Clients updates / Mergers and Acquisitions

The Israeli court’s ruling further details and explains the complicated tax issues that may arise from business restructuring and from transactions that create such restructuring.

The new format heralds a reduction in the volume of transactions that require reporting. However, it imposes a far heavier burden on parties to transactions that do require reporting, even for mergers posing no competitive concerns.

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.

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.

The Israeli Law, Information and Technology Authority (ILITA) recently published a new draft directive regarding the handling of customers’ personal information (which is organized as a registered database or as a database under compulsory registration) when it is held by an acquiree company and is being transferred to the acquirer company within the scope of a merger or acquisition transaction.