According to CFA Institute Standards of Professional Conduct, which of the following statements is most likely correct with regard to Holly’s report and subsequent sale of his and his clients’ shares of BigTime common stock?

Pat Wilson, CFA, is the chief compliance officer for Excess Investments, a global asset management and investment banking services company. Wilson is reviewing two investment reports written by Peter Holly, CFA, an analyst and portfolio manager who has worked for Excess for four years. Holly’s first report under compliance review is a strong buy recommendation for BlueNote Inc., a musical instrument manufacturer. The report states that the buy recommendation is applicable for the next 6 to 12 months with an average level of risk and a sustainable price target of $24 for the entire time period. At the bottom of the report, an e-mail address is given for investors who wish to obtain a complete description of the firm’s rating system. Among other reasons supporting the recommendation, Holly’s report states that expected increases in profitability as well as increased supply chain efficiency provide compelling support for purchasing BlueNote.

Holly informs Wilson that he determined his conclusions primarily from an intensive review of BlueNote’s filings with the SEC but also from a call to one of BlueNote’s suppliers who informed Holly that their new inventory processing system would allow for more efficiency in supplying BlueNote with raw materials. Holly explains to Wilson that he is the only analyst covering BlueNote who is aware of this information and that he believes the new inventory processing system will allow BlueNote to reduce costs and increase overall profitability for several years to come.

Wilson must also review Holly’s report on BigTirae Inc., a musical promotions and distribution company. In the report, Holly provides a very optimistic analysis of BigTime’s fundamentals. The analysis supports a buy recommendation for the company. Wilson finds one problem with Holly’s report on BigTime related to Holly’s former business relationship with BigTime Inc. Two years before joining Excess, Holly worked as an investment banker and received 1,000 restricted shares of BigTime as a result of his participation in taking the company public. These facts are not disclosed in the report but are disclosed on Excess Investment’s Web site. Wilson decides, however, that the timeliness of the information in the report warrants overlooking this issue so that the report can be distributed.

Just before the report is issued. Holly mentions to Wilson that BigTime unknowingly disclosed to him and a few other analysts who were wailing for a conference call to begin that the company is planning to restructure both its sales staff and sales strategy and may sell one of its poorly performing business units next year.

Three days after issuing his report on BigTime, which caused a substantial rise in the price of BigTime shares, Holly sells all of the BigTirne shares out of both his performance fee-based accounts and asset-based accounts and then proceeds to sell all of the BigTime shares out of his own account on the following day. Holly obtained approval from Wilson before making the trades.

Just after selling his shares in BigTime, Holly receives a call from the CEO of BlueNote who wants to see if Holly received the desk pen engraved with the BlueNote company logo that he sent last week and also to offer two front row tickets plus limousine service to a sold-out concert for a popular band that uses BlueNote’s instruments. Holly confirms that the desk pen arrived and thanks the CEO for the gift and tells him that before he accepts the concert tickets, he will have to check his calendar to see if he will be able to attend. Holly declines the use of the limousine service should he decide to attend the concert.

After speaking with the CEO of BlucNote, Holly constructs a letter that he plans to send by e-mail to all of his clients and prospects with e-mail addresses and by regular mail to all of his clients and prospects without e-mail addresses. The letter details changes to an equity valuation model that Holly and several other analysts at Excess use to analyze potential investment recommendations. Holly’s letter explains that the new model, which will be put into use next month, will utilize Monte Carlo simulations to create a distribution of stock values, a sharp contrast to the existing model which uses static valuations combined with sensitivity analysis. Relevant details of the new model are included in the letter, but similar details about the existing model are not included. The letter also explains that management at Excess has decided to exclude alcohol and tobacco company securities from the research coverage universe. Holly’s letter concludes by stating that no other significant changes that would affect the investment recommendation process have occurred or are expected to occur in the near future.

According to CFA Institute Standards of Professional Conduct, which of the following statements is most likely correct with regard to Holly’s report and subsequent sale of his and his clients’ shares of BigTime common stock? Holly has:
A . violated the Standard by attempting to manipulate the market price of BigTime stock.
B . not violated the Standard since he first obtained approval to make the trades from his compliance officer.
C . not violated the Standard since he acted in the best interest of his clients by realizing gains on BigTime stock.

View Answer

Answer: A

Explanation:

Standard 11(B) ― Market Manipulation. Holly has issued a buy recommendation on BigTime stock. The analysis is based on a very optimistic analysis of the company’s fundamentals. Yet, three days after issuing the report, Holly decides to sell all of his clients’ holdings as well as his own holdings of BigTime stock after observing a rise in the price of the stock. Holly’s report, which caused an increase in the price of BigTime stock, was intended to deceive market participants into believing the company was a good investment when, as indicated by his subsequent sale of the shares, Holly believed otherwise. The combination of actions indicates that Holly is likely attempting to manipulate the price of the stock for his clients’, and his own, benefit. Thus, he has likely violated Standard 11(B) – Integrity of Capital Markets ­Market Manipulation.