched solutions for advanced problems in nanotechnology research and semiconductor metrology.
Adv. Simon Jaffa and Adv. Daniel Lorber represented the client.
New ITA circular, Aug 2015
On August 16, 2015, the Israel Tax Authority published a new circular (number 8/2015), which is effective immediately. The circular presents the new material requisite tests and criteria for recognizing an organization as a ‘public institution’ pursuant to section 46 of the Israeli Income Tax Ordinance. Certification issued to an organization pursuant to section 46 of the Income Tax Ordinance confers a tax benefit, by way of tax credits to donors in respect of donations they grant to that organization, at a rate of 35% for an individual donor and 26.5% for a corporate donor (according to the corporate tax rate).
Barnea & Co. represented Kibbutz Shefayim
Kibbutz Shefayim filed a request yesterday to the Tel Aviv District Court to declare Yehuda Doron, the former treasurer of Kibbutz Shefayim, as bankrupt, if he does not pay within one week the sum of NIS 14.6 million. This amount represents the majority of the money in respect of which Doron was convicted of theft.
How the JOBS Act Changed the Rules of the IPO Game
A few weeks ago, a new law came into effect in the United States that made significant changes to how small companies can raise money.
The Jumpstart Our Business Startups Act (better known by its nickname, the “JOBS Act”) aims to ease the process for startups to seek investments, with a potentially dramatic effect.
Now, two years after the JOBS Act became law, we can look back and see just what effect these changes have had on the process of taking startups through initial public offerings (IPOs), and how this affects Israeli startups.
Court ruling with a deterrent effect – imposing personal liability on directors of an Israeli non-profit organization (NPO)
In May 2015, the Jerusalem District Court issued a judgment imposing personal liability in light of lawful conduct of the affairs of an NPO, on the general manager and authorized signatory of the NPO, as well as on the estate of the general manager’s father, OBM (who had been the chairman of the NPO’s executive board). The Court adjudged them personally to pay the inclusive sum of approximately NIS 13 million.
At issue is an NPO which, according to its formal-registered objectives, was established for the purposes of assisting victims of drug-related crimes, of increasing the public’s awareness of the pervasiveness of drug abuse, of providing information on drug-related issues and of increasing the public’s awareness of drug-induced violence.
Already in 2011, the court had issued a liquidation order against this NPO, after the Registrar of Amutot (NPOs) had appointed an investigator to investigate the NPO and his report of severe findings had prompted the Registrar to file a motion with the court to liquidate the NPO. At that time, based on the investigator’s report, the court had ruled that it was clearly the court’s duty to liquidate the NPO for the good of the public and appointed a liquidator for the NPO’s assets pursuant to the liquidation order.
The investigator’s report on the NPO indeed contained severe findings: that the NPO’s institutions were dysfunctional and failed to supervise the activities of the NPO’s general manager, whose actions were contrary to the interests of the NPO and had nothing to do with fulfillment and promotion of the NPO’s objectives, while misleading the NPO’s donors and exploiting their goodwill and ingenuousness. Thus, the report found, inter alia, that the NPO had raised a substantial amount of donations from the public, but took no action to promote NPO’s objectives; in fact, the gist of the NPO’s activities amounted to recruiting donations for the purpose of paying salaries to the NPO’s employees (which itself constitutes a prohibited distribution).
The report also found that, in addition to the routine fund-raising setup, the NPO also kept a separate extensive fund-raising setup that was off the NPO’s books; that the funds collected through charity boxes (approximately 1,500 charity boxes dispersed at different places of business) and payment vouchers never reached the NPO, but rather, were unlawfully misappropriated by functionaries at the NPO and used to pay salaries. The report also found that cash payments were being made to employees without duly reporting them to the tax authorities.
In light of all of the above, and as a result of the liquidator’s motion, the court ruled that the NPO’s general manager and the estate of the NPO’s executive board chairman (the general manager’s father) shall each be adjudged to return approximately NIS 6.5 million to the NPO, and collectively, approximately NIS 13 million. The judgment also appointed the liquidator (who was appointed pursuant to the aforesaid liquidation order), as the receiver of the real-estate assets and land rights of that general manager and on all assets of the chairman’s estate for the purpose of realization of the judgment and at the sum of the adjudged debt. Pursuant to the provisions of the Israeli (Non-Profit Organization) (‘amutot’) Law, the proceeds to be received in the NPO’s liquidation account as a result of the realization of the aforesaid assets shall be transferred to other NPOs having similar objectives for use towards fulfilling the objectives for which the public’s donations had originally been raised.
This judgment constitutes an example of the imposition of personal liability on directors and officers of an NPO without requiring any lifting of the corporate veil. Pursuant to the provisions of the law, a person may be held personally liable and adjudged to pay obligations and debts of an NPO if the NPO was being fraudulently operated or if inappropriate use was being made of funds by those in charge, while breaching the duties of fiduciary and care that are imposed on them (pursuant to sections 373 and 374 of the Companies Ordinance, which apply to an NPO under liquidation by virtue of section 54 of the NPO (‘amutot’) Law).
Furthermore, this judgment shines a spotlight on the importance of an NPO to act in accordance with its registered objectives and fulfillment of those. According to the provisions of the law, an NPO must act in accordance with its formal-registered objectives and prohibited from performing actions that do not fall within the scope of its objectives. Moreover, an NPO must utilize its resources (funds, assets, goodwill, equipment etc.) solely for the purpose of promoting its objectives. If an NPO has received funds, whether as donations or as support for the purpose of promoting a particular objective, it must use those funds for the objective for which they were provided and not for any other objective (even if such other objective does fall within the scope of the NPO’s objectives). Furthermore, if the representation given to donors is that a particular use shall be made of funds raised for the NPO, those funds must be expended for that purpose and may not be accumulated or allocated for other uses (even if they do fall within the scope of the NPO’s objectives).
Activities by an NPO that are not in conformity with its stated objectives may lead to its liquidation, to the imposition of personal liability on directors, officers and functionaries of the NPO, and even, in particular instances, to the imposition of criminal sanctions.
New Requirements Increase Risks for Directors
Does the new summary report which was published by the Israel Securities Authority on the subjects of dividend distributions and buy-backs of shares, place high barriers to the ability of boards of directors to pass future resolutions?
Employment of youths in the summer vacation
As an expert in Labor law, Marie Tsion was interviewed in the economic section of "Yedioth Ahronot" regarding the employment of youths in the summer vacation. Marie elaborated on the relevant requirements for an employer who decides to hire youths.
Barnea represents TDT Specialist SRL
Eli Reifman, former CEO of Emblaze, and managers at MCE Systems are being sued by a Romanian company,TDT Specialist SRL, for 63 NIS million. TDT is represented by Adv. Zohar Lande and Adv. Gal Livshits.
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As part of the coalition negotiations, the" HaBayit HaYehudi" party demands the amendment of the "Non-Profit Organizations" Law as a condition of its entry to the government. Adv. Asaf Shalev, who specializes in advising non-Profit organizations, has written in an opinion piece which has been published in Maariv.
April 2015 News flash – labor laws
An amendment to the Minimum Wage Law was recently promulgated, which will be gradually applied with reference to four periods. The first period begins on April 1, 2015, when the minimum wage is to be updated to NIS 4,650 (gross). The first update must be made in the April 2015 wage, which is payable at the beginning of May 2015.
All employers in the economy, including employers who are not employing employees at minimum wage, must specify the minimum wage rate in all pay slips. As a result, pay slips must be revised accordingly.
Pursuant to the law, for the purpose of calculating compliance with the minimum wage, base wage/combined wage, cost of living increases and permanent allowances being paid to employees on account of their work must be taken into account.
The subsequent minimum wage updates shall be as follows:
On April 1, 2016, the wage shall be updated to the higher of NIS 4,650 or 47.5% of the average wage in the economy as it shall be on that date.
On July 1, 2016, the wage shall be updated to the higher of the wage during the second period or NIS 4,825.
On January 1, 2017, the minimum wage shall be updated to NIS 5,000.
If you need additional details or advice regarding specific circumstances, feel free to contact our Labor Law Department.
How the new government will cope with failures in the real estate market?
Following last week's elections, "Eched Ha'am" Magazine organized a real estate experts round table in order to discuss the current real estate crisis, possible solutions and provide a forecast for the future. Ariel Nadler, partner and head of the Real Estate department at Barnea, spoke about market failures, the challenges and weaknesses in the existing solutions.
Election Day: Can the employer oblige you to work?
Election Day in Israel is considered a day off. The employer cannot oblige its employees to work without this day off - except for a series of public services established by the CEC. We were interviewed by Ynet regarding the rights of employees.
New Procedure for Work Visas for Foreign Experts
The Israel Immigration Authority recently published a new, experimental, streamlined procedure for issuance of work visas for foreign experts, allowing the holder to work in Israel for up to 30 days over a 12 month period.
Previously, multinational companies that wished to send professionals to Israel to work with their Israeli R&D centers or strategic partners for short periods of time were required to apply for and obtain a work permit (from the Ministry of Economy) and then a work visa at an Israeli consulate abroad, all before entering Israel.
Under the new procedure, application for a work permit for an expert employee will be expedited, with full processing completed within 6 days in most cases. Once the work permit is granted, the expert may enter Israel as a tourist, provided that he or she reports to the Immigration Authority within two business days of arrival, where the tourist visa will be converted to a work visa.
This new process should lessen the burden on multinationals or non-Israeli acquirers that require their expert employees to supervise operations in Israel, and it allows these companies to send their experts to Israel on an urgent basis.
Importance of employment contracts - Marie Tsion's lecture at the Human Resources Managers Forum
Marie Tsion to participate in a Human Resources Managers Forum at the Emek Yezreel Academic College. Marie was lectured about the importance of employment contracts and the way it may influence the position of HR manager in the organization.
Amendment no. 14 to the Non-Profit Organizations Law
Amendment no. 14 to the Non-Profit Organizations (Amutot) Law, came into effect in February, 2015.
The purpose of the Amendment is to hone the rules of corporate governance that apply to amutot and includes provisions designed to strengthen the nature of the audit in amutot, increasing transparency and strengthening the oversight and investigation authorities of the Registrar of Amutot.
The Amendment sets out provisions for the following issues: mandatory appointment of an internal auditor for an Amutah; expansion of the authorities of the Audit Committee (or the Audit Body of an amutah, as the case may be); granting oversight authorities and certification of supervisors by the Registrar of Amutot; expansion of the oversight authorities of the Registrar of Amutot through the use of external inspectors; expansion of the oversight authorities of the Registrar of Amutot regarding independent investigation of an amutah (and without the appointment of an external investigator); and various general provisions in a number of areas related to the relationship between the Registrar of Amutot and the amutot, and between the amutot themselves.
One of the main changes in the Amendment relates to a new entity in an amutah - the internal auditor. An amutah with a turnover exceeding NIS 10 million (or exceeding a higher amount to be determined by the Minister of Justice) - must appoint an internal auditor (“Internal Auditor”) in addition to the existing internal auditing bodies that are stipulated in the Amutot Law (Audit Committee, or the Audit Body as the case may be, and the Auditing Accountant).
The Internal Auditor will report to the Audit Committee on all matters related to professional issues, and to the Executive Board of the amutah on hierarchical-organizational matters. The appointment of the Internal Auditor will be done by the Executive Board of the amutah with the approval of the Audit Committee, and in the event of a disagreement, the General Assembly will decide.
Responsibilities of the Internal Auditor include, inter alia: (a) submitting a proposal for the annual or periodic work plan for the approval of the Executive Board, after the Audit Committee has examined it, and the Executive Board will approve it, with the changes it sees fit; (b) conducting an internal audit, in addition to the aforementioned work plan, on matters that may arise for urgent examination as imposed upon him by the Executive Board or the Audit Committee; (c) submitting a report on the findings as part of the annual and/or periodic work plan - to the Executive Board, CEO and the Audit Committee of the amutah.
Amendment No. 14 also includes provisions which expand the authorities of the Audit Committee (or the Audit Body of an amutah, as applicable). Such expansion includes identifying and fixing problems in the amutah’s business administration, inter alia, by consulting with the amutah’s Internal Auditor or with its accountant, and to make proposals to the Executive Board regarding ways of correcting such problems.
Additionally, added to the authorities of the Audit Committee, is the authority to examine the internal auditing system, including the Internal Auditor’s work plan, the amutah’s accountant remuneration and also to make arrangements regarding the manner of handling complaints brought by amutah employees regarding flaws in the conduct of its business and regarding the protection that will be provided to employees who complain, as aforementioned.
Dispute between Israeli company and Royal Jordanian Airlines erupts over package tours for Israeli Arabs to Saudi Arabia via Jordan
Milad Aviation Ltd., an Israeli company, is claiming that Royal Jordanian Airlines negotiated in bad faith for many years, delaying the conclusion of a written agreement, and then hijacked the whole venture for themselves. Milad Aviation Ltd, represented by Adv. Zohar Lande, threatens lawsuit of NIS 20 million against Royal Jordanian Airlines. For the full article, please click here
Draft maritime zones bill to clear the water for Oil & Gas Exploration
The recent decision of the Antitrust Commissioner with regard to the existence of a natural gas monopoly illustrates all the more emphatically the absence of an orderly legislative framework to regulate all matters pertaining to oil and gas exploration and production in Israel.
Nevertheless, moves are being made to clarify the regulatory framework concerning off shore Oil & Gas. A few weeks beforethe Commissioner’s decision, the government had submitted a draft bill to the knesset on the matter of Israel's maritime zones.
The draft bill is worded in a way that adopts the customary provisions of the international Convention of the Law of the Sea of 1982, even though the State of Israel is not one of its signatories.
The draft bill defines five maritime zones, including the exclusive economic zone of the State of Israel. Besides defining the boundaries of the exclusive economic zone, the draft bill also prescribes the State’s powers and authorities and the laws that shall apply to that zone.
The adoption of the draft bill by the knesset will create certainty and reduce the ambiguity surrounding all issues pertaining to oil and gas exploration, production, utilization and management in Israel’s economic waters. and should encourage foreign companies to consider entry into the Israeli market.
Marie Tsion will lecture at the Upper Galilee Human Resources Managers Forum
On 12 February 2015, Marie Tsion, head of employment law, will participate in the HR Managers Forum of the northern region. The forum includes CEO’s and HR managers of leading companies and meets once a month at the Upper Galilee Regional Council.
Whitewater Holdings must pay 127 000 NIS to its former Vice President, Aviad Caspi
The Magistrate's Court in Tel Aviv accepted the claim of "Mika Benroy", a company owned by Mr. Aviad Caspi, a former business development vice president of Whitewater Holdings. Caspi is also the son in law of businessman, Edwin (Benny) Tish. Caspi submitted the claim against Whitewater Holdings, of which Uri Yogev is the founder and former Chairman of its Board of Directors .
The Magistrate's Court decided that Whitewater Holdings must pay an amount of approximately 127 000 NIS to "Mika Benroy" (Caspi’s company) for services given to Whitewater Holdings, for which no consideration had been paid.
The suit was filed by Adv. Zohar Lande, Adv. Shai Sharvit and Adv. Itay Wigoda from Barnea
You’ve been on a job interview but are still waiting for an answer? The employer must now inform the job seeker
The new amendment to the Notice to Employee will require employers to give written responses to job applicants whether or not they have been hired. The new amendment will take effect at the end of January.
Today, hiring procedures can include a number of in-house interviews, assessment centers and more. Thus the employee recruitment process has become increasingly longer. Candidates often have to wait lengthy periods before receiving a reply from employers and sometimes do not get a reply at all. Candidates are left with considerable uncertainty regarding the important issue of pursuing a career. The amendment is intended to address these issues.
The Treatment of Electrical and Electronic Equipment and Batteries Law
The Treatment of Electrical and Electronic Equipment and Batteries Law came into effect recently. Asaf Shalev,head of Environmental Law at Barnea & Co explains the Law and its ramifications for suppliers, distributors and marketers.
Treatment of Electronic Waste
The Environment Treatment of Electrical and Electronic Equipment and Batteries Law came into effect recently, as well as the regulations promulgated thereunder. The Law and the regulations prescribe arrangements for the environmental treatment of electrical and electronic equipment, batteries and accumulators in Israel in order to encourage re-use of electrical and electronic equipment, batteries and accumulators and in order to mitigate the negative effects of such equipment and batteries and of the waste generated by them on the environment and on public health.
Barnea & Co. represented Israel Natural Gas Lines
The Real Estate department, headed by Ariel Nadler, represented Israel Natural Gas Lines in the petition filed against it by Kibbutz Regavim. The judge rejected the petition stating that she did not see a reason to interfere in the government’s decision. In her view, once the safety concerns had been cleared, the kibbutz should have withdrawn the petition, which it did not do, The kibbutz will have to bear petition costs of NIS 4,000,000.
Formation of a Governmental Committee to Review Mining Royalties is Not Grounds for Arbitration
The Jerusalem District Court recently issued its ruling in the matter of Dead Sea Works Ltd. vs. the State of Israel. The proceeding included a discussion of Dead Sea Works’ petition to activate the arbitration clause stipulated in its concession agreement with the State of Israel. The petition was filed after the State refused to appoint an arbitrator pursuant to the arbitration clause.
Dead Sea Works sought to refer to arbitration the very formation of the Sheshinski Committee, pleading that it constitutes a violation the State’s covenant not to raise the rate of royalties payable by the Dead Sea Works for its mining license. Indeed, the Sheshinski Committee was formed for the purpose of reviewing the State’s policy on royalties due in consideration for the use of Israel’s natural resources.
The District Court rejected Dead Sea Works’ petition. It ruled that the mere formation of the Sheshinski Committee does not give rise to a dispute according to the arbitration mechanism prescribed in the concession agreement.
The Court issued its ruling based on the specific language of the arbitration clause in the concession agreement; it is conceivable that Dead Sea Works might have been allowed to pursue its position through arbitration proceedings had the arbitration clauses been worded differently.
Court decision on temporary residence abroad
On 21 October 2014, the Haifa District Court handed down its decision in “Yael Zor v the Tax Assessor Haifa” concerning temporary residency abroad. The case relates to a senior employee of a multinational enterprise the shipping company, Zim, who worked in Hong Kong for a subsidiary of the group from January 2006 to August 2008.
Time to Start-Up! Follow the Challenging Road
Barnea and The MIT Enterprise Forum of Israel is delighted to invite you to a unique seminar: Time to Start-Up! Follow the Challenging Road. The event will take place on 19th November 2014, 16:30 - 20:15 at the Tel Aviv University.
Being followed at work: what is allowed and what's not?
The increased use of technology in the workplace has created new concerns for both employers and employees in the area of privacy. Do Employers have the right to monitor their employees? Read more.
Barnea & Co. is growing
The firm welcomes Adv. Ezra Katzen , a new partner in the technology department, Adv. Daniel Lorber and Adv. Mayer Winkler that will work in the firm’s commercial department.
Ms. Hana Gertler (Co-founder of Whitewater) will testify in the “Whitewater Holdings” trial
International Labor and Employment Law Committee
During the International Labor and Employment Law Committee Midyear Meeting in Tel Aviv, the Committee asked a panel of leading attorneys, which included Marie Tsion. The panel dealt with women in a global practice and the challenges they face. To read more, please click here
The publisher Israel Mizrahi is suing his former partner
The publisher Israel Mizrahi is suing his former partner Lior Sharf in an amount of about NIS 11 million, claiming that he has been misled through cover-up and concealment" Mizrachi, represented by adv. Zohar Lande and Daphne Klein, from Barnea, claims that Mr. Sharf covered up and concealed financial information related to Agam Publishing, their former business partnership.
Barnea & Co. represented "IN SPI AIR"
The Tel Aviv District Court rejected yesterday (Tuesday) a claim of NIS 67 million that was filed by the Canadian businessman David Geller, against the LR Group and start-up "IN SPI AIR".
IN SPI AIR was represented by adv. Zohar Lande and adv. Gal Lifshitz
Zero VAT plan for new homebuyers
The Israeli Minister of Finance, Mr. Yair Lapid recently proposed that a couple with at least one child intending to buy their first apartment from a contractor will not be obliged to pay VAT. The head of real estate department at Barnea, Ariel Nadler, agrees that this proposal will allow young couples to buy an apartment, however, this step is not enough in order to change the current real estate situation in Israel. Calcalist, 19.3.14.
A public offer in Israel of securities of a foreign corporation is subject to the Israeli Securities Law – even if there is a foreign law and jurisdiction provision
The Tel Aviv District Court recently issued a decision clarifying that a public offer in Israel of securities of a foreign company is subject to the provisions of the Israel Securities Law, even where the investment agreement stipulates that it will be subject to a non-Israeli law and dispute resolution jurisdiction.
In the case at issue, a Cayman Island entity raised from a group of more than 100 Israeli investors about USD 10 million to be used for the construction of a hotel in Thailand. The investment agreement included a provision applying Thai laws and specifying Thailand as the exclusive dispute resolution venue.
Subsequently, certain of the investors filed a lawsuit claiming that the securities had been sold in violation of the Israeli Securities Law, which prescribes, inter alia, that “no person shall offer securities to the public other than pursuant to a prospectus, the publication of which has been authorized by the Israeli Securities Authority”.
The defendants, on their part, filed a motion to dismiss the lawsuit in limine and a motion to hold a hearing on the Thai jurisdiction stipulated in the agreement.
In its decision the court rejected the motion to dismiss the claim and ruled that the relevant provisions of the Israeli Securities Law are not discretionary, and that a foreign law and jurisdiction provision in an agreement is not legally binding if it relates to a dispute relating to laws designed to protect the public in Israel.
For more information, please fell free to contact Michael Barnea, managing partner and head of Capital Markets & Securities department
Mediation between Ori Yogev and Benny Tisch regarding “Whitewater Holdings” has failed
The Canadian businessman, Benny Tisch, has filed a claim against Ori Yogev, currently Director of the Government Companies Authority, in the amount of NIS 15 million. Tisch claims that Yogev made false representations and acted fraudulently, causing Tisch to invest millions in Whitewater Holdings. Whitewater Holdings is in liquidation and creditors are owed NIS 19 million.
The former shareholer in Vita will not be sued
The Tel Aviv court has overturned and a court order allowing service of the claim against a former shareholder in a company called "Vita" outside of the Israeli jurisdiction.
Offering securities through an online platfor
There is a growing interest in raising funds online. This is owing to the fact that the Internet provides a wide exposure to diverse audiences. This creates an opportunity for small enterprises to be exposed to alternative and new financing options, that in the normal course would not be available to them. This, in turn, allows the enterprise to widen their circle of potential investors.
Sea view real estate
Before buying real estate close to the sea, Adv. Nadler advises that a buyer must bear in mind that the corrosion to buildings that are located near to the edge of the sea is substantial. "Maintenance issues are important factors to consider because of the dust and sea spray. You should also be aware that there are higher maintenance costs involved in owning an apartment near the sea arising from dust, dirt, corrosion and external maintenance to the property.
It's also very important to have proper and ongoing maintenance to the property and this incurs a substantial cost. So if you calculate the apartment price whilst factoring in the higher maintenance costs the fee per square meter of the property would be a higher fee per square meter calculated in the purchase price and may be a lot greater than may be anticipated.
A residential plot in Herzliya was sold for NIS 32 million
The plot, that can accommodate 43 units, was put out to tender after there was a dissolution of ownership in the plot between the owners. This emanated from the owners failing to reach the agreement between themselves as to whether to proceed with either developing the plot or selling it.
The tender and sale process was managed by Attorney Ariel Nadler, head of the real estate law department at Barnea To read more, please click here
Claim in the amount of NIS 15,000,000 against Uri Yoggev
Claim in the amount of NIS 15,000,000 against Uri Yoggev: "He has provided false representations and has acted fraudulently". The claim was filed through Advocates Zohar Lande, Shay Sharvit and Itay Wigoda of Barnea Law Offices. To read more, please click here
Barnea & Co. filed an urgent request for provisional foreclosure and a prohibition of disposition order against Gad Zeevi
Advocates Zohar Lande and Itay Wigoda of Barnea filed an urgent request for provisional foreclosure and a prohibition of disposition order against Gad Zeevi. The purpose of the request is to guarantee that Gad Zeevi will pay to Zeev Rom the amount awarded to Zeev Rom in recent litigation.
The ICC Group was sued by the Administrator General
The ICC Group was sued by the Administrator General for 150 million NIS, who argued that the trustees acted in severe negligence while cancelling the loss of profits insurance. The group is represented by Advocates Zohar Lande, Shai Sharvit, Itay Wigoda and Levi Metchnik of Barnea

