Best Debt Capital Markets Lawyers in Hod HaSharon

About Debt Capital Markets Law in Hod HaSharon, Israel

Debt capital markets law covers the legal framework that governs the issuance, sale, trading and enforcement of debt instruments - for example corporate bonds, notes, debentures and structured debt - in Israel. Hod HaSharon is a municipality within the central district of Israel. Legal practice for debt capital markets (DCM) in Hod HaSharon follows national law and national regulators, while local attorneys and firms often provide direct client service from offices in Hod HaSharon or nearby Tel Aviv and the Gush Dan area.

Typical DCM transactions include public bond offerings listed on the Tel Aviv Stock Exchange, private placements to institutional investors, securitisations, bank-led underwriting, liability restructurings and trustee-led enforcement actions. Lawyers advising on DCM matters help clients with offering documentation, regulatory clearance, negotiation of covenants and security, tax and foreign-investor considerations, trustee matters and dispute resolution.

Why You May Need a Lawyer

Debt capital markets transactions are highly regulated and often involve multiple stakeholders - issuers, underwriters, trustees, rating agencies, investors, regulators and sometimes cross-border parties. You may need a DCM lawyer in the following common situations:

- You plan to issue public bonds or list debt securities on the Tel Aviv Stock Exchange and need help with prospectus preparation, ISA filings and listing procedures.

- You intend to carry out a private placement or draw on shelf registrations and need advice on prospectus exemptions, investor eligibility and disclosure standards.

- You are negotiating terms with underwriters, institutional investors or arranging a credit facility that will be converted to publicly-traded debt.

- You need to create or perfect security packages - for example mortgages, pledges, assignments or trust arrangements - and to draft intercreditor agreements.

- You are advising or acting as a trustee for bondholders, or you are a bondholder seeking to enforce rights after a default.

- You require tax structuring advice related to interest withholding, cross-border payments or double tax treaties as they affect returns and net proceeds.

- Your issuer is facing distress and you need help with a restructuring, scheme of arrangement, voluntary re-profiling or insolvency proceedings.

- You are a foreign investor considering participation in Israeli debt offerings and need guidance on regulatory compliance, withholding tax and exchange control implications.

In each of these scenarios a specialised lawyer helps reduce regulatory and commercial risk, ensures documents reflect market standards and investor expectations, and represents your interests in negotiations and regulatory interactions.

Local Laws Overview

Several Israeli laws and regulatory frameworks shape how DCM transactions are structured and executed. The key legal elements to know are:

- Securities Law, 1968 - the principal statute governing public offers, prospectus requirements, disclosure obligations, market manipulation and criminal and administrative sanctions for misstatements. The Israel Securities Authority - ISA - enforces compliance with the Securities Law and issues rules and directives.

- Companies Law, 1999 - governs corporate governance, board authorisations, shareholder approvals and director duties that affect any corporate issuer of debt.

- Insolvency and Rehabilitation Law, 2018 - the primary insolvency regime for corporate debtors, providing mechanisms for restructurings, rehabilitation plans and creditor procedures. The law affects creditor rights and restructuring options for distressed issuers.

- Banking Law and Bank of Israel supervisory rules - relevant for bank underwriting, syndication and for banks acting as intermediaries in DCM transactions.

- Prohibition on Money Laundering Law and related AML/KYC regulations - regulate onboarding of investors, know-your-client and suspicious activity reporting obligations for intermediaries.

- Tax laws - the Income Tax Ordinance and related tax regulations affect interest taxation, withholding obligations on cross-border payments and tax-efficient structures for issuers and investors.

- ISA rules and directives - day-to-day operational rules, including prospectus formats, continuous reporting and shelf offering procedures, exemptions for private placements and rules on trustee appointment and duties.

- Tel Aviv Stock Exchange rules - listing and trading rules impose additional requirements when debt instruments are listed on TASE, including reporting, market-making and trading mechanics.

Practically, a DCM transaction in Hod HaSharon will follow national statutes and ISA/TASE rules. Local counsel will coordinate filings with national regulators, prepare board resolutions, shareholder notices and all transactional documentation.

Frequently Asked Questions

What steps are needed to issue public bonds in Israel?

Issuing public bonds normally requires board approval, preparation of an offering prospectus meeting ISA requirements, appointment of a trustee for the bondholders, coordination with underwriters and possibly a rating agency, ISA review and approval of the prospectus, and listing on the Tel Aviv Stock Exchange if you want the bonds to trade. Lawyers prepare and coordinate the documentation, regulatory filings and security arrangements.

Can I do a private placement instead of a public offering?

Yes. Israeli law provides prospectus exemptions for private placements to qualified or institutional investors and for certain limited-offer transactions. Private placements avoid full prospectus procedures but are subject to strict eligibility, disclosure and distribution restrictions. Legal counsel will advise which exemption applies and help structure documentation and purchaser representations to comply with the rules.

Do I need a trustee for an Israeli bond issuance?

For most public bond issues and certain other offerings a trustee is required by ISA rules. The trustee represents bondholders, holds security where appropriate and can enforce bondholder rights on their behalf. The trustee's role, powers and fees are governed by the trust deed and relevant regulations. Selecting an experienced trustee is a key commercial and legal decision.

What happens if the issuer defaults on a bond?

After a default the trustee commonly convenes bondholder meetings, queries the issuer, enforces security and negotiates with creditors. If enforcement is needed, the trustee may take court action or follow out-of-court enforcement procedures agreed in the security documents. Where the issuer is insolvent, the Insolvency and Rehabilitation Law governs the process and creditor recoveries.

Are foreign investors allowed to buy Israeli debt securities?

Yes. Foreign investors commonly participate in Israeli debt offerings. Cross-border participation may require additional documentation, tax forms, and adherence to foreign regulatory frameworks in the investor's home jurisdiction. Underwriters and custodians often implement KYC and AML procedures for foreign investors.

Will my bond need a credit rating?

A rating is not always mandatory, but many institutional investors and some ISA/TASE processes expect or prefer a rating. A rating can broaden market access and influence pricing, but it involves time and cost. Legal advisors coordinate interactions with rating agencies and incorporate rating-related conditions into offering documentation.

How long does a typical bond issuance take?

Timing varies widely based on the offering type, complexity of securities, need for security creation and regulatory review. A simple private placement can close in a few weeks. A public offering with prospectus review, rating and listing typically takes several months from initial planning to distribution. Early engagement of counsel shortens turnaround and helps manage the timeline.

What are common covenants and security structures in Israeli corporate bonds?

Common covenants include negative pledge clauses, limits on additional indebtedness, restrictions on asset disposals, financial covenants (for example minimum equity or ratios) and information covenants requiring periodic reporting. Security may include mortgages, pledges over shares, assignments of receivables and intercreditor agreements where multiple creditor classes exist. The exact structure depends on the issuer's assets and negotiation with investors.

How are cross-border issues and US investor rules handled?

Cross-border offerings often rely on internationally recognised exemptions such as Regulation S or Rule 144A for US investors. Counsel must ensure compliance with both Israeli and relevant foreign securities laws, structure investor representations and transfer restrictions, and coordinate tax withholding and settlement logistics. Using experienced international counsel in conjunction with Israeli counsel is common practice.

What should small or medium issuers in Hod HaSharon consider before tapping the DCM?

SME issuers should assess the cost and benefit of public versus private financing, readiness of financial statements and corporate governance, the ability to meet ongoing reporting obligations, and the capacity to provide security or covenants. Early consultations with lawyers, accountants and investment banks help determine the optimal financing route and expected costs.

Additional Resources

Useful national bodies and organisations that provide information or oversee DCM-related activity include:

- The Israel Securities Authority - regulator for public offerings and market conduct.

- The Tel Aviv Stock Exchange - listing and trading rules for securities including corporate bonds.

- Ministry of Finance - fiscal and policy guidance affecting capital markets.

- Bank of Israel - central bank with supervisory roles impacting banks and systemic market practices.

- Israel Tax Authority - for tax-treatment questions, withholding tax and cross-border tax issues.

- Capital Market, Insurance and Savings Authority - for related regulatory matters affecting funds and intermediaries.

- Insolvency and Rehabilitation Authority - for insolvency procedures and rehabilitation processes.

- Israel Bar Association and local bar sections - resources to find qualified DCM lawyers and confirm licences.

- Local rating agencies and market participants - for market intelligence on investor appetite and pricing.

Next Steps

If you need legal assistance with a debt capital markets matter in Hod HaSharon follow these practical steps:

- Define your objective - determine whether you want a public bond, private placement, refinancing, securitisation or restructuring.

- Gather preliminary documents - company incorporation papers, board resolutions, audited financial statements, existing debt documents, security documents and any prior offering materials.

- Contact a specialised DCM lawyer or law firm - look for experience with ISA filings, TASE listings, trusteeship, securitisations and restructurings. Verify Israeli Bar membership and ask for relevant transaction references.

- Arrange an initial consultation - discuss timing, likely regulatory requirements, estimated costs and main legal risks. Have a clear engagement letter and scope of work.

- Coordinate with other advisors - include tax counsel, accountants, investment banks or placement agents as needed to run parallel processes.

- Plan the timeline and budget - DCM transactions can be resource-intensive. Legal counsel will help stage the process, prepare documentation and manage regulatory interactions to keep the project on track.

Remember that this guide provides general information only. For specific legal advice tailored to your situation contact a qualified Israeli lawyer experienced in debt capital markets.