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Commercial, Corporate and Technology

Corporate Law

Our firm provides ongoing legal counsel to companies, shareholders, directors and management teams of companies, cooperative societies and other corporations in various corporate aspects of their operations, as required pursuant to Israeli corporate laws. Our services include, inter alia, drafting of corporate resolutions and corporate Articles of Association, structuring of founders agreements and shareholders agreements, mergers, tender offers and liquidation and reorganization proceedings.

Our firm accompanies its corporate clients from entrepreneurship and incorporation phases, including consulting regarding the optimal form of incorporation, through phases of development of technologies and products and obtaining the financing required for such development from private and governmental institutions, to mature phases of the company, including production, marketing and distribution, both in Israel and abroad, regulation, commercial cooperation, mergers and acquisitions and etc.

Our firm provides its clients with legal counsel in all aspects of merger and acquisition transactions (M&A), from negotiations and structuring of the principles of the transaction through drafting the share purchase agreement or asset purchase agreement, performance of due diligence examination regarding the acquired entity and structuring of financing arrangements for the transaction.

Our firm acquired extensive experience in structuring optimal financing arrangements for its clients taking into account each client’s unique needs, through capital raising from current shareholders of the company or from external resources such as financial institutions, venture capital funds and private institutions. In such transactions, our firm represents both companies seeking financing and capital funds and private investors providing such financing.

Our firm provides its clients with legal support in the field of tender law, through all stages of the tender process and subsequent to its completion, including drafting tender proposals, compliance with tender’s requirements, reviewing the results of the tender, exercise of information right and representation in administrative proceedings. 

Our firm assists its clients in constructing joint ventures in order to allow them to bring their economic and technological potential to the maximum, from structuring the principles of cooperation between the parties to the joint venture, through drafting of agreements for the formation of the joint venture and obtaining approval of the Israeli Antitrust Authority if required, to the drafting of agreements for the ongoing operation of the joint venture. Our firm acquired extensive experience in structuring joint ventures which include foreign partners and business and technological multinational consortiums.

Our firm accompanies venture capital funds in their investments in Israeli hi-tech companies and handles for such funds the structuring of the principles of investment based on the target company’s characteristics, the performance of a due diligence examination regarding such company prior to the investment and the protection of the fund’s rights as a shareholder of the portfolio company following the investment. Our firm has unique expertise in structuring models for the calculation of preferred shareholders’ rights and profitability of the investment under different scenarios.

A considerable part of the activity of our commercial department concentrates on the international arena, and in this framework our firm represents its clients in a wide range of international agreements, including marketing and distribution agreements, cooperation agreements, employment agreements, license agreements, technology agreements, purchase agreements, establishment of subsidiaries abroad and etc.

In order to allow our clients to hire the best possible employees and to retain such employees, we construct stock option plans, which attract competent employees without over burdening the company’s cash flow. In this framework our firm structures the stock option plan, submits the plan to the Tax Authorities for approval, including seeking preliminary approval for the plan’s approval (Pre-Ruling), serves as trustee for the stock option plan and handles the routine stock option allocations and their exercise into company shares.

As part of the ongoing legal counsel, our firm provides its clients from time to time with counsel regarding antitrust issues related to various transactions, including establishment of joint ventures and commercial cooperation with third parties, which might be regarded as restrictions to competition, and submits on behalf of its clients different applications to the Antitrust Authority regarding transactions which require the Antitrust Authority’s approval according to Israeli Antitrust Law.

Our attorneys acquired extensive experience in representation before of all courts and tribunals in complex commercial disputes, including contractual claims, financial claims, administrative claims, derived claims, shareholders claims due to oppression of the minority shareholders and etc., against private institutions, commercial institutions and different authorities, in a wide array of issues. Our litigation department’s activity is conducted in full coordination with the commercial department, in order to provide our clients with comprehensive solutions, combining both legal and business deep understanding. 

Our attorneys acquired extensive experience in handling large-scale transactions in the kibbutz industry including investment transactions with external investors, sale of company to external or foreign investors, joint ventures and other forms of commercial cooperation between cooperative societies or their companies. We provide our clients comprehensive support with respect to all aspects related to the transaction such as reorganization of the cooperative society to a limited liability company, debt arrangements with banks, management of cooperative societies, establishment of cooperative societies, drafting of articles of association of cooperative societies pursuant to Israeli cooperative societies laws and etc.  We also provide ongoing legal counsel to kibbutzim with respect to their commercial activity, including establishment of factories abroad, distributors’ appointment, employment agreements, various real estate transactions and etc

Hi-Tech

The field of High-Tech and Technology is dynamic and continually evolving. Consequently, the legal consulting we provide is up-to-date and innovative. Our expert team brings extensive experience, comprehensive legal knowledge, and familiarity with the market. Our firm offers professional and personalized legal consulting in various areas related to high-tech and technology. Our clients include startup companies, entrepreneurs, life sciences companies, technology commercialization companies affiliated with academic institutions, investors, and venture capital funds. Our firm has significant experience in advising on the establishment of high-tech companies, supporting companies operating within technology incubators, raising investments, technology licensing, technological collaborations, and the establishment of joint technological ventures.

Among our clients are different entities operating in the hi–tech industry, including start-up companies, entrepreneurs, technology commercialization companies of academic institutions, investors and venture capital funds, and in this framework, our firm has acquired extensive experience in advising on establishment of companies, operation of companies in technological incubators, capital raisings, technology licensing, technology cooperation, joint ventures, merger and acquisition transactions, applications to the Office of the Chief Scientist and counsel regarding various corporate and commercial aspects of the ongoing operation of such companies.

Our firm provides ongoing legal counsel to companies in the fields of life sciences, biotechnology and medical devices, and has acquired extensive experience in addressing the unique needs which are typical to companies in these fields, from inception and incorporation phases, through mature phases of the company, including filing applications to Israeli government-support schemes and international grants, clinical trials agreements with research institutions, academic institutions and hospitals, cooperation agreements, joint ventures and etc.

Our firm advises corporate clients on all stages of planning and structuring of technology transactions, from drafting and negotiation of term sheets and the required technological milestones through drafting of the final documentation, in broad range of commercial-technology transactions, including technology licensing agreements, research and development agreements, technology purchase and sale agreements and joint ventures in various technological fields.

In order to allow the execution of various forms of commercial cooperation and joint ventures, which require transfer of know-how and intellectual property between the parties, we handle the structuring and drafting of complex licensing arrangements providing maximum protection to our clients’ assets, both in traditional industries and in the hi-tech industry.  Our firm represents leading academic institutions in their licensing activities as well as companies and entrepreneurs interested in licensing technologies and intellectual property developed in such institutions. 

In order to allow the execution of various forms of commercial cooperation and joint ventures, which require transfer of know-how and intellectual property between the parties, we handle the structuring and drafting of complex licensing arrangements providing maximum protection to our clients’ assets, both in traditional industries and in the hi-tech industry.  Our firm represents leading academic institutions in their licensing activities as well as companies and entrepreneurs interested in licensing technologies and intellectual property developed in such institutions. 

Our firm specializes in protecting its clients’ intellectual property assets, and in such framework we practice, inter alia, in licensing agreements, purchase and sale of IP, software licensing agreements, non-disclosure agreements, legal issues related to development of intellectual property with the assistance of government employees or governmental institutions, and also provides ongoing legal counsel with respect to intellectual property issues related to various commercial transactions.

Labor Law

Our firm provides our clients with legal consulting on various issues related to employment, including drafting employment agreements, advising on day-to-day employment matters, designing compensation arrangements for employees, including option plans and incentives, advising on the protection of the employer’s intellectual property, and representing our clients in judicial proceedings concerning employment disputes and their resolution.our

As part of its ongoing legal counseling, our firm provides its clients with counsel in various employment related issues, including drafting employment agreements, structuring employees’ compensation arrangements, employment termination, intellectual property development by employees and confidentiality and non-compete undertakings. Our firm also provides its clients with legal opinions in specific labor law issues they are frequently faced with as employers.

Our firm drafts for its clients individual employment agreements, in accordance with the agreements reached by the parties and while taking into consideration the nature of the hiring company and the competitive environment in which it operates, and performs adjustments to individual employment agreements for its clients as required in accordance with the evolution of the company and the occurrence of different events in the course of its operations which require a change of employment pattern or employment terms. Our firm also represents senior employees and officers in their negotiations prior to execution of employment agreements in the leading organizations in the Israeli market.

Our firm represents its clients in various labor disputes, including disputes related to employment relations termination, and in such framework our attorneys represent clients in all courts and tribunals, including in alternative dispute resolution proceedings such as mediation and arbitration. Our firm also advises employers regarding hearing proceedings prior to employment termination and in other employment related proceedings before regulatory authorities such as Israel’s Ministry of Economy.

In order to allow our clients to hire the best possible employees and to retain such employees, we construct stock option plans, which attract competent employees without over burdening the company’s cash flow. In this framework our firm structures the stock option plan, submits the plan to the Tax Authorities for approval, including seeking preliminary approval for the plan’s approval (Pre-Ruling), serves as trustee for the stock option plan and handles the routine stock option allocations and their exercise into company shares.

Private Clients

Our firm offers private clients a comprehensive range of legal services related to family businesses, trusts, and estates. This includes drafting and validating, wills, estate administration, establishing and managing trusts, preparing enduring powers of attorney and agreements between heirs, and handling related proceedings before the Family Court.