
Corporate Law
Joseph Samuel & Co. provides clients with comprehensive legal counsel in corporate law, offering ongoing advice and support across all aspects of corporate activity as well as a wide range of commercial and regulatory matters. We represent companies, associations, partnerships, and corporations of all types throughout their entire life cycle – from formation and registration, through ongoing guidance to boards of directors and officers, to representation in control disputes, restructurings, and dissolutions.
By combining legal expertise with business and economic insight, we deliver strategic, tailored solutions and provide clients with professional, end-to-end support for every corporate challenge, in Israel and abroad.
js-en
Corporate Law: Here's what we can do
Company and Partnership Formation
Establishing companies, associations, cooperatives, public benefit companies, and partnerships (registered and unregistered), with close legal support throughout the process, including early-stage analysis of the entity’s needs and registration with the relevant public registries.
Bylaws and Incorporation Documents
Drafting tailored articles of association and amendments, addressing the nature and objectives of the entity, share capital, shareholder rights, corporate structure, share allocations, potential future investors, appointment of officers, and other legal issues arising from the entity’s operations.
Corporate Agreements
Drafting and negotiating a wide range of agreements for corporations, including founders’ agreements, purchase and sale agreements, financing and loan agreements, service provider contracts, employment agreements, and joint venture agreements.
Ongoing Corporate Counsel
Providing continuous legal advice on commercial and corporate governance matters, including directors’ duties, share allocations, dividend distributions, dealings with service providers, and filings with the Registrar of Companies, the Registrar of Associations, the Registrar of Pledges, and other regulators.
Advising Directors and Officers
Offering personalized advice, legal opinions, and position papers for directors and officers on corporate activity and external dealings. Representation also covers director and officer liability claims, defense in administrative sanctions, and proceedings brought against corporate officers.
Corporate Recovery and Insolvency
Representing corporations facing financial difficulties in proceedings with creditors, banks, and secured parties seeking dissolution. We negotiate debt settlements, restructuring, and reorganization, including securing new financing, while combining deep legal knowledge with business and financial insight. Working with accountants and professionals, we assess the company’s strengths and weaknesses, guiding clients toward recovery or dissolution. Our approach emphasizes not only the financial figures but also the people behind them, enabling strategies to preserve and strengthen viable businesses.
Corporate Control Disputes
Representing clients in corporate control disputes, including petitions for dissolution, minority shareholder protection through derivative suits and oppression claims, and hostile takeover cases. We have particular expertise in family-owned corporate disputes, which require sensitivity to personal and family considerations alongside legal strategy. These disputes often proceed before family courts under unique procedural rules, and our firm is experienced in tailoring responses to this framework.
International Corporate Activity
Supporting corporations in forming partnerships and business ventures abroad. Our firm maintains strong ties with law firms in England, Italy, Spain, Turkey, Portugal, the United States, and South America, providing clients with seamless international legal support.
Voluntary Dissolution of Corporations and Condominium Companies
Handling voluntary dissolution proceedings, including asset transfers to shareholders, tax clearance, and preparation of required reports. We also have unique expertise in dissolving companies incorporated under the old system as condominium companies, including revival of struck-off companies, liquidation, cancellation of leases, and transfer of ownership to title holders, until their registration as separate condominium units.
Corporate Litigation
Representing corporations (including associations, companies, public benefit corporations, partnerships, cooperatives, and trusts) in civil and administrative proceedings, as well as officers in claims brought against them. Services include representation in hearings, administrative proceedings, and litigation before public authorities.
Foundations, Nonprofits, and Public Benefit Corporations
Advising on the formation, governance, and management of foundations, associations, nonprofits, and public benefit corporations established for public, social, educational, or religious purposes. Our services cover the entire process – from entity formation in line with donors’ wishes, drafting bylaws, registration with authorities, dealings with the Registrar of Associations and the Corporations Authority, through to ongoing management.
We regularly advise entities entrusted with funds or assets dedicated to public purposes, such as scholarships, assistance for underprivileged communities, advancement of educational, social, and religious goals, and community initiatives. For over a decade, our firm has managed the Vincka and Dr. Shaul Romano Foundation, which awards around 20 annual scholarships to outstanding students in medicine, law, and social sciences who combine their studies with community service and volunteer work.