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Burger King India has flexibility, freedom to take on other franchises: Everstone Group’s Sameer Sain

In a rare and exclusive interview, Sameer Sain, a former Goldman Sachs executive, weighs in on Burger King’s journey to D-street and the sceptics along the way, the firm’s growth strategy and rivalry with Dominoes, his bullishness on the clean energy segment and the REIT (real estate investment trust) opportunity. That’s not all. He also gives a reality check on the SPAC (special purpose acquisition company) craze on Wall Street.

March 01, 2021 / 02:12 PM IST
 
 
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Sameer Sain is a man of varied interests. He is an ardent globetrotter and an avid wine collector.

He is also a passionate foodie and knows a thing or two about stoking the appetite of investors. The ones who invested in the IPO of Everstone Group promoted Burger King India would undoubtedly agree.

The QSR chain’s blockbuster listing in December 2020 was one of the biggest success stories during Dalal Street’s bull run post the COVID-19 induced market mayhem in the first half of the year.

Sain, the co-founder and CEO of Singapore headquartered Everstone Group, which manages assets in excess of $5 billion , says he does not get excited by bull markets and prefers to cut away all the noise and focus on the fundamentals of the business.

The group, which focuses on domestic investments in India & Southeast Asia and backs NBFC Indostar Capital Finance, recently announced the sale of its portfolio company Modern Foods to the world’s largest baking company, Mexico’s Grupo Bimbo. Other than the private equity business, it also boasts of a real estate business, IndoSpace, a credit business, a consumer venture business as well as a green infrastructure fund.

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In a rare and exclusive media interaction, Sain, a former Goldman Sachs executive, speaks about Burger King’s journey to D-street and the sceptics along the way, the firm’s growth strategy and rivalry with Dominoes, his bullishness on the clean energy segment & the REIT ( real estate investment trust) opportunity.

That is not all. He also gives a reality check on the SPAC (special purpose acquisition company) craze on Wall Street. Edited excerpts:

Sameer, let me start off by asking you about an aspect that sets you apart from other India focused private equity funds. Everstone Capital is perhaps the first major India originated PE fund to diversify outside the country from a risk perspective and focus on the Asian market as well. And today you are a prominent investor in the South East Asian region, while many of your desi peers have mostly stuck to India and not ventured overseas. How this has “first off the block” move paid off for your business and are you likely to enter newer regions?

You know, I think if you look at Everstone Group as a whole, what is it that we are good at? We are good at knowing how to do business in India. We are one of the top three real estate developers in India, we are one of the big infrastructure investors, we have a venture capital business, we have a large credit business, and clearly, private equity, which is core to our DNA.

So, when you really think about what is the skill set, it is understanding how to do business in India and if you look at the founders, and you look at the talent we have, they all come from global firms and have invested globally in different parts of the world, including the US and other parts. So I think, we do not look at it as a Southeast Asia region or how do we enter a country? I think, how do we leverage our skills and our expertise?

So if you really think about it, Southeast Asia is a very small part, you see that it is basically things that make sense in a string of pearls strategy. We do not go looking for deals in Indonesia, we do not go looking for deals in Malaysia. An example of that is a business that we have called Everlife, which is very similar to when we started Ascent Health with Sid (Sidharth Shah, Co-Founder & CEO) and we started acquiring pharma distribution businesses and then built an online business called PharmEasy.

Similarly, in Everlife, we have a diagnostics business, equipment distribution, that we are rolling up across Asia. We have India assets, we have Indonesia, we have Malaysia, we have Philippines. Really, it is more of leveraging our capabilities. Our real skill is actually in the US We have a full-fledged New York office, we have a team in the US Both Atul ( Atul Kapur, Co-Founder, Everstone Group) and I understand the US markets very well, given our backgrounds.

And so actually IT services and healthcare pharma services is a big part of what we do in the US where the back end is in India, or we think we can create the back end in India and leverage India's capability to deliver products and services to the US If you are a typical Indian private equity firm with no real relevance or experience outside India, what you do is you buy an Indian firm that exports to the US, it is exactly the same.

We just are able to do the flip, which is we buy the US front end with India back end, and we find that the ability to do both gives us an advantage because we are pretty comfortable doing deals in the US So, yeah, we are India-centric, but we are not India-focused. By the way that is only for private equity business… real estate, credit, infra, it will be 100 percent India-focused.

The pandemic hit deal activity in 2020 but the second half of CY 2020 has seen a surge in private equity deals, especially buyouts, especially in the pharma sector. Financial sponsors are side-lining the strategic suitors like perhaps never before in auctions. In fact PE funds have become the new strategies so to say! What do you think explains this shift in buyer behaviour and appetite?

It is just that India did not have a buyout market, and people had to change their DNA and do minority deals in India, which they did not do globally. And so they are just doing what they always do. Because the market took time to catch up.

From an Everstone perspective, actually, I do not look at it as buyout, I look at it as control. And there is multiple ways to create control. Buy in, buy out, roll up or create a platform and start something and build it from scratch, like we've done many times.

So, if you look at the last Everstone private equity fund, with the exception of OmniActive, all our transactions are control, we have no minority transaction, we do not do minority investing unless it is an exceptional business and an exceptional entrepreneur, where we really can be very participative in the business from an operating perspective, from a strategic perspective, which is sort of our DNA. If you look at our real estate business, 100 percent of what we do is control.

We have no partnership. We buy land, we build stuff, we create everything in-house. So you are just noticing this now, because of headlines, but actually firms like us have been doing control transactions for the last eight years. And the global firms do it everywhere else in the world, it is just that India is now becoming available for control.

Let me go down memory lane & reflect upon the phenomenal market debut by Burger King India back in December which shook up the consumer foods and organised QSR segment in India. The firm’s stock performance in the initial days post listing made it the poster child of the bull run. Is there any memorable anecdote or experience in the run up to this high-profile listing that you would like to share with us and any key lessons for the private equity world?

Look, it was unique for me, which is different from unique for you or others. It was unique for me, because this is the business we started from zero. We actually took the franchise with zero employees, hired a CEO, put the entire team together, created a menu in our office from scratch, a menu that does not exist anywhere in the world, within any burger system. We created a supply chain that did not exist, a cold chain that did not exist. And in five years, we went from zero to 250 odd locations. If any business house had done that, you would probably feature them on the cover of many of the famous business magazines and the centre of your TV channel.

But, because a private equity firm did that, it is considered, as you said a deal. And we have done this multiple times, we did this with IndoStar. We've done this with five other businesses, Ascent, which is today a unicorn, started from zero. So I think for me the pride is that while we are structured as a private equity firm, we actually operate like a business house. We are amongst the top five real estate developers in India. If I was an individual who did that, again, you would have a very different take on it.

The second thing is, to me, the listing in itself is largely irrelevant, because we are still 51 per cent owners and to me it is more a monetization that an exit. And there is a lot more that we'll do within that entity. I think that is a good start. So the lessons learnt in my view are stick to your knitting. There are sceptics along the way and if I had a dollar every time somebody told me I was going to fail, or I was wrong, I'd be an extremely rich man. And just focus on your strategy and put your head down and cut away all the noise.

Even today, I do not look at the stock price, I actually do not care. I am focused more on the business. I know the team is exceptional. I think that team knows what they are doing. And so the anecdote is, do not get excited about bull markets & focus on the underlying business because the market will price things where it wants to price things depending on how optimistic or depressed it feels.

Post Burger King, we saw another bumper listing from Mrs Bector's Food Specialities. We at Moneycontrol have reported that two leading restaurant operators, namely Devyani Hospitality backed by Yum! Brands and Sapphire Foods backed by Goldman Sachs, both of which are franchisees for KFC & Pizza Hut, have kick-started preliminary discussions with advisors for an IPO. Do you expect more Indian firms in the QSR segment which have attained the relevant scale to attempt market debuts and facilitate exits for PE funds & other investors? What is your outlook on the segment per se in terms of monetisation?

I expect hundreds of companies who would try to do an IPO if not thousands. And sometimes somebody leads the path and others follow. At the end of the day, if you have a good business, and you have a great team, and you have a thoughtful strategy, and you are focused on execution. I think there is no reason why the public market should not welcome all of these companies.

But having said that, we also know in bull markets you have companies that really are not that great, also come to market and they get done. And in bad markets, you have phenomenal companies that do not get done. So this is the market perception. I do not think that one thing leads to another. I think it is all part of a bull market. We all want to take credit for all sorts of stuff, but never confuse a bull market with genius.

I know you spoke about the fact that you are not really concentrating on the day to day movements of the stock price as far as Burger King is concerned. You are more concerned about the underlying business, but from purely from a shareholders point of view, I have to ask you this question.

The stock has lost some of its sheen since the December listing and has recovered recently. In your first quarterly earnings, your losses widened and your revenues dipped by 28 percent. By when do you expect the firm to shake off the hit from the pandemic and reach pre-COVID-19 levels in terms of sales. Your peer Jubilant Foodworks saw a 100 percent sales recovery from pre-COVID-19 levels in December itself. So how do you see Burger King in terms of reaching the pre-COVID-19 levels.

Look, I am not going to comment on a public company where the CEO should comment and where there is sensitive information. But I'll just respond to three different things you said. Firstly, I do not know what you mean by lost its sheen. A stock that is up 125 percent post-IPO three-four months after listening to me is crazy. Anyway, because it is not up 175 percent, to me that has not lost its sheen.

I think it is probably a phenomenal outcome for all investors who had the conviction to buy the stock at where it was priced. So, it was a great listing for investors. And, it probably is a little bit of a testament to the fact that people believe in that business, the longevity of that business.

The second thing I would say is that the quarterly numbers are largely from my perspective a reflection of the past and that data is publicly available. People can wake up and say, Oh my god, the revenues are down 28 percent. But, the business has recovered 99 percent pre-COVID-19. I think everybody knows this.

I think everybody is behind the stock because it is a phenomenal business with great governance and it is the fastest growing QSR in India with a runway to 700 stores by Dec 2026. And in a span of six years, the quality of the franchise is reflected in the gross margins of Burger King India which are at 65 percent and the management guided for this to increase to 68 percent in three years. And this is without the café business kicking in, which is a much higher margin business. Investors have appreciated the quality of the business. With scale, QSR businesses generate significant cash.

Last thing I'll say is that the listed entity has the franchise for all Burger King in India, it is not a regional franchise. Which is a very different model, because you could control the entire supply chain, you actually control the pricing, you control the menu, and you have the whole country to play with. And so your growth opportunity set is very different.

Burger

However, on one hand, I consider any person who goes out to a casual dining or quick service restaurant as a peer. On the other hand, none of them are my peers. Domino's, we own Dominos in Indonesia, by the way and let me tell you the pizza business by nature is different to the burger business and so recovery for Domino's is very different to recovery for McDonald’s or Burger King or even Pizza Hut to that extent. It is a little bit like, in my view, saying that, hey, how come Croma sales have not picked up, but Amazon sales are up so much.

They are two different businesses both in terms of product, the part that they are serving and how the food travels when delivered. Deliver is just 38 percent of Burger King because it is a dine-in led business globally, not just in India. But, it is very hard to compare it to the same level of a pizza business that is essentially a delivery business from start. People love to compare and benchmark but the nature of the two businesses are distinct.

So I think you also have to look at the footprint. I mean, what we are looking at is very predominant in shopping mall business and shopping malls took time to open. There is a high street corner shop, which delivers & is easier to open. So I think it is not really comparable, but yet everything is comparable. I think fundamentally, the business is an awesome business and remember, Burger King listed in India has the flexibility and freedom to take on other franchises in the future. I am not saying they will, I do not know.

But I am saying that nothing stops them from buying somebody, nothing stops them from taking on another national franchise, nothing stops them from being a multi-dimensional, multi franchise conglomerate, could be Indian could be global, we do not know. Domino's recently made an acquisition in Europe or a minority investment in Europe. That is a different strategy than focusing on India.

So I think it is a little bit of apples and oranges, but overall, I think it is fair to say we are very happy with the business. And we think that the recovery is more a function of when India gets back to normal and as the vaccine gets rolled out and as shopping malls open, it is a natural thing. What I will tell you is that the real competition actually is organized versus unorganized and not Burger King versus Domino’s.

And, I think you can judge by your own experience that the move towards hygienic, clean and safe -- food safety-oriented places is going to be pretty significant. I think all of us are going to think 10 times before we eat on the roadside, something we used to do all the time. So I think that is going to be the big dynamic in India and that is why probably you are seeing some euphoria in the QSR sector generally.

Sameer, one more quick question on Burger King and then we'll move on to other segments. Correct me if I am wrong, but I think the first Burger King store opened back in November 2014 in Delhi, if I am not wrong. Since then, of course, it has been quite a remarkable journey for Everstone which has hit the markets in six years. Just give us a sense of perhaps the path to profitability going ahead and how much of that goal ties up at store expansion?

I cannot comment on that it is all part of the DRHP. It is all available publicly. But what I can say is that the objective of Burger King is to scale, to grow, to capture a large part of the market share and do so in a profitable manner. And that has been the strategy we have followed for the last couple of years, because the first four years it was just growth and building infrastructure and building scale.

What we have done is all the heavy lifting is out of the way. All the investments in the backend infrastructure, architecture, all that we did upfront, unlike a typical startup that bootstrap, bootstraps and continues to do that. So now it is a question of basically operating scale. And I think that the journey and the forward-looking statements are on the DRHP.

Moving on from the consumer space, you've got IndoStar Capital Finance, which you spoke about. You've got the recent addition Calibre Chemicals, a specialty ingredients firm which is also part of your India portfolio. Give us a sense of what are the segments that you will look at in terms of fresh investments if any and which other sectors you are currently bullish about?

Look, Everstone as a firm, majority of its focus, I would say 95 percent of what we do falls into five sectors. Consumer, IT and business services, healthcare and pharma, financial services, and what I will broadly call industrials, right? Now, between these you have different views, you have different things that are core, and you have things that are opportunistic.

So, I would view healthcare/pharma, IT and business services and consumer as core to what we do. By the way, the reason is that those are structurally important and where we are long-term and even medium-term, very excited and very bullish when it comes to those three sectors.

Now, within those, sometimes things in consumer are overpriced. And so you can be very bullish, but maybe you do not want to pay the price for certain assets. Financial services for me, we tend to be very credit focused. Maybe there are other ancillaries, like insurance and a few other things that we like, but again, they are when you are largely a control player, your opportunity set maybe a little limited.

Industrial, I think is more of a sort of tactical play. We actually at this point, really like industrials, we did not four years ago. And therefore if you look at our portfolio, the first industrial acquisition is Calibre. And it is the only one we made in the last five years. And if you look at the acquisitions we've made in the last five years, they will largely cover IT, IT services, healthcare and pharma.

So I'd say that, you know, being bullish is one thing, having the right pricing and deal flow is another. And then there are certain sub asset classes that you may not be so excited about, but we have a great healthcare asset at Sahyadri, that is in Pune, that is a high growth asset, that is a profitable asset.

That is an absolutely amazing hospital chain with multiple locations and beds. And that is a very important part of our strategy and will continue. So it is a mixed bag of things. I do not think that you look at it as one thing you have -- we are long-term investors. So we do not do short-term opportunistic stuff.

Any other sectors beyond the ones that you mentioned that perhaps you are ready to explore for fresh investments post the lockdown, as COVID-19, has changed the dynamics and models in many sectors.

Not really, because by the way, what I just mentioned to you is massive. Look, the last thing I should have mentioned is that investing is also a function of core competence. As a firm, we do not like to do things, we do not understand. So, we are not great tech investors. But we are great tech services investors. For us to go and invest in -- I do not know, Byju’s is hard, but it is a phenomenal business. But for us, it is just not in our DNA to understand.

It is a little bit like how I look at you and say, oh, you are a journalist. Why do not you write about the new space programme that Indian government is thinking of for satellites to go to Mars, and you will go like, yeah, I am a journalist, but I am not a journalist in space! I am a journalist on financial services or on private equity. So you know, even within private equity, you have your core competence in your skills.

So you are saying sectors like e-commerce, which are seeing so many unicorns are a no-no as of now for Everstone?

I do not say no-no. We can do whatever we feel like. We have full discretion on our capital. But like I said, we just do not do things that are not a core competence and we do not understand. There may be a day. I mean, listen, we did not do pharma, until one day we decided to do pharma, and then went and got the top two guys who are great pharma investors, spent two years researching, hired the McKinseys and BCGs of the world to understand, deep dive into the sectors and we learnt because we felt structurally for the next 30 years, we'd like to be in that space.

So I am not saying no-no. I am just saying today. I do not think we have an edge or there are people who are better at it than us. Why would I compete with them? It is a little bit like industrial real estate and warehousing and logistics. Why would you bother competing with me? I am the largest player, we have 60 percent market share, we develop 6 million, 7 million square feet a year. Why would you bother?

You recently announced the sale of an iconic asset which has a lot of history and nostalgia attached to it. And, that is Modern Foods. If you look back, it is India's first PSU to be privatized. It went to HUL, from HUL to Everstone, and then Everstone finally sold it to the Mexican bakery giant Grupo Bimbo. Tell us a bit about this portfolio company and the transaction.

Just like any other transaction, we bought the business. It came with nothing. It was actually a carve-out, because it was a division of HUL, it was not even a subsidiary. It came with no movement, it was basically buying a brand and seven factories. And we put in a great CEO, we put in a great management team, we built governance, we built systems, we built processes, food safety, great board and really professionalized the business, hired fresh talent, created some new categories, revamped the packaging. What should a good private equity firm do? And then five, six years later, you sell it. That is our job.

It is nostalgic and iconic for you. For me, it is just a great business that we sold just like we sold Everise, and just like we sold, so many other businesses. The nostalgia for me is always.. wow, I would have liked to own this for another 20 years. That is the sad reality of private equity, when you are a very long-term investor, and you create value by operations. You'd like to own it for longer, but that is not my job, my job is to deliver returns to our capital, to our investors, to our partners, and do that in a finite time period.

And, this is a perfect acquisition for them, because they have a small business in India, they get to now build and become like the number two, possibly number one player in this space. And they will hopefully take it to the next level, which would be amazing.

Any update on the next fund and strategy in terms of deployment?

No, difference. If you look at the last fund, I think the next fund will look very similar. And it is normal. In real estate when we finish deploying one, we raise a second, we raise the third, we raise the fourth. So life goes on. Every three, four years, we raise a fund for each strategy. And so yes, we are going to do that for private equity. We are going to do that for real estate, sometime in another quarter or two.

But, this is just a normal thing. It is not big news for us. Every year, there is something that comes to be raised. And we just put our heads down. We have a great team that focuses on fundraising and business development. They get on with it while the investing team continues to invest and the operating team continues to operate.

I want to get your thoughts on SPACs (special purpose acquisition companies), which is a current craze in Wall Street. More than $80 billion was raised in the US markets last year using the SPAC route. Clearly, the whole idea is that you bet on the quality or skill set of the management team and hope that they eventually find the right target within the two year timeframe. Recently, we had a mega $8bn SPAC announcement from one of the clean energy players ReNew Power. Many tech and consumer internet companies were hoping for clarity in the budget on the overseas direct listing route. But the budget was silent on that. Do you expect some of the Indian internet companies to actively look at the SPAC route?

Firstly, I think most people do not even understand what a SPAC is. I think there is this romantic idea that people have that, hey, a bunch of guys get together, they go raise $500 million. And then they have this capital, and then they can go buy whatever they want. That is a completely nonsensical thought.

A SPAC is super easy to do. Because basically, what you are doing is you are raising the capital in a blind pool, but you have no ability to do anything with it. People do not know that. It is not the SPAC that is difficult, it is the de-SPAC. That is difficult. So if I raise a SPAC, I cannot just come and buy your company. I can agree with you, I have to spend my money to do diligence on you.

But, then I got to go back and get a vote from the shareholders of the SPAC to agree to that. And by the way, I am not the only one who controls the company and can vote. The investors can say no, I do not like this deal. So it is just like a deal-by-deal private equity thing, right? So my view is thousands of SPACs will get raised, hundreds of them will die, because they just wo not be able to get a deal done. And the deal is that it has to be done in a finite period of time, I do not deploy the capital, I have to return all the money.

Yes, it gets liquidated, right?

It is a free option, right? Instead of putting it in a current account, I just keep it in a SPAC. I earn some interest in it. And then after 18 months, I say no to all your deals, and then I get my money back. So really, what have you done? Nothing. So raising a SPAC is meaningless in my view, so what ReNew just did is not a SPAC. That is a de-SPAC by merging with ReNew. So whoever raised that SPAC managed to get the approval from its investors. So effectively, you should just think of a SPAC as a quicker way to do an IPO.

Is Everstone Capital looking to list any of its portfolio companies in India, in 2021? After all, the last few months have seen a whole host of companies from different sectors making a beeline for the markets.

We have a capital markets team that focuses on exits and monetization and it is headed by a lady called Bhavna Thakur. When it is time for a company, and we have to start thinking about monetization or exit, her team will explore every possible route. So it could be a strategic sale, it could be a minority sale, it could be an IPO, it could be a merger. So we evaluate multiple processes and try to see what fits best, and some of them will end up being an IPO. In Burger King, we thought it should be an IPO whereas in OmniActive, we decided that it should be sold to another private equity firm. In Modern it was selling to a strategic. So you have to have a flexible approach on exits, but you have to be focused on exits.

You spoke about your real estate presence. What about the REIT route? Are you looking at monetization of assets through the REIT listing route, as we have seen from your peers Blackstone and Brookfield?

Yes, I think we will. I think there'll be a time we will do that. I strongly believe that for REITs to last the test of time, they should be large and scalable and should not be subscale and small. Because at the end of the day, you need to have very large institutional investors who are looking for income, and then some growth on top. And so at the right time, I think we will do it. I think I'd like to have a little bit more scale in that business. I think that we will do India is first industrial REIT at some point.

You mentioned the need to be flexible when it comes to exits, whether it is an IPO or otherwise. Can we expect any exits from the current Indian portfolio of Everstone in 2021?

Yes, sure. You can expect exits from the Everstone portfolio every year. Investments every year, so it is like a cycle, we invest every year and year five, year six we sell. And when you've been in business for a long time, every year, you have something to sell. And every year you have something to buy. It is a factory, it is what I call, what we do is an alpha factory. We buy assets, we work hard on them, we roll up our sleeves, and there is no genius to what we do. It is just hard work, discipline, great talent, which makes things happen.

What is your view on the renewable energy space? The government has increased the clean energy targets but it is also a segment, where there can be uncertainty when it comes to PPAs ( power purchase agreements) and tariffs. Renewable energy platform Ayana has seen investments from NIIF, CDC and EverSource.

EverSource is run by my partner Dhanpal Jhaveri. And it is a big part of what we do. We have a lot of capital, NIIF is actually an investor in EverSource. And it is a partnership with the British Petroleum subsidiary called Lightsource. So we love this space, we think it s got a huge runway, we love what I call impact investing as a firm. We are big believers in climate change and sustainable businesses. So it is really more a green infrastructure mindset, as opposed to a renewable energy mindset.

We have businesses in the e-mobility space, we have solar, we have wind, we have EPC, we have all sorts of stuff. We continue to be a shareholder of Ayana and I think you will see us be very active in that space. That is one space where we are actively looking to deploy capital. But I think like you said we are thoughtful about it, there are a lot of landmines. You cannot be stuck with collaterals and receivables.

Burger King India

A few months ago, the anti-monopoly watchdog, CCI, spoke about kick-starting a study to scrutinize common minority investments made by PE funds in firms in the same sector. The regulator is keen to know whether such investments with special rights, board seats can influence competition. What is your take as a key player in this space?

Look, I think it is smart. But, I think that the focus, like you said, has to be on collusion, influence and not investment. If I' a a passive investor, which I am not, by the way, but let's say if you are a passive investor, and you own a stake in, let's take a sector like, specialty chemicals of some specific kind. And there are four big firms in that and you end up owning a stake in all four, all three of them. And then you are very influential in ensuring that they do not really compete too much with each other, and they collude. That is not right.

And, I think the regulator has every right to go in there and say, "Hey, man, you are behind the scenes. You are creating a monopolistic situation, and that is against the ethos of what we want the free economy to be doing." So, I have no issues with that. As long as I always believe that one is clear on the objectives of the regulator and then try to understand as opposed to say, Oh, we are going after private equity firms, which is what a lot of people sensationalize.

But, I think it is a smart way to look at it. I really do not think there is a lot of that that happens. I do not know (about minority plays) because we are control investors, no one is going to let me invest in Domino's franchise when I control Burger King in India. It is just a reality. On the other hand, in some cases that might be the case, in certain sectors and industries that might be the case. As a control investor, it is a little harder as compared to a minority investor, yes, it is far-fetched, but possible.
Ashwin Mohan
first published: Mar 1, 2021 02:02 pm

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