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Latest Updates / Capital Markets
May 19, 2016
Minister Haim Katz questioned over insider trading allegations
Following the suspicions that Likud minister, Haim Katz, used insider information for financial gain, Dr. Zvi Gabbay was interviewed by Reshet B Radio station, at London Kirshenbaum, a current affairs news show on Israeli Channel 10, and by Globes.
May 2, 2016
Securities and Exchange Commission's Staff Position - Trading Fraud - Has the Ship Sailed?
An article by Adv. Zvi Gabbay that critiques the Israeli SEC's staff position paper it issued and which details actions which may be considered as "Trading Fraud".
A short comparative review which was mentioned in the article indicates that the Israeli SEC’s staff position paper is problematic, hence it does not provide clear guidelines to the players involved in trading.
Similar positions issued in other countries lean towards providing guiding principles, as opposed to a detailed specific list of actions, as indicating fraudulent trading.
April 18, 2016
Dr. Zvi Gabbay and his team are joining Barnea & Co.
Dr. Zvi Gabbay, who was previously head of administrative enforcement at the Israel Securities Authority, will be joining our firm with five lawyers from his team. Micky Barnea commented to Globes regarding this expansion "together we create integrated capabilities that can handle a variety of challenges that the world of public companies and financial regulation present".
April 1, 2016
Enforcement Agreement - Is Any Confession Required?
An article by Adv. Zvi Gabbay that examines the willingness of the Israeli SEC to sign an enforcement agreement without a confession with regards to the offence by a violator and without such violator taking responsibility for such offence.
Additionally, the article states that comparing the administrative enforcement with the criteria of criminal enforcement would not necessarily be overlapping, and one not should expect a correlation between them.
Moreover, the article compares both the Israeli enforcement agreement policy and the United States enforcement agreement policy. The conclusion is that enforcement agreements without confession are not illegitimate and the intervention in the SEC's judgement will be acceptable only when there is a fundamental flaw in the enforcement agreement.
March 15, 2016
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.
March 1, 2016
Corporate Governance - From the Procedural to the Substantive
An article by Adv. Zvi Gabbay that discusses the need to examine Corporate Governance in terms of its substantiveness and not just through a procedural form. The article reviews the development of Corporate Governance from the time it was adopted in Israel in the mid-2000’s to the present and delineates general principles for further future developments, while highlighting the integration of tests of substantiveness that would allow the implementation of Corporate Governance in an optimal manner.
February 25, 2016
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.
February 14, 2016
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.
February 9, 2016
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.
January 27, 2016
Micky Barnea was interviewed by Globes and asked how TASE can encourage high-tech companies to register on the Israeli stock exchange
As an expert in Capital Markets, Micky Barnea was interviewed exclusively by Globes regarding the TASE "poor year" in 2015. In the interview, Micky describes the reasons for the situation: stifling regulation, low turnover, high costs, and describes what he thinks TASE should do in order to attract new companies to TASE.
January 4, 2016
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.
January 3, 2016
Finally, Crowdfunding comes to Israel
The social phenomena of crowdfunding, adopted by high-tech startups as an alternative means to raise funds, was previously limited in Israel by Israel’s Securities Law. Section 15 of the law dictates that any offer or sale of shares to the public (i.e. to more than 35 potential investors) requires the issuance of a prospectus approved by the Securities Authority; a timely and costly endeavor, rendering crowdfunding prohibitive in Israel.
November 25, 2015
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).
November 4, 2015
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.
November 3, 2015
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.
October 25, 2015
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.
August 19, 2015
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.
August 4, 2015
225 companies have been de-listed from the Tel Aviv Stock Exchange in seven years - why it happened, and how to stop the flight?
Controlling shareholders and company managers complain about the stifling regulation, low turnover, high costs, the intervention in determining wages, and a negative image following the social protests. The leading newspaper, TheMarker, interviewed stock exchange experts, amongst them, Micky Barnea, to discuss why it happened, and how to stop the flight.
July 12, 2015
How to sprinkle star dust of the high-tech industry on the TASE?
The Israeli corporate governance rules discourage technology companies from listing on the TASE. However, with some simple steps this all can be changed. Israel's position as the Startup Nation is reflected in the fact that multiple local technology companies are listed on the US and London Stock Exchanges. However, the TASE has never managed to make itself an attractive target for Israeli high-tech companies. Thus, while many technology companies today prefer the purchase option of an initial public offering, such companies seeking to issue shares do not regard the TASE as an attractive or even relevant option. They prefer to turn to international exchanges.
June 30, 2015
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?