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Viewpoint from RT

Pre-IPO (Initial public offering) advisory in Singapore

Going public represents a significant milestone for any private company and with it brings numerous benefits; from an increased brand recognition and prestige to an improved access to capital markets and more liquidity. While the idea of getting listed may be exciting and a dream come true for most enterprises, the process of attaining it is no easy feat and involves several requirements and changes in a company’s operations.

Things to note

To begin with, there are 2 platforms in which companies can get listed on – the Mainboard or the Catalist of the Singapore Exchange (SGX).

The Mainboard caters to the needs of established enterprises. Mainboard-listed companies enjoy the prestige of an established marketplace and access to the widest range of institutional and retail investors.

The Catalist, on the other hand, caters to the needs of fast-growing enterprises. Companies seeking a primary listing on the Catalist must be brought to list by authorised Sponsors via an initial public offering (IPO) and reverse take-over.

The rules and requirements are different for each listing. Companies would have to carefully assess their business standing and determine their level of readiness in choosing between both listings.

The following are the different listing products available for application:

  • Real Estate Investment Trusts (REITs)
  • Business Trusts
  • Global Depository Receipts
  • Exchange Traded Funds (ETFs)
  • Exchange Traded Notes (ETNs)
  • Structured Warrants
  • Daily Leverage Certificates (DLCs)

Before going public

Assess your company’s financial health and readiness for an IPO.

There is a substantial amount of cost involved in getting listed on the SGX. It is important for companies to ensure financial security before taking the plunge to go public to avoid affecting its business operations, getting delisted, or falling into debt. In some cases, going public may cause more harm than good for businesses. Hence, it is crucial for companies to ensure that the benefits outweighs the cost and be prepared for different circumstances that my arise in the future.

To be eligible to join the mainboard of the SGX, companies must fulfil one of the following quantitative requirements:

  • Minimum consolidated pre-tax profit of at least S$30 million for the latest financial year with operating track record of at least 3 years;
  • Profitable in the latest financial year, and has a market capitalisation of not less than S$150 million based on the issue price and post-invitation issued share capital with operating track record of at least 3 years; OR
  • Operating revenue in the latest completed financial year and a market capitalisation of not less than S$300 million based on the issue price and post-invitation issued share capital.  Real Estate Investment Trusts and Business Trusts who have met the S$300 million market capitalisation test but do not have historical financial information may apply under this rule if they are able to demonstrate that they will generate operating revenue immediately upon listing.

To be eligible to join the Catalist on the SGX, there is no minimum quantitative criteria required by SGX – Sponsors will use their own house deal selection criteria.

On top of that, there are also several listing fees payable which includes:

  • Initial listing fees
  • Annual listing fees
  • Additional listing fees
  • Mainboard processing fees (For Mainboard listing)
  • Sponsors fees (For Catalist listing)

Gather a team of professionals skilled in IPOs

Going public imposes different management and operational requisites. Companies can expect a loss of control over operations and several added obligations from regulatory compliance to a complete reassessment of internal finance and business policies.

Thus, it is crucial for companies to employ a robust team that is well versed with the IPO process to assist them in navigating the complexities involved.

The following personnel are usually required in a sustainable IPO team:

  • Underwriters
  • IPO lawyers
  • Reporting accountants
  • Company’s management team
  • Issuing managers (For Mainboard listings)
  • Sponsors (For Catalist listings)

Conduct an audit on your financial reporting system

Another important aspect in preparation to go public is to ensure that your company’s financial reporting system is well organized and secured so as to guarantee accuracy and timeliness in delivering public filings and financial statements to future investors. Its policies should also be compliant with governmental regulations and be constantly reviewed and updated accordingly.

Therefore, before proceeding with the application, it is advisable for companies to first analyze their past financials to ensure that there are no mistakes and that everything is intact and ready to take on the new responsibilities involved.


The pointers above are non exhaustive and serves only as a general guide and insight to the IPO process in Singapore. If your company is interested in going public and would like to know more about the procedures involved, please contact us at info@rtasean.com. Our team is skilled in providing Pre-IPO advisory and has successfully assisted several companies in getting listed on the SGX. We can help you evaluate and meet the applicable standards and performance expected of a listed company.

Click here for our full suite of Financial services

Reference

https://www.sgx.com/

Disclaimer

While we do our best to ensure that all information presented is considered to be true and complete at the date of publication, its accuracy and reliability is subjected to changes. RT will not be held liable for the use of these information.

Filed Under: Viewpoint from RT Tagged With: business, financial services, ipo, singapore

Mr Ravi Arumugam to continue post on ISCA CARE’s Board of directors

The Institute of Singapore Chartered Accountants (ISCA) Cares has recently announced the continuance of Mr Ravi Arumugam, Chief Executive Officer (CEO) and Managing Partner of RT LLP’s post as treasurer on its board of directors. Since its inception in 2015,  Mr Ravi has consistently played an active role in contributing to its cause in working towards building a compassionate and caring accountancy community for the betterment of the society.

“ISCA Cares is a charity set up in 2015 by the Institute of Singapore Chartered Accountants (ISCA) as part of Singapore’s Jubilee celebration of her 50th anniversary of independence. The charity represents a collective effort of the accountancy profession to give back to society which supported them in achieving success. It also signifies the efforts of the Institute, in its role as the national accountancy body, to provide a platform for the profession to support worthy and meaningful causes.”

Having over 5 years of stewardship as one of its board members, we sat down with Mr Ravi for a quick chat where he shared some of his thoughts and experiences about his journey with ISCA Cares and what he hopes for the accountancy community in the years to come.

Photo adapted from ISCA Cares news journal done by one of its bursary recipients as a token of gratitude

What does ISCA Cares do?

ISCA Cares provides bursaries for deserving young talents from our institutions who aspire to be accountants but due to various factors and personal situations may be struggling to pay fees or take care of their cost of living. It is heart wrenching to hear their stories and I am happy to be able to be involved and be part of the team that identifies these deserving individuals for bursaries.

What pulled you to become a board member on ISCA Cares?

I was invited to be a Board member by the then President of ISCA, Mr Gerard Ee and subsequently took on the post as Treasurer of the Charity. When asked at that time, I immediately accepted as an honour and privilege in doing my part in giving back to the society and accountancy community that I hold dearly.

Photo adapted from ISCA Cares news journal done by one of its bursary recipients as a token of gratitude

What has been the most rewarding part of being on ISCA Cares for you?

It has been my privilege to have been part of the first Board of Directors, excellently supported by ISCA volunteers that started ISCA Cares. The most rewarding part would have to be helping students in our institutions achieve their dreams and in that process cultivate the accountants of the future.

What is one thing you hope for in the community?

I would like to see more young people opting to be professional accountants. I would also like to see more of those who are already in the profession contribute to ISCA Cares, which is a very worthwhile cause in development of the next generation of professional accountants.

Is there anything else you’d like to share with regards to the work that ISCA Cares does?

ISCA Cares is a brilliant initiative and effort by the profession for the profession. The work it does and the good it provides will yield dividends many times more in the future. It is a good way to reach out to the best and brightest who might need a little assistance in their early years. ISCA Cares is essentially the profession investing in itself and thereby ensuring the future of the profession in Singapore. It is a good way to give back to the profession and to be proud to have contributed in helping another.

 

References:

https://journal.isca.org.sg/2019/01/28/transforming-lives-through-isca-cares-a-joy-giving-back-to-society/pugpig_index.html

https://isca.org.sg/isca-cares/about-isca-cares/board-of-directors/

Filed Under: Viewpoint from RT

Work from home (WFH) tips | COVID-19

The spread of the COVID-19 pandemic has called for lockdowns and self-isolation measures across the world leaving most non-essential businesses no choice but to close their offices and work from home (WFH).

In light of this new reality, we asked some of our colleagues what some of their personal tips and tricks are on how they are best managing working from home and threw in a few others as well!

1. Set a schedule – plan your day the night before

“I like to plan out my day out the night before I go to bed as this allows me to better prioritize and remain more focused and disciplined throughout the day. Setting a routine schedule also helps me alleviate stress by ensuring that I keep a healthy balance between work and my personal time.”

Working from home may blur the lines between work and personal hours since homes are now essentially offices. For some, the inclination to want to sleep in a little more or be distracted by other activities is higher within the comforts of our own homes. Others may find it difficult to separate the two and end up overworking and not having sufficient rest.

To avoid that from happening, try setting a routine schedule that clearly defines the time to work and rest that works best for you and commit to it. This way, you can better account for your day to day activities and make sure that you are performing efficiently work wise and taking care of your personal needs at the same time.

Some scheduling applications that may be useful are Todoist, Noteplan, and Trello.

2. Take breaks in between – set aside a 10-15 minutes breaktime

“Taking 10 minutes out of the workday to do a little stretch and fix myself a cup of coffee helps me to be more productive and inspired. It keeps me feeling more refreshed and my ideas flowing better with the small change in activity as opposed to sitting at my desk the entire day.”

It has been said that taking short breaks in between a workday would help to improve efficiency and mental well-being. Therefore, depending on your company’s policies, ensure that you do take time to have your lunch and another 10-15 minutes break later in the day. This may not only enable you to perform better but also keeps you from overexerting yourself which may be damaging to your health.

Fix yourself a drink, take a walk around the house or connect with your friends or family for a quick catch up session – whichever way works best for you!

3. Exercise – incorporate home friendly exercises into your daily routine

“Now that I am home all the time, I am moving around a lot lesser as compared to before. Hence, to make up for this, I make sure that I take the time to do some home exercises to help me keep fit and healthy. I always feel more energized and alert after a good work out session.”

Research has shown that regular physical activity is important for our mental and physical state and has also said to reap many health benefits. Without the need to commute to work or move about as much during these times, it is important that we take time to exercise to keep us moving, more motivated and better abled to take on each day.

YouTube has many home exercises suited for all types of fitness levels from beginners to intermediates. Applications such as Blogilates, 7 minute workout, and Daily yoga are some other popular platforms where you can pick up a few work-out from home exercises, to name a few.

4. Communicate – stay connected with family, friends, and colleagues

“I make sure to dedicate some time throughout my week to tune in with my family, friends, and colleagues to catch up on how we are all doing and sometimes even engage in some online games to keep things fun and interesting now that we are confined to our own homes. It definitely helps me feel more connected both work wise and on a personal level and never fails to lift my spirits up!”

With applications like Whatsapp, Zoom, and social media platforms such as Instagram and Facebook, it is now easier than ever to stay connected with people. In terms of work, having more meetings and calls with one another may help in ensuring that everyone is on the same page and working towards the same projects and goals. Communicating often also reduces doubts and confusion, thereby producing better quality work more coherently.

Personally, maintaining social interactions may help in eliminating pangs of loneliness or anxiety if you are usually more accustomed to going out and meeting people. Besides that, it also serves as a good time to check in on one another and keep each other motivated and strong during this difficult time.

Take the time to let your connections know of your availability and the platforms where they can reach you and most importantly, never be afraid to talk to someone if you need help!

5. Set up an office – create boundaries and designate an area for work only

“To keep me focused and less distracted, I have designated a conducive area to serve as my office from home. Here, I only allow myself to carry out work related activities and nothing else. This has helped me so much in getting things done as I would at the office.”

Creating a favourable environment suited to your working needs is important in maximizing your level of productivity. Find an area in your home where you are able to concentrate best at and set up an office space with all items and documents needed within reach. Adopt the same mindset as you would when going to the office when you step into this area. This not only helps to create healthy boundaries between work and your personal life, but also minimizes distractions.

Filed Under: Viewpoint from RT Tagged With: business tips, covid19, RT, wfh

LEGAL AND ACCOUNTING CONNECT 2018: A CALL TO MARKET – A ONE STOP SOLUTION WITHOUT BORDERS

LEGAL AND ACCOUNTING CONNECT 2018: A CALL TO MARKET – A ONE STOP SOLUTION WITHOUT BORDERS

people standing on stage
speakers

The Legal and Accounting Connect 2018 was held on 29 June 2018 and was co-organised by the Association of Chartered Certified Accountants (ACCA) and the Law Society of Singapore (LSS).

In the report of the working group (under Singapore’s CFE (Committee on the Future Economy)) for the Legal and Accounting Sectors, published in 2017, several areas of growth opportunities were identified. This discovery demands that legal and accounting practices will need to work closer together than ever before to fully grasp the opportunities which lie in the region.

The report was the basis for the event which brought together thought leaders from both legal and accounting fields together for a time of knowledge sharing and networking.

Present at the event were key figures in the industry including Ms Indranee Rajah S.C. – Minister in the Prime Minister's Office and Second Minister for Law, Finance and Education, Mr Gregory Vijayendran – President, The Law Society of Singapore and Mr Chaly Mah - Chairman of Singapore Accountancy Commission.

ravi

Ravi Arumugam

CEO & Managing Partner Executive Chairman RT LLP & RT Group, RT ASEAN

"Clients today face the challenges of a tough business environment and the need to manage businesses that cross geographical borders. As a result, an integrated service that comprises cross-border networks of multidisciplinary service providers would better meet the needs of today’s clients"

RT ASEAN’s Chairman Ravi Arumugam, and managing director Peter Doraisamy from member firm Peter Doraisamy LLC were also present at the event as guest speakers covering the topic of “A Call to Market - A One Stop Solution without Borders”

peter

Peter Doraisamy

Managing Director, Peter Doraisamy LLC

"Legal and accounting practices are facing an increasing need to work together to meet the rising demand for overlapping and cross-border services that Clients today require. One viable and effective solution is to provide Clients one point of contact through an integrated network of Legal and Accounting firms for an array of multidisciplinary services regardless of jurisdiction and location."

CEO and Managing Partner of RT LLP appointed to Panel Of Finance Experts to support resolution of matrimonial disputes in the Family Justice Courts

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Mr Ravi Arumugam to continue post on ISCA CARE’s Board of directors

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Filed Under: Viewpoint from RT

Robotics Process Automation (RPA) and Automation in Finance

Robotics Process Automation (RPA) and Automation in Finance

Robotics Process Automation (RPA) and Automation in Finance

What is Robotic Process Automation?

Software robots that mimic the work of humans across applications non-invasively. RPA are best suited for repetitive, high volume, long running and rules driven work. To give a scale, RPA market size by 2024 is to be $8.75 billion which would be 65% less expensive than the full-time employees (figures courtesy of Grand View Research).

Over the years we have gotten used to terminology of handing over our work to computer in one of these forms: VB Macros, Artificial Intelligence, Screen Scrapping, Bots, Augmented, Unattended desktop, Scripting and so on. So why RPA now?

  • Because “Robotic” sounds great! Who isn’t talking about it?
  • Need more cost savings and quick wins
  • Regulations and compliance
  • Legacy applications are too expensive to automate in time.
  • “APIs” or services architecture doesn’t exist. In case it exists, it is too slow and too expensive to deliver ROI.
  • Why spend time training people to do a job that can be spent on training Robots?

Can Robots now do everything a human can do?

The answer is not yet!

RPA landscape can be categorised as Unattended and Attended RPA. Unattended are focused primarily on back office and have a very niche use cases, whereas, Attended RPA are focused in front and back office and are used more widely across industry. Usage statistics illustrated below:

rpa illustration

Where do I start?

  • Be unambiguous in defining the desired ROI.
  • Use case vs technological variations in RPA.
  • Be practical, RPA is to replace your work not you. Don’t expect robots to do something you wouldn’t expect human to do.
  • Employee combination of attended and unattended RPA together.
  • Think bigger, go beyond small-scale rote automation. Target wider audiences where impact would resonate.

In today’s scenario where digitization is the need of the hour, we need to focus on the most left out process i.e. Finance and Accounting, which is one of the most important pillars of a business organization.

Majority of processes can be automated with capture, workflow and RPA automation solutions available in the market, which helps to reduce the risk of inaccurate results and trust the outcomes in comparison to manual calculations.

What Can I Automate?

  • Onboarding new suppliers/customers, validating and updating their data periodically and invoicing using Invoice portals
  • Robots can sneak into websites and source pricing of products for a comparative analysis of cost between different vendors
  • Reconciling deliveries with purchase orders for validating the shipments and reporting exceptions
  • RPA can help to close subledgers and delivering financial filings to regulatory bodies like systems, departments and individuals
  • Gathering and consolidation of transactions & reconciling in ERP systems
  • Collecting, processing, and delivering the information for analysing financial and operational performance

What Pierian has been able to achieve so far?

  • Creation of Invoices automatically using data extraction from different sources
  • Reduced time effort in creation of monotonous and repetitive presentations
monash

Monish Kumar
Desai Program Manager
Pierian, Pune

Monish is a technologist having completed Masters of Engineering in Human Computer Interaction from University of Queen's, Canada. He started his carrier as a Automated Testing Co-op Engineer at Nortel Networks, Ireland. Since then he has worked across three continents for over 4 years, and currently working as Program Manager at Pune, India with Pierian.

priya

Priya Desai
Senior Financial Analyst
Pierian, Pune

Priya Desai is a qualified Chartered Accountant working as Senior Financial Analyst in Pierian Services. Having 3 years experience of working for Fortune 1000 company in analytics domain.

Analytics and Management Dashboards

Analytical Dashboards display the status of metrics and Key Performance Indicators (KPIs) for an enterprise. Analytical Dashboards consolidate and arrange metrics, figures and overall performance scorecards on a single screen at organizational level to the granular levels.

Analytics-driven approach allows the organisation to do more accurate planning, forecasting, and budgeting. It empowers financial managers with predictive and prescriptive analytics to gain operational visibility, identify underperforming areas, maximize customer value, and effect change at every level of the organization.
Using analytical skills, we have built serval dashboards such as Operational Dashboards, Strategic Dashboards, Tactical Dashboards etc. to enable the management to monitor the progress of different activities across the organisation.

These dashboards are built within separate departments such as sales, manufacturing, finances, operations, services and human resources. All these departments require dashboards so that they can perform their everyday activities efficiently.

These dashboards are used by senior executives, managers to understand, monitor and track the company’s progress.

We at Pierian Services make it easy for everyone, from analysts to executives, executives to managers to analyse, view and understand how crucial facets of the business are performing.

Travel Analytics and Big Data solution hosted on the Cloud for a leading global entity:

These dashboards were developed using Sisense as the visualization and analytical engine. Users access data from the GDS in real-time which is extracted and cleaned, the data changes over period and updates the dashboards as desired by the operational users. Other data sources like industry news feeds and RSS are meshed up to present back a context-based information. This information is used to manage decision in real- time while executing transactions.

Digital Marketing and Sales Forecasting Dashboards:

Customer acquisition analytics and strategies helps the management to optimize their marketing spend. These dashboards were implemented to analyse CRM data to acquire new customer which helped the entity to reduce their marketing spend. Further step was to visualize the forecasting data to enable the managers to understand the forecasting and revenue trend by comparing with the last week and years’ dashboards.

various charts
garima

Garima Jain
Business Analyst
Pierian, Pune

Garima is post graduate from IIIT Bangalore in Data Science. Business Analyst professional having 4+ years of experience in analyzing, visualizing different real time datasets based on business requirements.

CEO and Managing Partner of RT LLP appointed to Panel Of Finance Experts to support resolution of matrimonial disputes in the Family Justice Courts

Read more

Pre-IPO (Initial public offering) advisory in Singapore

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Mr Ravi Arumugam to continue post on ISCA CARE’s Board of directors

Read more

Filed Under: Viewpoint from RT

VIETNAM: NEW GUIDANCE ON TRANSFER PRICING

VIETNAM: NEW GUIDANCE ON TRANSFER PRICING

On 24 February 2017 the Government issued Decree No. 20/2017/ND-CP (Decree 20) regulating tax administration with respect to enterprises having transactions with related parties which take effect from 1 May 2017. Decree 20 creates a new legal framework for related-party transactions

in Vietnam and provides certain changes to the current transfer pricing rules which are governed under Circular No. 66/2010/ TT-BTC of the Ministry of Finance (Circular 66). Decree 20 provides detailed guidance on the determination of arm's length pricing of related party transactions,

tax year
  • The ownership threshold to be considered as related parties is increased to 25% from 20%.
  • Two entities with mutual transactions more than 50% of sales/purchases are no longer treated as related parties.
  • Transfer pricing (“TP”) documentation is more complicated and includes a master dossier on global group information, a local dossier and country-by-country profit report. The documentation must be submitted by the annual tax return deadline (within 90 days after the fiscal year-end).
  • Dossier of identifying related-party transaction prices should be prepared by the deadline of the annual Corporate Income Tax (CIT) finalisation, and provided to the tax office within 15 working days from the date of the tax request.
  • More detailed guidance on benchmarks such as use of data sources, TP method selection, minimum numbers of comparable companies and other adjustment factors is provided.
  • The following entities are exempted from TP documentation:
    • Entities with revenue below VND50Billion and total value of related-party transaction below VND30Billion in a tax period
    • Entities concluding an Advanced Pricing Agreement (APA) and submitting annual APA reports
    • Entities with sales revenue below VND200Billion and achieving at least 5% for distribution, 10% for manufacturing and 15% for processing for ratios of earnings before interest and tax to revenue.
  • Tax payers that only have transactions with domestic related parties, the same tax rate and no entity entitled to tax incentives can be exempt from reporting information about these transactions.
  • Loan interest applicable to both related-party and third-party loans are capped at 20% earnings before interest, tax, depreciation and amortisation (EBITDA).
  • For services between related parties, the tax payer must prove the economic benefit and provide sufficient evidence (supporting documents such as a contract, invoice etc) on calculation method, proportion method and price policy of the group for services provided. The mark-up portion of third-party expenses recharged to Vietnam entities are not deductible for CIT purposes.Decree 20 mainly affects companies with various related party transactions. Interest loans with related parties or with third parties are also under the administration of this decree, when capped at 20% of EBITDA.
tax

Key considerations for investors and companies

Decree 20 emphasizes that the transfer pricing method applied must ensure that there is no loss of tax revenue to the state budget. This implies an asymmetry that may be in consistent with the arm’s length principle. In addition, there is no guidance on how adjustments should be done and the potential impact for other taxes (i.e Value added tax or foreign contractor tax).

Below are the analysis for the compliance risk and the profitability for tax purpose resulting in TP risk for each enterprise and needs investors/ companies’ consideration:

compliance chart

Expected TP Audit program for 2017

In order to enforce the TP audits, Tax Authority will manually select enterprises with below criteria: 1) Key industry players; 2) Enterprises which have persistent losses and are still expanding; 3) Enterprises which have not been audited for a long period; 4) Enterprises with high tax incentives; 5) Enterprises which have had several tax issues or high adjustments during previous audits; 6) Enterprises which have significant related party transactions; and 7) Others.

Therefore, companies in Vietnam shall have its own assessment on above criteria to see how possible they will be fall in the audit list by Tax Authority.

What Should Companies Do

  1. Run a comprehensive risk assessment and readiness analysis for the regulatory change: Master File, Local File, Country by Country report
  2. Ensure the proper TP filling and documentation for FY2017 and prior years
  3. Consider an APA as an alternative to transfer pricing reporting compliance requirements under the new Decree
  4. Undertake a review of the corporate structure and potential risks, specially when conducting transactions with preferential tax regimes and reduce the risk of double taxation
  5. Intercompany agreements will be reviewed in the event of a tax audit and form part of the suite of transfer pricing documentation. Companies should ensure that absent or insufficient intercompany agreements do not adversely impact intended tax position
meeting

Takeaway points

Decree 20 represents the most important development with respect to Vietnam’s transfer pricing regime in the last 10 years. However, it is a challenge for enterprises to comply and tax payers should take immediate action to assess the impact not only on local tax compliance, but also on the business, considering that Decree 20 has potential implications beyond transfer pricing.

uat

Khuat Lien Huong
Consulting Director
ASTC Vietnam

Huong is Consulting Director of ASTC from 2017. She has more than 10 years in assurance and consulting services and she is both CPA Australia member and FCCA member. She has a lot experience in wide range manufacturing and real
estates clients in Vietnam, Laos and Cambodia.

CEO and Managing Partner of RT LLP appointed to Panel Of Finance Experts to support resolution of matrimonial disputes in the Family Justice Courts

Read more

Pre-IPO (Initial public offering) advisory in Singapore

Read more

Mr Ravi Arumugam to continue post on ISCA CARE’s Board of directors

Read more

CEO and Managing Partner of RT LLP appointed to Panel Of Finance Experts to support resolution of matrimonial disputes in the Family Justice Courts

Read more

Pre-IPO (Initial public offering) advisory in Singapore

Read more

Mr Ravi Arumugam to continue post on ISCA CARE’s Board of directors

Read more

Filed Under: Viewpoint from RT

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