Financial Analyst David Webb Calls On SFC to Investigate Convoy for Market Misconduct

Convoy - Your Finance Destroyer

A few weeks ago on New Years Eve, financial analyst and activist, David Webb, published a disturbing analysis of several shady transactions relating to Convoy, the largest financial advisory company in Hong Kong. The link is HERE.

Stock Market Manipulation

Convoy is publicly listed on the Hong Kong Stock Exchange (stock code: 1019). Webb claims that most of Convoy’s recently reported profit can be attributed to an investment in a single “massively inflated” stock (Finsoft Corp), whose price appears to have been manipulated by some unknown person(s):

Waited to Publish

In Hong Kong, stock market manipulation is a criminal offense. The maximum punishment is a fine of $10 million HKD and 10 years imprisonment.

Dissemination of Misleading Information

Webb also claims that Convoy published false and misleading information in its 2014 interim report, seemingly in an attempt to hide from investors the concentrated and questionable source of much of its profit.

In Hong Kong, it is a criminal offense to disseminate false or misleading information in order to “maintain, increase, reduce or stabilize the price” of a stock. The maximum punishment is a fine of $10 million HKD and 10 years imprisonment.

Webb has called on the SFC to conduct an investigation:

SFC Should Investigate Convoy (Underlined)

On January 9th, Webb updated his article and further claimed that Convoy failed to disclose Inside Information and a Disclosable Transaction:

Inside Information and Disclosable Transaction

Conspicuously Underpriced Warrants

In another section of the article, Webb pointed out that Convoy placed conspicuously underpriced warrants on two separate occasions (Feb 2011 and Feb 2013). The fact that the warrants were so underpriced suggests that the placement was not in the interest of public shareholders, but rather, in the interest of some unnamed third parties.

Suspicious Warrants

I myself had noticed the suspicious warrant placements more than a year and a half ago and subsequently filed a complaint with the SFC. It seemed to me that someone had attempted to manipulate Convoy’s stock price upwards immediately after both warrant placements. Upon the second warrant placement, Convoy’s stock price nearly doubled in price for no apparent reason.

I wrote a blog post about this, titled, “Was Convoy Involved in Illegal Market Manipulation after Issuing 80 Million Underpriced Warrants?” Below is a chart from that post:

On-Two-Occasions-Convoys-Stock-Price-Spikes-After-Warrants-Are-Issued

In response to my complaint, SFC replied to me, thanking me for bringing the issue to their attention, but they said they could not tell me anything else, due to a secrecy provision in the SFO. However, they did say this:

SFC Response

It has been a year and a half since they said that, but I have seen no press release.

Convoy’s CEO Resigns

In his article, Webb noted that Rosetta Fong resigned as CEO, effective 1 Jan 2015. Here is the official announcement released by the company:

Rosetta Fong Resigns as CEO

Source: Convoy’s 24 Dec 2014 Announcement

The announcement claimed, “Ms. Fong has confirmed that she has no disagreement with the Board and there are no any matters in respect of her resignation as the CEO that need to be brought to the attention of the holders of securities of the Company.”

The Parent Company Sells All Shares of the Publicly Listed Company

Webb also noted that on 21 Nov 2014, Convoy Financial Group Limited (the parent company) sold all of its shares of Convoy Financial Holdings Limited (the publicly listed company). My understanding of this transaction is that former CEO Rosetta Fong disposed of most if not all of her remaining ownership in the publicly listed company. Here is the shareholding structure in Sept 2014, before the parent company sold its shares:

OCI Bans ILAS Indemnity Commissions

Historically, nearly all of Convoy’s revenue has been derived from indemnified commissions which they received for flogging investment-linked assurance scams (ILAS):

Convoy's ILAS Commissions

Source: Convoy’s IPO prospectus and annual reports.

Last July, OCI banned insurance companies from paying indemnity commissions to brokers that sell their ILAS products. As a result, all commissions must now be paid on an earned basis—not upfront. The new regulations went into effect on January 1st, the same day that Rosetta Fong resigned.

Now, Convoy can no longer deceptively extract 25 or 30 years worth of commissions upfront from clients, which means the company’s primary source of revenue has completely disappeared.

In a recent interview with the South China Morning Post, Glenn Turner, former chairman of the Independent Financial Advisers Association, estimated that ILAS sales will “probably drop by 80 to 90 per cent…as agents lose interest in pushing them.”

Falling Knife or Coiled Spring?

Before OCI banned indemnity commissions, I wrote a blog post raising the question of whether Convoy’s stock was a “Falling Knife or Coiled Spring?

According to David Webb, the answer is neither. He says it’s a bubble, and he’s calling on the SFC to prick it. I am too.

Pop a Bubble

Further Reading

Hong Kong Consumers Angry After Being Sold Complex Insurance Product ILAS (SCMP – May 17, 2013)

American Schoolteacher Takes on HK’s ILAS Establishment (International Adviser – July 12, 2013)

The ILAS Scandal Intensifies: Ex-Employee Tells Regulators that Professional Misconduct and Incompetence Are Rampant at Hong Kong’s Largest IFA Company (May 19, 2014)

Whistleblower, Shawn Wong, Answers Questions about His Experience at Convoy Financial Services (May 22, 2014)

Convoy Financial Services, the Largest So-Called IFA Company in Hong Kong, Is a Colossal Fraud (May 22, 2014)

Reforms on insurance-linked investment products bring shake-up (SCMP – Aug. 11, 2014)

Letter to the SFC (#2): Convoy Systematically Defrauds Investors by Misrepresenting the Licensing Credentials of Its Advisers (Oct. 16, 2014)

Leave a Reply

Your email address will not be published.