ISSUE 24 APRIL 2014 India Watch - Grant Thornton...

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India Watch ISSUE 24 APRIL 2014 In association with Welcome to the Spring edition of Grant Thornton’s India Watch, in association with the London Stock Exchange For now, however, Indian-owned companies continue to have a significant impact in the UK, as highlighted by our recently launched India Tracker. The Top 41 fastest-growing companies, identified by our tracker, achieved growth rates of more than 10%, with 26 companies achieving more than 20% – outstripping current UK GDP growth. The top five companies more than doubled turnover, probably partly as a result of acquisitions. Finally, our guest author Shash Dayal, an Associate at Field Fisher Waterhouse LLP, explains how the Indian government is keen to attract oil and gas investors worldwide by offering new exploration blocks in the tenth round of India’s New Exploration Licensing Policy (NELP-X). The date of launch is yet to be announced and there are suggestions that the government could change its pricing structures, although none of this is likely to be confirmed until after the elections. If you would like to discuss any of the matters arising in this issue or how Grant Thornton’s South Asia group can help you, please contact us. Grant Thornton’s India Watch Index fell by 8% in Q1 2014, compared with a 1.2% and 2.2% drop in the FTSE AIM 100 and FTSE 100, respectively. Overall India’s domestic deal activity for the quarter was lower than in recent years at US$6 billion. Domestic deal activity was sluggish, with the value of deals declining by 50% and volume by 24%. Investors generally appear to be adopting a ‘wait-and-see’ approach ahead of the general elections. The volume of M&A deals was in line with the same period last year, largely held up by crossborder activity, but the value of these deals fell markedly. By contrast, inbound deal volume rose a significant 50%. Private equity activity also remained robust, with 133 deals valued at US$2 billion. The first quarter of 2014 has been mixed for the Indian economy. Imports and exports fell year-on-year, price rises remain a challenge, and the manufacturing and automotive sectors are under considerable pressure. While the weaker rupee encourages inbound deal flow, there are concerns that it could dampen Indian appetite for overseas acquisitions. Anuj Chande Partner, Corporate Finance and Head of South Asia Group Grant Thornton UK LLP T +44 (0)20 7728 2133 E [email protected] Arjun Mehta Director Grant Thornton Advisory Private Limited T +91 124 4628 000 E [email protected]

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India WatchISSUE 24 APRIL 2014

In association with

Welcome to the Spring edition of Grant Thornton’s India Watch, in association with the London Stock Exchange

For now, however, Indian-owned companies continue to have a significant impact in the UK, as highlighted by our recently launched India Tracker. The Top 41 fastest-growing companies, identified by our tracker, achieved growth rates of more than 10%, with 26 companies achieving more than 20% – outstripping current UK GDP growth. The top five companies more than doubled turnover, probably partly as a result of acquisitions.

Finally, our guest author Shash Dayal, an Associate at Field Fisher Waterhouse LLP, explains how the Indian government is keen to attract oil and gas investors worldwide by offering new exploration blocks in the tenth round of India’s New Exploration Licensing Policy (NELP-X). The date of launch is yet to be announced and there are suggestions that the government could change its pricing structures, although none of this is likely to be confirmed until after the elections.

If you would like to discuss any of the matters arising in this issue or how Grant Thornton’s South Asia group can help you, please contact us.

Grant Thornton’s India Watch Index fell by 8% in Q1 2014, compared with a 1.2% and 2.2% drop in the FTSE AIM 100 and FTSE 100, respectively.

Overall India’s domestic deal activity for the quarter was lower than in recent years at US$6 billion. Domestic deal activity was sluggish, with the value of deals declining by 50% and volume by 24%. Investors generally appear to be adopting a ‘wait-and-see’ approach ahead of the general elections. The volume of M&A deals was in line with the same period last year, largely held up by crossborder activity, but the value of these deals fell markedly. By contrast, inbound deal volume rose a significant 50%. Private equity activity also remained robust, with 133 deals valued at US$2 billion.

The first quarter of 2014 has been mixed for the Indian economy. Imports and exports fell year-on-year, price rises remain a challenge, and the manufacturing and automotive sectors are under considerable pressure. While the weaker rupee encourages inbound deal flow, there are concerns that it could dampen Indian appetite for overseas acquisitions.

Anuj Chande Partner, Corporate Finance and Head of South Asia GroupGrant Thornton UK LLPT +44 (0)20 7728 2133 E [email protected]

Arjun MehtaDirectorGrant Thornton Advisory Private LimitedT +91 124 4628 000E [email protected]

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Grant Thornton India Watch Index lags FTSE indices in Q1 2014

Grant Thornton’s India Watch Index fell by 8% in Q1 2014, compared with a 1.2% and 2.2% drop in the FTSE AIM 100 and FTSE 100, respectively. Investors clearly remain cautious ahead of the general elections.

Source: Factset

Winners and losersOPG Power Ventures, a developer and operator of power generation plants, was the quarter’s clear winner – up 44.4%, having reported strong trading results in the fourth quarter of 2013. The company’s existing plants are performing well, while the construction of two additional plants is progressing ahead of schedule. OPG’s full-year results are expected to meet market expectations.

Another winner in the power sector was wind farm developer Mytrah Energy, which was up 13.1% in the quarter. Mytrah’s full-year results were below analyst expectations, but it was generally viewed as a one-off due to the impact of this year’s rather unusual monsoon. Overall market drivers are favourable given India’s chronic power shortage and advantageous tariffs for electricity produced by wind farms.

7075

808590

95

100105

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125130135140

145

Mar-14Feb-14Jan-14

–– GT India Watch – ALL

–– GT India Watch – smaller caps

–– FTSE 100

–– FTSE All Cap Asean

–– FTSE AIM All Share

–– FTSE AIM 100

–– FTSE AIM 50

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Trailing behindBy contrast, animation, gaming, live action, entertainment production and distribution company DQ Entertainment was down 50%, having recorded a 35% increase in the previous quarter. In January 2014, the company completed the reorganisation of its French sister company ‘Method Animation’. However, it seems that investors were expecting healthier results than those reported for the nine months to 31 December 2013.

Nandan Cleantec, a scaled vertically integrated biofuel producer that is active in India, south-east Asia and Africa, reported another poor quarter. It was down 46.7%, having recorded a net loss of INR34 million for the six months ended December 2013, compared with a profit of INR336 million the previous year. The company said its financial performance was dented by an ongoing legal dispute with India’s Special Economic Zone Authority, which has suspended Nandan’s refinery activities. A successful resolution to these operational issues could lead to a substantial increase in share price.

Country outlookThe short-term outlook for India depends on the outcome of the general elections. In the medium term, a government with a significant parliamentary majority could provide the country with much-needed political and economic stability, creating the right environment for Indian companies to continue growing their business.

Anuj ChandePartner, Corporate Finance and Head of South Asia GroupGrant Thornton UK LLPT +44 (0)20 7728 2133 E [email protected]

Vishal JainAssociate Director, Corporate FinanceGrant Thornton UK LLPT +44 (0)20 7865 2269E [email protected]

Note: Hirco has been removed from our index due to its cancellation from AIM in February 2014, while Koovs has been added.

*The India Watch Index consists of 26 Indian companies listed on AIM or the Main Market (excluding GDRs). We only consider companies to be Indian if they are domiciled in India and/or foreign companies holding Indian assets or Investment companies with Indian promoters. The index has been created via Factset and is weighted by Market Value. To avoid distortion of index trends, the two largest market cap entities, Essar Energy and Vedanta Resource, are excluded.

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Decline in India’s domestic activity impacts on deal momentum

Overall deal activity in Q1 2014 totalled US$6 billion, considerably lower than for the same periods in 2012 and 2013 – even after stripping out the impact of internal restructuring and mergers. Domestic deal activity was sluggish, with the quarter’s activity largely driven by a sharp rise in inbound deals, as companies took advantage of the weak rupee.

Deal Summary Volume Value (US$ billion)

2011 2012 2013 2011 2012 2013

Domestic 71 67 51 2,008 1,458 975

Crossborder 62 51 69 1,952 3,786 3,021

Mergers and internal restructuring 45 13 8 14,433 60 75

Total M&A 178 131 128 18,393 5,304 4,072

Private equity 121 90 133 2,133 1,659 2,091

Grand total 299 221 261 20,526 6,963 6,164

Crossborder includes

Inbound 36 30 45 1,258 2,933 2,529

Outbound 26 21 24 694 853 492

Ten deals were valued at over US$100 million each. Private equity activity remained particularly strong; 133 deals were valued at US$2 billion, compared with 90 deals at US$1.7 billion in the same period in 2013.

Deal summaryThere has been a slowdown in domestic deal activity ahead of the general elections, with deal volume declining by 24% and value by 50%. Strategic investors are clearly withholding investments until the government has been elected and policies clarified.

Overall however, M&A activity in deal volume terms remained in line with the same period in 2013. This was largely due to a 26% increase in crossborder deal volume and a significant 50% rise in inbound deal volume over 2013, as companies took advantage of the weak rupee. M&A activity in Q1 2014 declined considerably in deal value terms, compared with recent years.

The standoff between Russia and the West over Ukraine, along with the limited sanctions proposed by the West, came late in the quarter and failed to have any real impact on crossborder M&A activity.

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M&A sector focusA range of sectors contributed to M&A activity in Q1 2014, from IT/ITeS to manufacturing, pharmaceuticals, energy and natural resources, and agriculture and forestry.

IT/ITeS is increasing at a steady pace, compared to Q1 2012 and 2013, largely due to a rise in e-commerce deals. The largest deal in the sector this quarter was the US$133 million investment in Snapdeal by a consortium led by Ebay. The manufacturing sector has also shown steady deal activity over the last two years. Diageo invested US$138 million in United Spirits, increasing its stake to 28.7% and making this the largest deal in the sector this quarter.

Private equityPE investment continues to grow significantly, with a 32% increase in deal volume and a 21% increase in value. PE activity contributed to 51% of overall deal volume and 34% of deal value in this quarter. There were five deals worth more than US$100 million each, the largest of which was Capital Square Partners and CX Partners investing US$260 million in Aditya Birla Minacs Worldwide, marking the exit of the Aditya Birla Group from the BPO sector.

In line with overall M&A activity, IT/ITES has the highest share of PE investments, trailed by retail and consumer, manufacturing, and the media, entertainment and publishing sectors.

The IT/ITES sector, in particular e-commerce and BPO companies, contributed to 41% of total PE activity and 34% in deal value terms. In the retail and consumer, as well as manufacturing sectors, there has been a gradual increase in activity, while banking and the pharma, healthcare and biotech sectors appear to be in decline. M&A activity is expected to pick up in the pharma, healthcare and biotech sector as the emerging markets generics land grab continues.

Top M&A sectors in 2014

Top M&A deals in 2014 (excluding internal mergers and restructuring deals)

Acquirer Target Sector US$ million

Aman Resorts Group Ltd Silverlink Holdings Hospitality & Leisure 358

TAQA Baspa Stage II and Karcham Wangtoo Energy & Natural Resources 314

Groupe Lactalis SA Thirumala Milk Products Private Ltd Agriculture & Forestry 275

Indo-Infra Inc Baspa Stage II and Karcham Wangtoo Energy & Natural Resources 240

Wilmar International Shree Renuka Sugars Agriculture & Forestry 200

Oberoi Realty Ltd 25 Acre Borivali Land Parcel from Tata Steel Real Estate 186

Game Show Network LLC Bash Gaming Media, Entertainment & Publishing 160

Lodha Developers Pvt Ltd Freehold Interest in New Court Real Estate 144

Thomas Cook (India) Ltd Sterling Holiday Resorts India Ltd Hospitality & Leisure 140

Tesco plc Trent Hypermarket Ltd (THL) – Star Bazaar brand Retail & Consumer 140

IT & ITES [21%]

Manufacturing [15%]

Pharma, Healthcare & Biotech [9%]

Energy & Natural Resources [8%]

Agriculture & Forestry [6%]

Banking & Financial Services [7%]

Retail & Consumer [7%]

Others [27%]

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Atul MongaAssociate Director Grant Thornton UK LLPT +44 (0)20 7865 2534E [email protected]

PE sectors in 2014

Top PE deals in 2014

Investor Investee Sector US$ million

Capital Square Partners and CX Partners Aditya Birla Minacs Worldwide IT & ITES 260

Temasek, IDFC Alternatives GMR Infrastructure Infrastructure Management 183

Canada Pension Plan Investment Board (CPPIB), through its Singapore-based wholly owned subsidiary L&T Infrastructure Development Projects Ltd Infrastructure Management 161

KKR Avantha Holdings Manufacturing 100

Kinnevik Quikr Pvt Ltd IT & ITES 90

Fairfax Financial Thomas Cook Hospitality & Leisure 81

IDFC Alternatives Baspa Stage II and Karcham Wangtoo Energy & Natural Resources 62

Tata Opportunities Fund Varroc Group Automotive 60

Goldman Sachs, Mitsui Global Investment Global Beverages and Foods Pvt Ltd Retail & Consumer 51

India Value Fund National Bulk Handling Corporation Ltd Transport & Logistics 48

IT & ITES [41%]

Energy & Natural Resources [2%]

Manufacturing [8%]

Retail & Consumer [8%]

Media, Entertainment & Publishing [5%]

Transport & Logistics [3%]

Pharma, Healthcare & Biotech [9%]

Banking & Financial Services [6%]

Others [18%]

Final wordsAs expected, overall deal momentum remained sluggish in Q1 2014 ahead of the general elections. However, with the Western economic outlook broadly stable, M&A activity is expected to pick up again once the elections are over and there is renewed certainty in India. In the absence of any major policy changes following the elections, PE activity should also continue to maintain its upward curve.

Should the Russian-Ukrainian situation deteriorate, however, there is the potential for a global slowdown, which will have a ripple effect on Indian M&A activity.

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Bright spots emerge ahead of India’s elections

With India’s general election occurring, political campaigning in the country has reached fever pitch. After 10 years in opposition, Bharatiya Janata Party’s (BJP’s) National Democratic Alliance is fixed on replacing the Congress Party’s United Progressive Alliance (UPA) government and leading the country into the next chapter of its growth.

Hard timesThe UPA’s five-year term has been marred by slow economic growth, primarily caused by high inflation, rupee depreciation, policy paralysis, scams and turbulent capital markets. Despite rolling out several social sector schemes, the government has largely failed to boost manufacturing, attract foreign investment, ink public-private partnerships and reform the economy.

High hopesThe country is now optimistic that a stable, in-coming government will be able to kickstart economic reforms, create jobs and take key policy decisions, catapulting India into the next phase of its growth.

This optimism is reflected in the Grant Thornton International Business Report 2013, with nearly 69% of Indian businesses surveyed in the last quarter of the year upbeat about the country’s economy in 2014, compared to 57% in the third quarter of 2013.

This growing optimism may be partly down to the appointment of Raghuram Rajan as the new Governor of the Reserve Bank of India in September last year. This appears to have steadied the economy and provided much-needed confidence to Indian businesses.

The good, the bad and the uglyThe first quarter of 2014 has been a mixed bag for the economy. The year-on-year fall in imports by 17.1% and exports by 3.7%, resulted in the trade deficit narrowing from US$9.9 billion to US$8.3 billion in February. A sign of weakening domestic demand was also reflected in the drop in non-oil and non-gold imports.

Price rises are a significant issue in this election, with the opposition party keen to make mileage out of it. Despite declining for three consecutive months, consumer price inflation (CPI) is still hovering at a high of 8%. Food inflation accounts for about half of CPI and slipped 8.6% year-on-year in February, compared to 9.9% year-on-year in January.

The manufacturing sector (both capital and consumer goods) remains weak. However, the Index of Industrial Production (IIP), an indicator of industry output, recorded growth of 0.1% in January having contracted for three consecutive months. The IIP for the period from April 2013 to January 2014 now stands at 0%, compared to 1% year-on-year. The improvement in IIP numbers is largely due to the increase in power generation and growth in the mining sector, while manufacturing continues to reel under pressure.

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Arjun MehtaDirectorGrant Thornton Advisory Private LimitedT +91 124 4628 000E [email protected]

The automotive sector is generally seen as an important indicator of the health of the country’s economy. Cuts in excise duty announced in the interim Budget – and intended to give the sector a boost – only saw a marginal impact. The sector continues to bear the brunt of high fuel prices and finance costs coupled with tighter lending norms. The top eight of the country’s 17 automobile companies, which together account for 92% of overall domestic sales, reported growth of just 2.3% in February, compared to the same month last year.

Nevertheless, India’s capital markets are giving these elections a thumbs up, riding high on the hopes of change in the government and an eventual unleashing of long-term reform. The Bombay Stock Exchange, Sensex and Nifty jumped nearly 1.5% on 24 March, beating the month’s earlier highs.

Time for change?India has long been battling a slow pace of growth, leaving businesses to fend for themselves in a climate of political and economic uncertainty. The future of India’s growth story will be rewritten after the elections if a stable and pro-reform political combination comes to power in May, potentially paving the way for a calm and steady phase of growth.

Sources:1. Business Standard2. Reuters3. Economic Times

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About NELPIndia’s New Exploration Licensing Policy (NELP) was introduced in 1998 and is run by the country’s Directorate General of Hydrocarbons (DGH). It was a major policy initiative by the government to open up the upstream oil and gas sector to private technology and investment, including from foreign companies, in order to accelerate hydrocarbon exploration, development and production in the country.

Nine rounds of NELP have seen participation from 11 public sector companies including national oil companies, 58 private sector companies and 48 foreign companies.

Earlier this year, DGH announced 46 new exploration blocks, of which 17 are to be on land, 15 in shallow water and 14 in deep water. The new blocks will be located as follows:

Cost-sharing v revenue sharing Companies considering investing in these blocks need to be aware of the potential changes to pricing structures. The important policy item to be decided under NELP-X is whether the government keeps the existing cost-sharing model under the Production Sharing Contract (PSC) entered into by the government and prospective explorers or if it switches to a revenue-sharing model.

A cost-sharing model enables exploration companies to recover their entire expenditure in developing oil and gas fields before sharing profits with the government. However, a revenue-sharing model would allow the government to start sharing revenues from the first day of production. Most of the leading national and international exploration companies are against any change to the model and believe India should stick with the current system if it wants to continue to lure investors.

Under the PSC and India’s tax regime, explorers must pay a 10% royalty (initially 5% for deep water blocks) and income tax. The government has proposed an extended tax holiday of seven years from the start of commercial production (or 10 years for deep water blocks) and there is likely to be a longer contract tenure to attract investors.

What next?Details of the NELP-X policy, including what revenue-sharing model will be used in the PSC, and the exact timeline of launch are still to be announced. It is likely that the policy will be finalised after the general elections when a new government is in place. The auction round is expected to follow, with a number of roadshows in 2014. We will be following these developments with interest and reporting on them in future articles.

India lures oil and gas investors worldwideEarlier this year the Indian government announced that it would be offering investors new exploration blocks in the 10th round of India’s New Exploration Licensing Policy (NELP-X). The number of blocks offered could rise to 60 after all inter-ministerial clearances have been received, according to India’s Petroleum Minister Dr Veerappa Moily.

1 In the State of Gujarat, the local government may be withdrawing its approval for nine exploration blocks in the Cambay basin.

Shash DayalAssociateField Fisher Waterhouse LLPT +44 (0)20 7861 4562

Number Region Blocks

1 Gujarat-Kutch 2

2 Gujarat-Saurashtra 4

3 Mumbai 7

4 Kerala-Konkan 4

5 Cauvery 2

6 Krishna-Godavari 4

7 Mahanadi-NEC 1

8 Andaman 5

9 Rajasthan 4

10 Himalayan Foreland (Punjab Plain) 1

11 Cambay1 9

12 Bengal 2

13 Deccan Syneclise 1

Total 46

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Tracking the Top 41 fastest-growing Indian companies in the UK

Our brand new India Tracker highlights the scale, business activities, locations and performance of Indian-owned companies making the biggest impact in the UK.

Indian-owned companies are making a big impact in the UK but where are they based, what business are they in and what is the outlook for further India-UK investment in 2014?

Grant Thornton’s India Tracker, developed in collaboration with the Confederation of Indian Industry, identifies the top 41 fastest-growing Indian companies in the UK by turnover and highlights companies employing more than 1,000 people.

Indian companies role in UK economyIndian companies follow a relatively well-trodden path to the UK that dates back more than 100 years when Tata first established a UK presence. According to our research:• More than 700 Indian-owned businesses in

the UK. • These companies employ more than 100,000

people (figure may include employees in overseas subsidiaries of UK companies).

• The Top 41 fastest-growing Indian companies in the UK generate some £19 billion of turnover.

• Tata Motors accounts for more than 84% of the turnover figure for this group.

• Only five of the fast-growth India Tracker Top 41 are large corporates (with more than £250 million turnover); 17 are mid-sized corporates (£25 million to £250 million turnover) and 19 are SMEs (£5 million to £25 million turnover).

India-UK investment driversOur research suggests that the appetite and opportunities for successful UK investment by Indian companies remain strong and may be picking up from the post-2008 slowdown, despite economic difficulties both in the UK and in India. According to a recent report by UK Trade & Investment (UKTI), India is the fifth largest investor in the UK.

Indian investors are attracted to the UK to gain access to leading-edge technology, know-how and research; for direct access to the UK market; and as a springboard into Europe.

Others have been attracted by the ability to acquire iconic UK brands, such as Typhoo, Jaguar Land Rover or fashion retailer East.

Growth rates outstrip UK GDP growthThe Top 41 fastest-growing companies identified by our India Tracker achieved growth rates of more than 10%, with 26 companies achieving more than 20% – far outstripping prevailing UK GDP growth.

The top five companies in the India Tracker more than doubled turnover, no doubt partly as a result of acquisitions. We estimate, however, that overall around 60% of the companies in the Top 41 are the result of establishing and growing greenfield businesses rather than acquisition.

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Fast-growth sectorsHalf of the fastest-growing companies in our India Tracker Top 41 are in the pharmaceuticals and chemicals (22%) and technology and telecoms (32%) sectors. These sectors have remained strong for Indian enterprises attracted to UK know-how, technology and market positioning.

Engineering and manufacturing account for 13% of the Top 41 while automotive features 10% of the India Tracker companies – unsurprisingly this is dominated by Tata Motors.

Manufacturing companies, particularly food manufacturers such as Britannia Brands, also feature strongly. Many such businesses, have been actively accessing technology and brands in this sector, and successfully exporting this to the Indian market, as in the case of India Hospitality Corporation’s acquisition of Adelie Foods in 2012.

Indian companies are based throughout UKThe fastest-growing Indian companies in the UK are fairly evenly spread throughout the country, with just 29% of the Top 41 based in the capital. The North of England has 29% of the total, the South 32%, and, interestingly, just 10% are based in the Midlands, which is traditionally the heart of UK manufacturing.

Outlook for 2014While there were more encouraging signs for the Indian economy in the last quarter of 2013, India’s growth rate remained below 5% throughout the year. Consistent quarter-on-quarter growth and a strong economic recovery are far from guaranteed and investors remain cautious in the face of continued uncertainty. In addition, the weaker rupee may be curtailing the Indian appetite for overseas acquisition.

India now awaits the elections, set to play a pivotal role in its economic future. The prospect of a more pro-business BJP government has spurred the markets but there are concerns that progress may be hampered if they are forced into a coalition.

Despite these issues, there is a great deal of pent-up demand among Indian businesses looking to set up in the UK. With many Indian companies having significant cash stockpiles on their balance sheets, we might expect to see some of this potential unleashed as companies seek to replicate the success of our Tracker Top 41 in the UK as and when the economy improves.

Anuj ChandePartner, Corporate Finance and Head of South Asia GroupGrant Thornton UK LLPT +44 (0)20 7728 2133 E [email protected]

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