Existing user? Sign in
Share your needs with us, get contacted by law firms.
Free. Takes 2 min.
Merger & Acquisition transactions in Hod HaSharon follow the same national legal framework that governs M&A across Israel, while practical handling is usually carried out by local or Tel Aviv-based law firms familiar with the Central District business environment. M&A covers transactions in which business interests are bought, sold, combined, or restructured. Typical transactions include share purchases, asset purchases, statutory mergers, corporate reorganizations, and management buyouts. Whether the target is a private company, a public company listed on the Tel Aviv Stock Exchange, or a holding of local assets in Hod HaSharon, the legal process involves corporate formalities, regulatory filings, tax planning, contractual negotiation, and employment and real-estate considerations.
M&A transactions are legally and commercially complex. You should consult a lawyer when you face any of the following situations - negotiating a purchase or sale of business assets or shares, preparing or responding to a letter of intent or term sheet, conducting or receiving legal due diligence, drafting or negotiating a share purchase agreement or asset purchase agreement, handling regulatory approvals or mandatory filings, planning tax-efficient structuring, addressing employee-transfer obligations, resolving pre-closing liabilities, or planning post-closing integration. A specialist lawyer helps protect your price and risk allocation, structures the deal to comply with Israeli law, ensures required disclosures and approvals are timely, drafts enforceable contractual protections such as warranties and indemnities, and coordinates with accountants and other advisors.
Key Israeli laws and regulatory frameworks that commonly affect M&A transactions include the Companies Law, the Securities Law, the Antitrust Law, tax legislation, and employment and real-estate regulations. The Companies Law 5759-1999 governs corporate procedures - board and shareholder approvals, statutory merger mechanisms, special voting thresholds, director duties and disclosure obligations. For acquisitions of public companies or securities, the Securities Law 5728-1968 and related regulations require reporting to the Israel Securities Authority and often involve mandatory tender-offer rules, disclosure obligations to the Tel Aviv Stock Exchange and specific timing requirements.
The Antitrust Law 5748-1988 requires notification and clearance for concentrations that meet statutory thresholds or that may substantially lessen competition. Tax rules affect deal structure decisions - share sale versus asset sale, VAT implications, capital gains tax, and tax clearance procedures. Employment law can impose continuity obligations for employees transferred with a business, and collective bargaining agreements may require consultation and special handling. Real-estate transfers, environmental liabilities and intellectual property registrations also play a role depending on the assets involved.
Procedurally, M&A deals often involve preliminary non-disclosure agreements and letters of intent, comprehensive due diligence, negotiation of definitive agreements, regulatory filings, closing mechanics such as escrow and conditions precedent, and post-closing integration or indemnity claims. Disputes arising from M&A transactions are typically resolved in the Tel Aviv District Court for significant commercial matters, or by arbitration if the parties have agreed to arbitration clauses.
A share purchase transfers ownership of the target company by selling shares, so the buyer acquires the company with its assets and liabilities. An asset purchase transfers specified assets and usually leaves liabilities with the seller, subject to contractual assumptions. The choice affects taxation, liability exposure, regulatory approvals, employee transfer obligations, and the need for third-party consents.
Regulatory approvals depend on the parties, the industry and the size of the transaction. Public-company deals require Securities Authority and stock-exchange filings. Large concentrations or transactions in certain sectors may require clearance from the Israel Competition Authority. Specific sectors such as banking, insurance, telecommunications or defense-related industries can require sectoral approvals. Local counsel can identify the needed filings and timelines.
Timelines vary widely. Small private-company deals can close within a few weeks to a few months. Larger transactions with extensive due diligence, regulatory clearances and financing frequently take several months to over a year. Antitrust clearances, public-company tender offer procedures, and complex tax structuring are among the factors that extend timing.
Costs include legal fees, accounting and tax advisory fees, due diligence expenses, advisory or brokerage fees, regulatory filing fees, notary and registration fees, and potential payment of taxes such as VAT or capital gains. Where financing is involved, banking fees and finance-related legal fees also apply. Representation and warranty insurance may be an additional cost in certain deals.
Due diligence should be structured to evaluate legal, commercial, financial, tax, employment, real-estate and IP risks. Key items include corporate records, contracts and counterparties, licenses and permits, pending litigation and liabilities, tax filings, employee files, lease agreements and environmental matters. The scope and depth depend on the deal size and risk profile. Good due diligence guides negotiation of price adjustments, indemnities and closing conditions.
Tax considerations determine whether a share sale or asset sale is preferable, affect the computation of taxable gains, and can trigger VAT. Sellers may face capital gains tax; buyers consider tax basis and possible benefits such as carry-forward losses. Structuring can involve holding companies or cross-border considerations for foreign investors. Consult both legal and tax advisers early to design a tax-efficient structure and to understand filing and withholding obligations.
Israeli employment law and practice protect employees in transfers of a business or part of a business. Transferred employees may have rights to continue employment under similar terms. Collective agreements and notice and consultation obligations must be respected. Employers should review employment contracts, severance liabilities and social benefits during due diligence and factor these costs into negotiations.
Yes, foreign investors can acquire Israeli companies and assets, but certain sectors have regulatory restrictions or foreign investment controls. Additionally, foreign buyers must consider Israeli tax and reporting obligations and may need to obtain permits or clearances for specific industries. Currency and repatriation rules should be reviewed with financial and legal advisers.
Buyers typically seek warranties and representations about the company and its assets, indemnities for specific liabilities, escrows or holdbacks to secure potential claims, conditions precedent to closing, covenants such as non-compete obligations, and post-closing adjustment mechanisms like purchase price adjustments and earn-outs. The scope, duration and remedies for breach are negotiated based on risk allocation.
Disputes can be resolved through litigation in the Israeli courts or by arbitration if the parties agreed to an arbitration clause. Many commercial agreements include choice-of-forum, choice-of-law and arbitration provisions. Remedies include damages, specific performance in certain cases, contract rescission and injunctive relief. Timely documentation, detailed contract drafting and dispute-resolution clauses reduce the risks of protracted litigation.
Helpful organizations and authorities for M&A matters in Israel include the Israel Securities Authority, the Israel Competition Authority, the Registrar of Companies under the Ministry of Justice, the Israel Tax Authority, and the Tel Aviv Stock Exchange for public-company matters. For professional guidance, consult the Israeli Bar Association for lists of licensed lawyers, local commercial law firms experienced in M&A, certified public accountants and tax advisers. Industry trade associations, chambers of commerce and sectoral regulators may provide sector-specific guidance and licensing information. For dispute resolution options, look to arbitration bodies and the Tel Aviv District Court for commercial litigation matters.
1. Gather basic documents and information - corporate records, recent financial statements, key contracts, employee lists, and licences or permits. Preparing an information package speeds up initial review.
2. Seek an initial consultation with a qualified M&A lawyer licensed in Israel. Discuss your objectives, timeline and risk tolerance, and ask for a proposed plan and fee estimate. Make sure the lawyer has experience with the relevant industry and with transactions involving the specific regulatory authorities you will face.
3. Sign a non-disclosure agreement and determine the scope of due diligence. Agree on a letter of intent or term sheet that sets out confidentiality, price range, exclusivity, and key commercial terms.
4. Coordinate legal, tax and accounting due diligence in parallel, and prepare for necessary regulatory filings. Use findings to negotiate the definitive agreements, including representations, warranties, indemnities, closing conditions and payment structure.
5. Plan for closing logistics, including escrow arrangements, transfer mechanics, employee transition and integration tasks. Keep clear documentation of filings and approvals obtained.
6. After closing, follow up on post-closing obligations such as indemnity claims, transfer of registrations and required notifications to authorities.
Always engage local counsel early to identify and manage legal risks. This guide provides general information and is not a substitute for tailored legal advice from a licensed Israeli attorney familiar with M&A transactions and with relevant local and sectoral regulations.
