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Can you sit on a board there?
Pick a market. You get the residency test, the nationality test, the work-authorisation position, the appointment steps in order, and the frictions that actually delay appointments — each cited to the instrument that creates it.
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Approval or registration requiredIL
There is no nationality bar, and foreign directors serve on Israeli boards — but the external-director office carries residency conditions with relief for companies also listed abroad, so the answer depends on the specific issuer.
- Residency test
- The Companies Law imposes residency conditions on external directors, with relief where the company's securities are also traded outside Israel. Establish which position applies to the specific issuer before proceeding — this is the provision most often got wrong.
- Nationality test
- None.
- Work authorisation
- A non-executive director attending board meetings does not require a work visa. Executive and interim operating roles require a B/1 work visa.
- Board language
- Board process is in English at technology and dual-listed issuers, and in Hebrew elsewhere.
- Tenure limit once appointed
- Three-year terms. An external director may be re-elected for further three-year terms subject to the statutory conditions, which are stricter than an ordinary re-election and require the same minority-supported vote.
- Time commitment
- Typically 6–10 board meetings a year plus audit and compensation committee cycles; external directors carry a heavier committee load than ordinary directors because they must staff the audit committee.
- What a seat pays
- Set by regulation for external directors, banded by company equity size — commonly the equivalent of USD 20,000 – 60,000 a year at mid-sized issuers, with larger companies at the upper bands. Ordinary (non-external) directors are compensated by agreement.
- Tax on your fees
- Directors' fees from an Israeli company are Israeli-source income with withholding for non-residents; treaty relief varies and should be confirmed before the first payment.
The appointment steps, in order
- 1Confirm whether the issuer relies on dual-listing relief — if it does, the external-director regime may not apply at all and US listing standards govern instead
- 2Confirm you satisfy either the accounting-and-financial-expertise test or the professional-qualification test, both of which are defined by regulation
- 3Declaration of eligibility and absence of affiliation, filed with the company before appointment
- 4Election by the general meeting on the special minority-supported basis, and filing with the Registrar of Companies
What actually gets in the way
- The minority-approval mechanism means a controlling shareholder cannot simply appoint you — and equally cannot protect you if institutional holders object
- External-director remuneration is fixed by regulation to a band set by company size, so there is nothing to negotiate
- Board process is commonly in English at technology and dual-listed issuers and in Hebrew elsewhere
- Israeli directors' duties of care and loyalty are codified and are actively litigated through derivative and class actions
The instruments behind these answers
- Companies Law 1999 External director provisions — A public company must appoint at least two external directors. At least one must have accounting and financial expertise; the others must have professional qualification. Neither they nor their relatives may have had an affiliation with the company, its controller or an affiliate in the two years before appointment. (State of Israel)
- Companies Law 1999 Election of external directors — External directors are elected by the general meeting on a special basis: the resolution requires the support of a majority of the votes of shareholders who are not the controlling shareholder and have no personal interest, or that the votes opposing among that class do not exceed a defined small proportion of the company's voting rights. (State of Israel)
- Companies Law 1999 Board gender composition — Where at the time of appointment all serving directors are of one gender, the external director appointed must be of the other gender. (State of Israel)
- Companies Law 1999 Audit committee — The audit committee must include all external directors, must be chaired by an external director, and a majority of its members must be independent. The controlling shareholder and its relatives may not be members. (State of Israel)
- Companies Regulations on the compensation and expenses of an external director — Sets minimum, fixed and maximum annual and per-meeting compensation for external directors by reference to the company's equity size. External-director pay is therefore a regulated schedule rather than a negotiation. (Ministry of Justice)
- Dual-listing relief (Companies Law and Securities Law) — Israeli companies whose shares are also listed on a qualifying foreign exchange may elect to follow that market's corporate-governance rules in place of certain Israeli requirements, including the external-director regime. Confirm which regime an issuer has elected before assuming either applies. (Israel Securities Authority)
Reviewed against primary sources in September 2026. This is governance decision-support, not legal or tax advice. Rules change and transitional provisions frequently apply — verify against the primary instrument before you rely on it.
Eligibility is only the first question
Being allowed to sit on a board there is not the same as being read for one.
The mobility index answers the second question: whether your record is legible to a board in that market, whether you hold what it is currently short of, and whether you can do the job in the language its board works in.