Israeli Markets Regulator Unveils Plan to Simplify Public Company Reporting

Israel Securities Authority today published the final report of the Hamdani Committee, which was set up in February 2025 to overhaul public-company reporting. The panel, led by Prof. Asaf Hamdani and including representatives of the regulator, the Justice Ministry, financial firms and academia, says the current system has become a “jungle” of disclosure that leaves investors lost in too much information and too little that is material. ISA chairman Sefi Zinger said implementation is expected by the end of 2026.

The core recommendation is to replace the board report with a shorter management report written by management itself, containing business analysis, forecasts and explanations for decisions. Finance and corporate-governance information would be moved into dedicated sections, and companies would be encouraged to publish forward-looking data, Non-GAAP figures and KPIs, with quarter-on-quarter comparisons allowed. The chairman and CEO would sign the report. The committee also wants to shorten the Barnea report, remove duplication, drop generic information available online, consider earlier filing deadlines, require publication of investor calls, and allow a pre-report summary of results.

On current disclosure rules, the panel recommends giving companies 24 more hours to file immediate reports, to reduce mistakes and improve quality. If a company learns of a material event on Tuesday at 4 p.m., the deadline would move from Wednesday 9:30 a.m. to Thursday 9:30 a.m. Companies would also have to update investors if the event changes later. Transaction reporting would be required only once a binding agreement is signed, not during negotiations, though the committee is still weighing how to handle leaked talks that move a stock price significantly.

The report also calls for immediate disclosure of changes in control, naming directors who attend fewer than 75% of board or committee meetings, and disclosing how many meetings were held. It would make mandatory the disclosure of board decisions to approve executive pay against shareholder opposition, and broaden pay disclosure to the CEO, the chair, and the three highest-paid executives only if their annual compensation exceeds 1 million shekels. Other proposals include special disclosure for area-of-activity restrictions on controlling shareholders, no reporting for deals worth less than 10% of assets or net profit, weekly rather than immediate reporting of insider holdings changes, and disclosure of mergers including reverse triangular mergers. The ISA says annual reports have grown about 60% in two decades, with average yearly reports rising from 144 pages in 2005 to 227 pages in 2024. Zinger called the reform a way to focus on material information, and Hamdani said it is meant to align Israeli disclosure with global practice.