NO.PZ2016032801000014
问题如下：
One of the discretionary accounts managed by Farnsworth is the Jones Corporation employee profit-sharing plan. Jones, the company president, recently asked Farnsworth to vote the shares in the profit-sharing plan in favor of the slate of directors nominated by Jones Corporation and against the directors sponsored by a dissident stockholder group. Farnsworth does not want to lose this account because he directs all the account’s trades to a brokerage firm that provides Farnsworth with useful information about tax-free investments. Although this information is not of value in managing the Jones Corporation account, it does help in managing several other accounts. The brokerage firm providing this information also offers the lowest commissions for trades and provides best execution. Farnsworth investigates the director issue, concludes that the management nominated slate is better for the long-run performance of the company than the dissident group’s slate, and votes accordingly. Farnsworth:
选项：
A.Violated the Standards in voting the shares in the manner requested by Jones but not in directing trades to the brokerage firm.
B.Did not violate the Standards in voting the shares in the manner requested by Jones or in directing trades to the brokerage firm.
C.Violated the Standards in directing trades to the brokerage firm but not in voting the shares as requested by Jones.
解释：
B is correct.
This question relates to Standard III(A) –Loyalty, Prudence, and Carespecifically, a member’s or candidate’s responsibility for voting proxies and the use of client brokerage. According to the facts stated in the question, Farnsworth did not violate Standard III(A). Although the company president asked Farnsworth to vote the shares of the Jones Corporation profit-sharing plan a certain way, Farnsworth investigated the issue and concluded, independently, the best way to vote. Therefore, even though his decision coincided with the wishes of the company president, Farnsworth is not in violation of his responsibility to be loyal and to provide care to his clients. In this case, the participants and the beneficiaries of the profit-sharing plan are the clients, not the company’s management. Had Farnsworth not investigated the issue or had he yielded to the president’s wishes and voted for a slate of directors that he had determined was not in the best interest of the company, Farnsworth would have violated his responsibilities to the beneficiaries of the plan. In addition, because the brokerage firm provides the lowest commissions and best execution for securities transactions, Farnsworth has met his obligations to the client in using this brokerage firm. It does not matter that the brokerage firm also provides research information that is not useful for the account generating the commission because Farnsworth is not paying extra money of the client’s for that information.
他投票和调查好像有先后关系，先投票后调查，和何璇老师说的，不要看后面的解释和观点，看事实，他投票的时候就是不想lose这单交易。
