Here it should be remembered that Mr. Knepfler was well aware in real time of the matter of interested party transaction law. After all, he argues in the prior proceeding that the essential reason for which the transaction with the Tamir-Fishman Fund was not advanced stemmed from the need to advance the transaction quickly, and that its advancement depended on the existence of a special procedure, since he was speaking, as far as he was concerned, the transaction of an interested party. This is because Mr. Knepfler had already spent personal capital for the purpose of promoting it, and the Fund's engagement in the transaction would have led to the return of the funds he spent (see above at paragraph 138).
Thus, Mr. Knafler was aware that advancing his transaction with ADN would benefit Mr. Nehemiah, who personally guaranteed the debts. He agreed to advance the original deal on fast timelines, aware that it was not approved by the more complex procedures, as he sought to obtain his rights in the property companies in France quickly and at the agreed price. He aspired to receive the revenue stream from these companies. Later on, he asked to take full control of the assets, and once again showed a willingness to advance the transactions very quickly, without delaying the necessary procedures, so that they would be reduced in advance. He did so because it was expected to benefit him.
When he was willing not to insist on the implementation of the procedure required to promote his direct interests in real time, Mr. Knepler could not pull out the procedural card retroactively in order to impose personal liability in torts on the defendants.
Second, from the perspective of Mr. Nehemiah's personal interest, there was no material difference between promoting the deal with Mr. Knefler and promoting the deal with the Dayan Group. The two transactions would have made it easier for him in the sense of reducing the risk he faced, in light of his being a personal guarantor of some of the company's debts. Both transactions would have increased his chances of receiving payments in view of his being a creditor of the company and as someone who can sell his holdings in it. The transaction with the Dayan Group improved its situation quantitatively, since the cash it received was higher, but there was no quality gap. In any case, this deal was also better for the company, compared to the potential deal with Mr. Kneffler. Therefore, there was nothing wrong with her preference.