The ISA Permits Fund Manager to Make “General Publications” (While Imposing Strict Limitations on the Content)

On May 12, 2025, the Israel Securities Authority (the “ISA”) published a legal staff-position, confirming that fund managers may make “General Publications” of funds, without triggering registration requirements.

However, the ISA’s position prescribes strict conditions in relation to the use and content of such publications:

1. The Fund’s Units shall only be offered up to 35 non-qualified investors within a 12-month period, or to qualified investors.
2. There shall be no more than 50 non-qualified unit holders in the fund at any given moment.
3. The publication must describe the above limitations regarding the type and number of investors.
4. The content shall not include “financial data” and the “details of the offer”, including information or assessments regarding:

a. Past or expected returns;

b. the fund’s benchmark;

c. The composition of the fund’s assets;

d. Liquidity terms and redemption dates;

e. Management fees;

Please note that according to the ISA, “assessments” also include implied assessments or predictions of superior performance compared to other benchmarks or assets.

To view the full ISA’s position as published by the ISA, in Hebrew (12.5.2025) – click here.

Our firm has extensive expertise and many years of experience in all aspects of private fundraising. We monitor and follow all regulatory developments in this field, and advise leading financial institutions in Israel and worldwide on these subjects.

In light of the ISA’s recent positions, which add to the regulatory complexity surrounding private placements and underscore the importance of adopting internal procedures in this area, we invite relevant stakeholders to seek professional guidance on the matter.
We would be happy to assist with interpreting the new position and advising on the opportunities and challenges it presents.

Sincerely,

Securities Regulation and Capital Markets Team, Banking and Finance Department

Herzog Fox & Neeman