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yan · 2025年02月15日

为什么这道题选B不选A

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问题如下:

Ashraf Omar, CFA, recently joined the Sahara Manufacturing Company (Sahara) as its chief financial officer (CFO). The company is planning an initial public offering (IPO). The proceeds of the IPO will be used to finance the purchase of plant and machinery. Omar was recruited on the basis of his extensive investment banking background, having successfully supervised 10 IPOs over the last five years at Falcon Investment Bank.

Sahara, a family-owned company, had a very good reputation until recently when an ongoing tax dispute became public. The dispute may lead the tax authority to impound plant assets. Furthermore, outdated plant equipment is causing production disruption and declining profit margins. The CEO is looking to retire because he is not able to manage the current challenges.

Omar creates a detailed plan to help manage the IPO process. He plans on using an extensive checklist and numerous templates that he developed while at Falcon. Omar decides to employ the same external service providers he used at Falcon to handle the legal, accounting, and marketing aspects required for a successful IPO. He considers these external providers the best in the industry, and their fees are competitive. He will also work with his previous contacts at the regulatory authority during the approval process.

As part of the due diligence process, Omar discovers a letter from a well-known credit rating agency indicating an imminent downgrade of Sahara to below investment grade. But Omar recalls that a private placement document being used to pitch the debt issue to investors shows a pending investment-grade rating. He notes that the outstanding debt is being paid according to schedule. Omar also finds among the firm’s documents court filings relating to the successful defense of a wrongful dismissal suit by a former employee fired for theft. In addition, Omar learns Sahara had been penalized previously for harmful plant emissions and warned about any reoccurrence.

In the “Investment Risk” section of the draft prospectus, Omar includes Exhibit 1.

Exhibit 1:

Investment Risks

Knowing that a third-party research firm can add value to the IPO marketing process by giving an independent opinion, Omar hires Miriam Halawi, CFA. She is a former colleague who started her own research firm two years ago. Halawi allows Omar to use her research report in all Sahara marketing material with proper acknowledgement. After extensive research, Halawi makes a long-term buy recommendation of Sahara. But she qualifies the recommendation with a high-risk rating, knowing the IPO targets retail investors along with institutional investors. Omar invites Halawi to travel across the region with him to promote the IPO. Halawi agrees but only if she is paid a flat fee.

Omar works with the marketing specialists to create an advertisement targeting retail investors to be published in newspapers across the nation. Institutional investors will be invited to an investor briefing to kick off the offer period. The final copy reads, in part, as follows:

Invest in the Sahara Manufacturing Company to be assured of a good return. The company offers the potential for long-term growth with reasonable levels of risk. Miriam Halawi, CFA, a third-party research analyst, affirms that Sahara Manufacturing Company is a “long-term buy”!

One week prior to the IPO, Sahara’s board of directors approves and implements an employee share option plan (ESOP). Existing staff members are allocated 10% of the upcoming IPO at a 25% discount to the IPO price. Omar acquires his allocation with the intention of selling his shares at a profit after trading commences. The details of the ESOP are highlighted in the IPO prospectus.


To avoid violating any of the Standards of Professional Conduct, Omar should least likely undertake further analysis of which issues uncovered during the IPO due diligence process?

选项:

A.Plant emissions

B.Employee lawsuit

C.Letter from credit rating agency

解释:

demonstrate a thorough knowledge of the CFA Institute Code of Ethics and Standards of Professional Conduct by interpreting the Code and Standards in various situations involving issues of professional integrity

为什么这道题选B不选A

1 个答案

小刘_品职助教 · 2025年02月15日

嗨,从没放弃的小努力你好:


案例背景提及,In addition, Omar learns Sahara had been penalized previously for harmful plant emissions and warned about any reoccurrence. 公司曾因有害排放受到过处罚,很可能会对公司未来经营和声誉产生潜在影响,进而影响公司价值和IPO。相比选项B,员工诉讼是关于前员工因盗窃被解雇后的不当解雇诉讼,公司已经成功应诉,说明在这个事件上,公司本身是没有问题的。


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努力的时光都是限量版,加油!

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