The IBP Institute Code of Ethics

Part A:  Fundamental Guidelines

A.01 – Integrity

Obligation

The principle of integrity imposes an obligation on all IBP Members to be honest and straightforward in all personal and business matters.  It also implies that IBP Members will always seek to deliver fair dealings and truthfullness when working with clients and team members.

Association with False Reports

The IBP Members shall not knowingly be associated with false reports, presentations and/or any information presented where:

  • There are false or misleading statements
  • Contains statements or information that was not properly vetted
  • Omits certain facts would be deemed misleading

When an IBP Member becomes aware of such information, they will take every step within their power to disassociate with that work product.

A.02 – Professional Competence

Service and Skill

A fundamental principle for IBP Members is to maintain a level of professional skill that will allow employers and clients to receive competent professional service for the respective task at hand.

Diligence

IBP Members are required to act diligently in accordance to technical and professional standards set by the IBP Institute when performing professional activities

Sound Judgement

In order to maintain sound judgement and deliver professional competence, IBP Members must:

1.  Work to attain initial professional competence through the IBP Program; and

2.  Maintain ongoing professional competence through the IBP Institute or related programs.

Maintenance

The maintenance of professional competence requires a willingness to keep learning as well as an understanding of relevant technical, professional and business developments. Continuing professional development enables a professional investment banker to develop and maintain the capabilities to perform competently within the professional environment.

Careful and Thorough

Diligence encompasses the responsibility of IBP Members to act in accordance with the requirements of an assignment, carefully, thoroughly and on a timely basis.

Training Subordinates

IBP Members shall take reasonable steps to ensure that those working under the professional IBP Member’s authority in a professional capacity have appropriate training and supervision.

Full Disclosure

When appropriate, an IBP Member shall make clients or employers aware of the limitations inherent in the analysis, services or activities.

A.03 – Confidentiality

The principle of confidentiality imposes an obligation on all IBP Members to refrain from:

1.  Disclosing Sensitive Information

Disclosing outside the firm or employing organization confidential information acquired as a result of professional and business relationships without proper and specific authority or unless there is a legal or professional right or duty to disclose; and

2.  Using Information for Personal Gain

Using confidential information acquired as a result of professional and business relationships to their personal advantage or the advantage of third parties.

Disclosure to Avoid
  • An IBP Member shall maintain confidentiality, including in a social environment, being alert to the possibility of inadvertent disclosure, particularly to a close business associate or a close or immediate family member.
  • IBP Members shall maintain confidentiality of information disclosed by a prospective client or employer.
  • IBP Members shall maintain confidentiality of information within the firm or employing organization.
Allowed Disclosure

The following are circumstances where IBP Members may be required to disclose confidential information or when such disclosure may be appropriate:

  • Disclosure is permitted by law and is authorized by the client or the employer;
  • Disclosure is required by law
  • There is a professional duty or right to disclose, when not prohibited by law:
  • To respond to an inquiry or investigation by a member body or regulatory body;
Relevant Factors

In deciding whether to disclose confidential information, relevant factors to consider include:

  • Whether the interests of all parties, including third parties whose interests may be affected, could be harmed if the client or employer consents to the disclosure of information by the IBP Member;
  • Whether all the relevant information is known, to the extent it is practicable; when the situation involves unsubstantiated facts, incomplete information or unsubstantiated conclusions, professional judgment shall be used in determining the type of disclosure to be made, if any;
  • The type of communication that is standard  business practice and to whom it is addressed; and
  • Whether the parties to whom the communication is addressed are proper recipients.

A.04 – Professional Behavior

Regulations & Industry Reputation

The principle of professional behavior imposes an obligation on all IBP Members to comply with relevant laws and regulations and avoid any action that the individual knows or should know may discredit the profession. This includes actions that a reasonable and informed third party, weighing all the specific facts and circumstances available to the IBP Member at that time, would be likely to conclude adversely affects the reputation of the profession.

Promotion

In marketing and promoting themselves, their firms and their work, IBP Members shall not bring the profession into disrepute. IBP Members shall be honest and truthful and not:

  • Make exaggerated claims for the services they are able to offer, the qualifications they possess, or experience they have gained; or
  • Make disparaging references or unsubstantiated comparisons to the work of others.

Part B: Conflicts of Interest

B.01 – Main Threats

Client Facing Roles

The investment banking industry is fraught with many potential conflicts of interest and IBP Members must educate themselves in order to recognize these conflicts and address issues before they escalate.  This includes work in fairness opinions, mergers & acquisitions, restructurings and/or other related professional mandates.

Internal Roles

Internal roles within an investment bank are also susceptible to conflicts of interest, especially when the brokerage and investment banking divisions do not maintain sufficient separation. Common violations include misrepresentation, insider trading, deliberate omission of significant information regarding public company filings, market manipulation and violation of fiduciary duties.

B.02 – Main Safeguards

Fairness & Disclosure

IBP Members shall act fairly in all situations and must fully disclose any actual or potential conflict to all affected parties.

Objectivity

IBP Members shall make full and fair disclosure of all matters that could reasonably be expected to impair their independence and objectivity or interfere with their respective duties to their employer, clients, and prospective clients.

B.03 – Fundamental Responsibilities

Rules & Regulations

IBP Members shall comply with all applicable laws, rules, and regulations governing professional activities and shall not knowingly participate or assist in any violation of such laws, rules, or regulations.

Complexity

IBP Members shall understand the needs and complexity of their employer or client, and should provide appropriate and suitable investment banking services and advice.  Should the IBP Member not have the proper expertise to handle a given mandate, the IBP Member shall communicate openly and honestly.

Overstating and Exaggeration

IBP Members shall be diligent about not overstating the accuracy or certainty of a specific analysis and the resulting conclusions.

Disclose Limits

IBP Members shall clearly disclose the relevant limits of a specific analysis and/or their specific knowledge and expertise concerning investment banking services, industry practices and applicable laws and regulations.

Part C: Enforcement

IBP Institute Enforcement

Each individual IBP Member should understand and abide by this Code of Ethics.  Strict industry regulations will also impose formal obligations on most IBP Members. Where local requirements and/or regulations conflict with the Code, such regulations will have authority.

Any violation of this Code of Ethics may result in temporarily or permanently removing the right to use or refer to having earned the IBP designation.  This determination is at the sole discretion of the IBP Institute and will only be implemented following a formal investigation to determine that such a violation has taken place.

If you feel that an IBP Member has violated this Code of Ethics, please contact ethics@ibpinstitute.org.