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2021-03-31-accounts

MARINE STEWARDSHIP COUNCIL

(A company limited by guarantee)

TRUSTEES’ REPORT AND ACCOUNTS FOR THE YEAR ENDED 31[ST] MARCH 2021

Registered Charity No: 1066806 Registered Company: 3322023 Registered Office: Marine House 1-3 Snow Hill London EC1A 2DH

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CONTENTS

Page
Trustees’ Report and Strategic report:
•Structure, governance, and management 3 to 5
•Objectives and activities 5 to 6
•Strategic report: 6 to 14
Achievements and Performance
Financial review and results for the year
Risk Management
Reserves Policy
Investment Policy
Plans for future Periods
•Reference and Administration 15
•Trustees Responsibilities 16
Independent auditor’s report 17 to 19
Consolidated statement of financial activities 20
Charity statement of financial activities 21
Consolidated and charity balance sheet 22
Consolidated cash flow statement 23
Notes to the financial statements 24 to 38

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TRUSTEES’ REPORT AND STRATEGIC REPORT

The Trustees of The Marine Stewardship Council (MSC) present their Annual Report for the year ended 31 March 2021 under the Charities Act 2011 and the Companies Act 2006, including the Directors’ Report and the Strategic Report under the 2006 Act, together with the audited financial statements for the year.

STRUCTURE, GOVERNANCE AND MANAGEMENT

INTRODUCTION

The (MSC) is a company limited by guarantee (Company number 3322023) and is registered as a charity with the Charity Commission (number 1066806). The Charity is constituted through a Memorandum and Articles of Association dated 17 February 1997, as amended.

The overall objectives of the MSC as set out in the Memorandum are “to conserve the marine and freshwater environments for the benefit of the public and to advance public education in the principles and practices of conservation, particularly, but not exclusively by:

The MSC’s mission is to use its fishery certification program and eco-label to contribute to the health of the world’s oceans by recognising and rewarding sustainable fishing practices, influencing the choices people make when buying seafood and working with a range of partners to transform the seafood market to a sustainable basis.

The Trustees have prepared this report in accordance with Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Companies Act and the Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard in the UK and Republic of Ireland (FRS 102) – effective 1[st] January 2015.

THE TRUSTEES’ MANAGEMENT AND STRUCTURE

The MSC is governed by a Board of up to fifteen Trustees, elected by the Board, taking into account a balance amongst interested groups: fishing companies, processors and retailers, NGOs and marine (fisheries) scientists, and the need for suitable geographical representation (MSC is a global organisation). Two seats each are set aside for representatives of the fishing industry (harvesting and processing), commercial sector, and the conservation sector, as well as two seats for marine scientists. The remaining seven seats are not allocated to specific interest groups. The Articles of Association provide for ex officio positions on the Board for each of the co-chairs of the Stakeholder Advisory Council, the chair of the Technical Advisory Board, and the chair of the MSCI (see below for descriptions of these bodies). A Board Code of Conduct and Conflict and Declaration of Interest Policy is in place.

The Board receives advice from two advisory bodies that are an integral part of the MSC's governance structure. The Technical Advisory Board is made up of scientists and technical

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experts and provides the Board with advice on setting, reviewing and implementing the organisation’s standards for sustainable fisheries and chain of custody and related issues. The Stakeholder Advisory Council comprises up to 17 members including representatives from the seafood industry, conservation community, market sector and academia. It provides advice to the Board and input into the MSC’s review processes, ensuring these are representative of a wide range of views and opinions.

Many Trustees are involved in the specialist aspects of the MSC's program and work. The Board delegates some of its work to standing committees and ad hoc work groups. The Finance Committee examines periodic management accounts and recommends the budget to the Board; it also reviews the MSC’s investments and certain fundraising activities. The Development Committee’s focus is to help shape fundraising strategy and identify fundraising opportunities. A Governance Committee has been established to provide advice to the MSC Board regarding governance arrangements for the Board of Trustees, Technical Advisory Board and Stakeholder Advisory Council and MSC’s subsidiary companies.

The range of these committees provides for robust governance and is vital to the complex and sensitive work of the organisation.

The Board seeks new Trustees through a transparent external recruitment process as vacancies arise, through open, public advertisement and formal interview of shortlisted candidates. The Governance Committee of the Board scrutinises the applications (i.e. CV and covering letter) and the outcomes of the candidates’ interviews, before making a recommendation to the full Board.

Upon appointment, Trustees receive a Trustees’ Induction pack, including documents such as the latest published financial statements, the Articles and Memorandum of Association, an explanation of Trustees’ roles and responsibilities, the Charity Commission’s guidance on public benefit and fiduciary duty etc. The Board of Trustees also adopted a Code of Conduct for all members of the Board and of other governance bodies in 2017.

MSC wholly owns a subsidiary company, Marine Stewardship Council International Limited (MSCI), which carries out its trading activities, most notably those related to logo licensing. MSC wholly owns a further three subsidiaries (MSC Ltd, MSC Asia Ltd, MSC Asia Pacific Pty) the activities of which help fulfil MSC’s charitable mission in the America, South East Asia and Australia, New Zealand and the wider Pacific. MSCI also has a Chinese registered subsidiary, An Hai Xu Fishery Certification Consulting (Beijing) Ltd Co (known as MSC China), the activities of which help fulfil MSC’s charitable mission in China.

The day to day operational management of the MSC is delegated by the Board to the Chief Executive Officer (CEO) and the senior executive team (collectively comprising the Executive Committee). The key management team is considered to be the Executive Committee which consists of the CEO, Chief Science & Standards Officer, Chief Operating Officer, Chief Program Officer, and Chief Communications Officer.

The remuneration of the CEO is set jointly by the Chair of the Board and the Chair of the Finance Committee, referencing appropriate market data. The remuneration of the rest of the Executive Committee is set by the CEO in consultation with the Board Executive Committee, based upon independent market data provided by a third-party consultancy.

THE CHARITY CODE OF GOVERNANCE

The MSC takes its governance responsibilities seriously and, as an international charity, aims to have a governance framework that is fit for purpose, compliant and efficient. In 2017

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the new Charity Code of Governance was launched, with a recommendation that charities review their level of application and to explain any aspects of the code they were not applying. In our review, MSC carried out a detailed examination of each element of the code:

This review found that MSC applies the code in all material aspects. However, the Board is currently giving focused attention to the following areas:

MSC is commissioning an external review of the Board’s governance arrangements in later 2021, following a comprehensive review in 2012; it has undertaken internal biennial effectiveness reviews in the intervening period, as well as external reviews of other parts of MSC’s governance structure.

The principles of equality, diversity and inclusion are embedded within the MSC and its work, through the leadership of the Board. The Trustees particularly recognise the importance and value of a diverse Board, taking account of this in their Board succession planning and recruitment processes. The Board is currently evolving its approach to diversity in the context of its composition and operations; it will take account of the newly-added elements of the Code in this area within its planned governance review.

OBJECTIVES AND ACTIVITIES

PUBLIC BENEFIT

The MSC is an international organisation which partners with the environmental, science and funder communities and the seafood industry to pursue an overall charitable purpose of the advancement of environmental improvement, using its fishery certification and eco-labelling program. It does so by recognising and rewarding sustainable fishing practices, influencing the choices people make when buying seafood and working with partners to help to transform the seafood market to a sustainable basis. The MSC believes its work delivers positive environmental impacts for the marine environment, which in turn provides a significant benefit to the public and to the local communities that depend on fishing.

The application of the MSC’s certification program and eco-label empowers seafood buyers, both major retailer buyers and individual consumers, to make better and more informed choices when buying seafood. The effect is one that rewards in the marketplace those fisheries that follow responsible practices. In turn, this creates the incentives for fisheries around the world to meet the MSC's standard for environmentally responsible and sustainable fishing. In doing so they will have to demonstrate to third party certifiers that they are operating in a way that helps to ensure the long-term sustainability of the fish stocks they are targeting, and that they respect the ecosystems in which they operate. As the reach of the MSC’s program expands globally, the public will, increasingly, be able to identify the best environmental choice in seafood and will be more empowered to play their role in creating a sustainable marine environment. With the marine environment under considerable threat,

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particularly in the face of climate change, all those that value and derive benefit from the oceans and marine resources stand to benefit from the work of the MSC.

Community groups and other sub-sets of the public that are dependent on the long-term resilience of fisheries and the resulting creation of sustainable livelihoods, in particular, stand to benefit from the realisation of the MSC’s aims through increased economic development, food security and resilience in the face of climate change.

The Trustees confirm that they have complied with their duty in Section 17 of the Charities Act 2011 to have due regard to the public benefit guidance published by the Charity Commission of England and Wales. The Trustees further confirm that the activities of the Charity are carried out, in line with its objects, for the public benefit as described above.

STRATEGIC REPORT

ACHIEVEMENT AND PERFORMANCE

To view the expenditure for charitable activities during the current year, please refer to Note 5 of the accounts. The charitable activities are grouped together under four activity headings – development of policy and the maintenance of the standards, education and raising awareness of the issue of over fishing and MSC’s role as one of the potential solutions, servicing fisheries and commercial partners that are already engaged in the program as well as outreach to potential new partners in Developing Regions and beyond, and logo licensing, which allows consumers to choose seafood caught sustainably and so incentivise sustainability across the supply chain.

The past year has been one of enormous challenge as the world has faced the COVID-19 pandemic. The pandemic has affected every aspect of the seafood industry in all parts of the globe. However, this has not resulted in any disengagement from the MSC – rather, fisheries, supply chain companies, retailers and consumers have maintained their commitment to sustainability and their engagement with the MSC program, as outlined below.

MSC itself has adapted to the exceptional circumstances and over the past year has issued a number of temporary changes to its requirements, known as derogations. These enabled us to respond to the critical challenges posed by COVID-19 without having to revise our Standards or guidance documents. These derogations have permitted greater use of remote and desk-based audits, and although the same level of performance is needed, fisheries have also been given more time to carry out the required improvements associated with MSC certification. Encouragingly, there was no significant drop in the number of assessments carried out in 2020 compared to previous years, although the time for surveillance audits to be completed increased by a month on average.

The MSC has also put particular emphasis in the past year on maintaining our strong outreach with retailers and consumers and increasing our engagement governments and non-government organisations around key areas for change. The MSC’s certification program and eco-label have continued to make it easier for major seafood buyers and consumers to choose certified sustainable seafood, providing both a reward and an incentive for fishers to fish sustainably—our theory of change. With our many partners, the MSC continues to pursue the goal of healthy oceans and sustainable seafood markets globally.

Over the last financial year, and despite the pandemic, the number of certified fisheries rose by over 5% from 419 to 441 and the total number of fisheries engaged in the program rose

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to 510 (i.e. an additional 69 were in full assessment). A growing global market for MSCcertified seafood is demonstrably rewarding environmentally responsible fisheries and providing incentives for more to join the programme and make changes in their practices where necessary. At the end of the year almost 50,000 (49,580) MSC labelled products (consumer facing) were on sale in over 100 countries.

Other relevant indicators of the MSC’s impact and growth include:

Chain of Custody Standard

The MSC Chain of Custody (CoC) program grew significantly in 2020/21, with the number of certificate holders rising to 5,437, up from 5,170 in 2019/20 and 4,729 in 2018/19 (and note that the baseline in 2010 was only 1,099 in 2010). China overtook the United States in 2019/20 for the first time and now has the most certificate holders and this continued despite the COVID-19 pandemic in 2020/21, with the US still in second place and Germany in third. The majority of certificates are still held in Europe, but with notable growth in Asia Pacific, as is the case with China and also with Japan, Korea and Vietnam.

The MSC’s current CoC Standard is widely considered best in class, and our vision is to ensure that the MSC’s CoC system has improved accessibility and efficiency of engagement for all levels of the supply chain which continues to ensure that key risks such as product substitution are controlled, monitored and minimised.

Fishery Standard

As of March 31, 2021, 441 fisheries in 36 countries had been certified as sustainable to the MSC Fisheries Standard, demonstrating their commitment to healthy ecosystems and the long-term sustainability of fish stocks. Another 69 fisheries were in assessment. In addition, hundreds of fisheries around the world are engaged in Fishery Improvement Projects (FIPs). Many of these FIPs will use the MSC’s benchmarking tools and other resources to guide their journey towards sustainability. In addition, MSC’s own Pathways to Sustainability projects are helping move fisheries along the path towards greater sustainability and ultimately, where possible, certification as part of our commitment to work with small scale and/or Global South fisheries (see below).

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The first iteration of the MSC Fisheries Standard, then called the MSC Principles and Criteria, was published in 1999. Since then, it has been continually developed and improved to reflect the most up-to-date understanding of internationally accepted fisheries science and best practice management, informed through consultation with stakeholders around the globe.

Every five years the MSC initiates a Fisheries Standard Review (FSR). The FSR is an opportunity to consider potential improvements to the Fisheries Standard by reviewing issues raised by stakeholders and by our own monitoring and evaluation processes, and where appropriate, to incorporate widely accepted new science or fisheries management best practice. The latest review started in 2018 and will run until 2022.

The FSR has worked to:

In the past year, the FSR project reached its stakeholder consultation phase. The pandemic resulted in us undertaking more online engagement than previously planned – with encouraging results. In developing our last Fisheries Standard in 2015, we received 67 responses from 36 organisations. This time, our five initial surveys received 268 responses. We also ran 11 virtual workshops with over 200 participants representing over 150 organisations from 33 countries, and in May 2020 we launched our first virtual Fisheries Standard Review conference, attended by over 400 people. The MSC will continue the consultation process over the coming months and will be carrying out impact assessments of all the proposed changes. The draft version of the new Standard will be released in early 2022, with the Board considering the final version for approval in mid-2022.

Focus on Developing Regions and Small-Scale Fisheries

A major focus of the MSC in recent years has been on increasing our engagement with fisheries in Developing Regions, many of them small-scale. These fisheries often have significant challenges around engagement with our programme but are key to meeting our ambitious goal of seeing 30% of the world’s fisheries in certification or assessment by 2030. There are currently, as noted above, a total of 71 fisheries certified or in full assessment in developing economies in Africa, Latin America and Southeast Asia. Fisheries in Developing Regions are often vital to local food security, livelihoods and economic development, so it is especially critical that they are managed sustainably. This is all the more urgent given the issues of climate change that these fisheries, especially tropical fisheries, will face as fish stocks move from their traditional geographies.

The MSC has also had significant success working with small-scale fisheries, both in Developing Regions, including western Africa and Indonesia, and in the past year in the Mediterranean, thanks to our successful Pathways to Sustainability projects. These projects seek to map the fishery space in targeted geographical regions in order to understand what is being caught, where and by whom, identify fisheries with the potential to move forward towards improvements, and then work with them to develop action plans that will lead to sustainability and eventual MSC certification. In 2020/21, we had Pathways projects in

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Namibia (the Benguela Current Project), Indonesia, Mexico and South Africa (the Fish for Good project), in Western Africa in Senegal, Mauritania, the Ivory Coast and Cape Verde, and in the Mediterranean in France, Italy, Spain and Greece (Project MedFish/MedPath) and in the East Asia Sea (South Korea, Japan, and China).

As part of this effort, we are also working to enable financing for fisheries improvement actions identified in the action plans that come out of Pathway Projects. Often traditional lenders are unwilling to provide financing for sustainability improvements. Thus, the MSC has launched its own Ocean Stewardship Fund (OSF) that uses a percentage of MSC’s own logo licensing royalties to help fisheries in transition to MSC certification. Going forward, MSC will work to open the OSF to third party donors and broaden the scope of its funding mandate as part of our ambitious efforts to scale our work in Developing Regions.

Finally, we are working to pioneer new approaches to understand and help mitigate the effects of climate change on fisheries, as well as lower the cost of certification by developing tools such as our Data-Limited Methods (DLM) project for data poor fisheries. We are now almost finished with a process for determining and applying the most appropriate assessment and management methods for data- and capacity-limited fisheries that maximises yield and provides a high probability of achieving the sustainability levels required for certification to the MSC standard. Already, the MSC-DLM tool has received significant attention from external organisations interested in using it (e.g., UN FAO, Department of Fisheries and Oceans (DFO), Canada), showing that it is filling a key gap in management strategy development and evaluation and hopefully allowing many more small-scale fisheries to engage with us.

CHARITABLE FUNDRAISING

The MSC employs a professional fundraising staff of three full time employees who are tasked with delivering MSC’s fundraising plan as articulated by the Board and senior management; the MSC and is registered with the UK Fundraising Regulator and voluntarily observes the UK Charity Commission’s Code of best practices. This includes complying with any relevant statutory accounting and reporting requirements on fundraising. Fundraising staff at the MSC are overseen and monitored by both senior management and the Development Committee of the Board of Trustees. The MSC does not employ outside fundraising consultants or similar commercial services, nor did the MSC receive any complaints around fundraising, or the staff engaged in fundraising in 2020/21.

The MSC undertook no active fundraising from the general public requiring disclosure under S162A of the Charities Act 2011 in the past financial year (2020/2021) and had no campaigns or other active attempts to fundraise from the general public. The majority of MSC’s charitable income continues to come from institutional sources (foundations/trusts and government bodies) that are not domiciled in the United Kingdom (see below). While the MSC does not in the main fundraise from individuals, the organisation is in full compliance with the General Data Protection Regulation (GDPR) rules in respect of personal data.

Support from Funders

The MSC would especially like to thank our many charitable donors across the globe for the significant support they have given us since our founding. 2020/21 was no exception in the continuation of this valued support, as the MSC received significant new and generous support from the Mava Foundation for our work both in the Mediterranean, western Africa and around enable financing for fishery improvements. In addition, the David and Lucille

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Packard Foundation supported us with both a generous core grant, support for our work in Japan, and support to our Pathway Project in the East Asia Sea. We would also like to thank the Walton Family Foundation for supporting work around our FSR and in Indonesia, Latin America, and the United States. In addition, the MSC continues to receive generous core support from the Dutch Postcode Lottery, the Remmer Family Foundation, Triad Foundation, and Holzer Family Foundation, as well as continued support from the Adessium Foundation and Leventis Foundations for our work in the Mediterranean.

FINANCIAL REVIEW AND RESULTS FOR THE YEAR.

Total group income in 2020/21 was £30.1 million compared to £29.50 million in the previous year, an 2% increase. Income from charitable activities (that is, largely logo licensing royalty and annual fee revenue) amounted to 85% of total income (2019/20 80%).

Income from donations and legacies was £3.46 million in 2020/21, down 21% from the £4.40 million received in 2019/20. Note 2 to the accounts shows a further breakdown of voluntary income.

Income from charitable activities, consisting largely of royalty income and annual fees, increased overall by 8% from £23.73 million in 2019/20 to £25.62 million in 2020/21. Annual fees increased by 5% to £1.97 million (2019/20 £1.88 million). Volume royalty increased by 9% to £23.65 million (2019/20 £21.70 million), driven by increase in royalty generated from labelled sales of cod (Atlantic), tuna (Skipjack and Yellowfin), salmon and pollock.

Income from investments of £0.42 million declined compared to the previous year (2019/12 £0.50 million) as dividends paid by the market fell because of COVID-19. The net gains on the investment portfolio (that is, the increase in market valuation of the investments at the year-end) amounting to £3.21 million (2019/20 loss £1.72 million) are excluded from investment income and are disclosed separately on the Statement of Financial Activities as “Gains / (Losses) on fixed asset investments”. These gains reflect the “bounce back” of the market following the large fall in valuation during March 20 upon the commencement of the COVID-19 pandemic.

Expenditure totalled £27.24 million in 2020/21, up just 1% from £26.91 million in 2019/20. The global lockdowns in place as a response to COVID-19 severely restricted expenditure on travel, meetings and events and some other planned activities than could not be delivered virtually. Staff costs, on the other hand, were unaffected by COVID-19 since no employees were furloughed or made redundant due to the pandemic.

Staff costs increased by 11% to £14.59 million from £13.13 million. The average number of employees in the year increased to 277 in 2020/21 (2019/20 230).

Expenditure on raising funds for the MSC’s fundraising activities decreased by 27% to £0.45 million (2019/20 £0.62 million).

Note 5 to these accounts provides a breakdown of costs incurred in furtherance of the Charity’s objectives and shows a year-on-year increase in spend on the MSC’s charitable activities of 2% to £26.75 million (2019/20 £26.30 million). Expenditure classified as policy and maintenance of standards was stable at £5.44 million. Expenditure on education and awareness decreased by 7% to £8.64 million. Expenditure on servicing and outreach to fisheries and the commercial sector increased by 7% to £10.09 million. Logo licensing expenditure increased by 30% to £1.87 million, impacted by foreign exchange losses as sterling weakened against major currencies through the year. The Ocean Stewardship Fund (OSF) expenditure increased by 12% to £0.74 million.

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Governance costs decreased by 12% to £0.32 million. These costs include the audit fee, the cost of holding Board meetings as well as other Board relevant costs and an allocation of relevant staff salary costs. Governance costs are only 1.05% of total MSC income, welcomely low for an organisation which is very complex and has a truly global reach.

Losses upon revaluation of foreign assets amounted to £0.74 million (2019/20 loss £0.06 million). This gain or loss arises from the revaluation of the net assets held by the MSC’s overseas subsidiaries and foreign currency denominated investments.

The MSC ended the year in a sound financial position.

The overall surplus for the year of £5.94 million increased total reserves going forward to £38.8 million. £2.58 million of this carry forward reserve are restricted funds, £1.62 million are funds designated to OSF activities and £34.6 million unrestricted. The surplus in the year on unrestricted reserves was £5.5 million, a surplus driven by the gain on investments (£3.2 million) and underspends arising from Covid 19 lockdown.

Cash balances (including cash investments of £2.97m) totalled £9 million (2019/20 £6.84 million).

RISK MANAGEMENT

The Trustees address from time to time the risks that face the Company and adopt responses to minimise the risks identified.

The major risks identified are:

The Trustees review the risks regularly, and they believe that there are adequate systems in place to minimise them.

The impact of Brexit continues to be a risk, with ongoing uncertainty over the changing distribution patterns of raw material inputs into UK and European supply chains. A global perspective of the MSC highlights that much larger volumes of MSC certified fish supplies come from outside Brexit effected geographies, thus mitigating the potential downside impact of Brexit on MSC royalty income. The conclusion is that Brexit is unlikely to become an existential crisis.

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MSC has been lucky so far to have travelled through the COVID-19 pandemic materially unaffected in terms of incoming resources: royalty income was robust and charitable donors were supportive in terms of any delays in project outputs arising because of the global lockdown. Certain activities, specifically those that required travel, have had to be postponed where it was impossible to complete them virtually, while the shift towards digital marketing was accelerated. More generally, the organisation moved to adapt to remote working quickly and successfully.

RESERVES POLICY

The Trustees believe that it is generally good practice to hold reserves to protect against funding and other financial difficulties.

The MSC raises the majority of its voluntary income from a relatively small number of supportive trusts and foundations and consequently the financial impact should a donor decide to phase out its support would be material. The MSC is striving to diversify its charitable donor base. As a result, more speculative income and more restricted income may be included in the MSC’s budgets. Holding reserves ensures confidence that such target income can be given time to be nurtured without detrimentally effecting the MSC’s operations.

Certified fish entering the supply chain is the fuel that facilitates the generation of ecolabel royalty income for the MSC, via its trading subsidiary MSCI. While royalty income is therefore diversified across many certified fisheries, MSC certification can be lost or withdrawn. Similarly, royalty income is dependent upon the use of the MSC’s ecolabel on a pack, which is an entirely voluntary decision made by the brand owner, not the MSC. Should royalty income unexpectedly decline, it may be necessary to realign expenditure to income. Reserves are therefore held to allow time for this realignment to take place and to cover the costs of such a fundamental restructuring in the event of a major downturn.

The reserves also cover the exchange rate risk implicit in the MSC’s income and expenditure patterns, as well as the risk of losses arising from liquidating fund investments that form a major part of the MSC’s unrestricted reserves, in the unlikely circumstance that these investments are needed to fund day to day operational expenditure. Finally, the MSC’s short term cash flow requirements (i.e., its “working capital”) are also covered by reserves.

The Board has quantified the makeup of reserves against each of the above-named risks and concluded, in total, the unrestricted “free” reserve should be set between a minimum of 9 months and a maximum of 12 months of the following year’s budgeted expenditure.

Should the maximum reserves ceiling be habitually exceeded (defined as being two continuous years in succession), the Board will consider strategically whether the MSC’s capacity to generate royalty revenue remains appropriate and in line with its current and predicted expenditure requirements, or whether the success of the MSC licensing program has resulted in royalty income being generated at rates in excess of the organisation’s ability to spend it over the longer term.

Alongside any such strategic consideration, within a financial year that any breach in the maximum reserves ceiling is identified, the Board will give consideration to investing all the surplus free reserves, or an appropriate proportion, in the following areas:

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This reserves policy was adopted by the Board of Trustees in June 2019 and its appropriateness is continually monitored.

The MSC ended the year with unrestricted reserves of £34.59 million (see note 20). Once intangible assets and tangible fixed assets of £4.85 million (see notes 10 and 11) and designated funds amounting to £1.62 million are excluded, free reserves amounted to £28.12 million (2019/20 £24.53 million). This equates to 11.5 months the Board approved unrestricted expenditure budget for 2021/22 (£29.37 million).

INVESTMENT POLICY

The general objective of holding investments is so the MSC’s reserves generate a return that would be greater than the return that could be obtained if the reserves were held as interest bearing cash deposits.

Fixed asset investments are held in investment funds managed by Northern Trust and UBS. The intention is for these investments to be held long term, within a balanced and diversified portfolio, and that the MSC will not need to liquidate the investment in the foreseeable future. Both investment managers have delegated authority to make investment decisions, within a framework of pre-defined portfolio parameters, in response to market movements.

The Northern Trust portfolio covers equities, fixed income securities, real estate, and commodities. The equity element (the majority of the investment) is invested in Socially Responsible Investment (SRI) funds. The SRI funds mirror Morgan Stanley Capital International Ethical, Social and Governance indexes (namely the MSCI World ESG index and the MSCI US IMI index) to guide investment opportunities in equities screened for ESG criteria.

The investment fund managed by UBS consists of a mix of fixed income securities and equities, weighted towards equities. UBS use third party rating providers MSCI Research, Inrate or Oekom to allocate to each holding an ESG score and to provide MSC with a portfolio with an overall sustainability profile.

Current asset investments are all held as cash deposits.

PLANS FOR FUTURE PERIODS

The MSC has successfully finished the final year of its current Integrated Strategic Plan (ISP) and will now turn towards developing a new ISP to guide the organisation from 2022 for the next five years.

This next iteration of the ISP will address organisational issues related to MSC’s growth and evolution as a fully global institution, so that we can continue to support fisheries, supply chains and markets that are engaged in the MSC program. A major feature of our development over the coming years will thus be the use of digital technologies across all parts of the organisation. We expect that this will include several related strands, including digitisation of our auditing and assessment systems and developing new systems around digital traceability

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of certified seafood through the supply chain, as well as a review of our current chain of custody (CoC).

Equally, the MSC is moving to understand the impact of climate change on certified fisheries and sustainable fishing in general and will work to develop new tools and approaches to mitigate the impact of climate change on certified fisheries and the communities that depend on these fisheries. Conversely, the MSC will also seek to understand the potential benefits of moving to certification and sustainable fishing around reducing fishing’s carbon footprint.

MSC continues to be at a stage in our development where we are scaling globally, particularly in Asia, Latin America, and Developing Regions, including Indonesia, western and southern Africa and India. As part of this move to engage developing economies, we will continue to develop and expand our successful Pathways to Sustainability projects, which have moved fisheries through mapping, pre-assessment against the MSC Standard, and the development of targeted action plans to move them towards sustainability and (ultimately) certification—with all the ecological, economic and resilience that entails. As part of this effort, we will also use our own funding, the Ocean Stewardship Fund, to provide or catalyse financing for sustainability actions for the fisheries coming out of Pathways Projects that would otherwise be unable to find this support from traditional finance institutions.

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REFERENCE AND ADMINISTRATION

Trustees and Directors of the Marine Stewardship Council (MSC) :

Dr Werner Kiene Chair Appointed December 12
Mr Eric Barratt Treasurer and Finance Committee Chair Appointed May14
Mr Giles Bolton Appointed January19
Ms Maria Damanaki Appointed July19
Mr Stuart Green Appointed June 20
Mr Jim Leape Appointed December 15
Mr David Lock Audit Committee Chair Appointed November 18
Ms Stefanie Moreland Stakeholder Advisory Council Co-chair Appointed January19
Ms Amanda Nickson Stakeholder Advisory Council Co-Chair Appointed July19
Dr Kevin Stokes Appointed July20
Mr Paul Uys MSCI Board Chair Appointed August 15
Dr Christopher Zimmermann Technical Advisory Board Chair Appointed January21
Prof. Simon Jennings Resigned January21
Mr Jean-Jacques Maguire Resigned July20

The Trustees of the MSC are the charity’s Trustees under charity law and are the directors of the charitable company.

Principle Office & Registered Office : Marine House, 1 - 3 Snow Hill, London, EC1A 2DH

Principal Officers – the Executive Committee

Mr Rupert Howes Chief Executive Officer Dr Alene Wilton Chief Operating Officer Dr Rohan Currey Chief Science & Standards Officer Mr Nicolas Guichoux Chief Program Officer Ms Ishbel Matheson Chief Communications Officer

Advisers

Auditors: Crowe U.K. LLP, 55 Ludgate Hill, London, EC4M 7JW Bankers: HSBC Plc, 165 Fleet Street, London, EC4A 2DY Solicitors: DAC Beachcroft LLP, 100 Fetter Lane, London, EC4A 1BN Bird & Bird LLP, 12 New Fetter Lane, London, EC4A 1JP

Investment managers:

Northern Trust Company, 50 South Lasalle Street, Chicago, IL 60680, USA UBS, 1 Finsbury Avenue, London, EC2M 2AN

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TRUSTEES’ RESPONSIBILITIES

The Trustees are responsible for preparing the Trustees’ Report, the Strategic Report, and the financial statements in accordance with applicable laws and regulations.

Company law requires the Trustees to prepare financial statements for each financial year in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards) and applicable law.

Under company law the Trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of its net incoming resources for that period. In preparing these financial statements, the Trustees are required to:

The Trustees are responsible for keeping proper accounting records that are sufficient to show and explain the charitable company’s transactions and disclose with reasonable accuracy at any time the financial position of the charitable company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

S 418 CONFIRMATION

Each of the Trustees at the date of approval of this report confirms that:

This confirmation is given and should be interpreted in accordance with the provisions of section 418 under Companies Act 2006.

This Annual Report of the Trustees, under the Charities Act 2011 and the Companies Act 2006, was approved by the Board of Trustees on 28 July 2020 including approving in their capacity as company directors the Strategic Report contained therein, and is signed as authorised on its behalf by:

16

Mr David Lock Chairman Audit Committee

Date 27 July 2021

17

Independent Auditor’s Report to the Members of Marine Stewardship Council

Opinion

We have audited the financial statements of Marine Stewardship Council (‘the charitable company’) and its subsidiaries (‘the group’) for the year ended 31 March 2021 which comprise the Consolidated Statement of Financial Activities, Charity Statement of Financial Activities, Consolidated and Charity Balance Sheets, Consolidated Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the trustees' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the charitable company's or the group’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.

Other information

The trustees are responsible for the other information contained within the annual report. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion based on the work undertaken in the course of our audit

18

Matters on which we are required to report by exception

In light of the knowledge and understanding of the group and charitable company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report included within the trustees’ report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of trustees

As explained more fully in the trustees’ responsibilities statement, the trustees (who are also the directors of the charitable company for the purposes of company law) are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the trustees are responsible for assessing the charitable company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Details of the extent to which the audit was considered capable of detecting irregularities, including fraud and non-compliance with laws and regulations are set out below.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We identified and assessed the risks of material misstatement of the financial statements from irregularities, whether due to fraud or error, and discussed these between our audit team members. We then designed and performed audit procedures responsive to those risks, including obtaining audit evidence sufficient and appropriate to provide a basis for our opinion.

We obtained an understanding of the legal and regulatory frameworks within which the charitable company and group operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006, the Charities Act 2011 together with the Charities SORP (FRS 102). We assessed the required compliance with these laws and regulations as part of our audit

19

procedures on the related financial statement items.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which might be fundamental to the charitable company’s and the group’s ability to operate or to avoid a material penalty. We also considered the opportunities and incentives that may exist within the charitable company and the group for fraud. The laws and regulations we considered in this context for the UK operations were General Data Protection Regulation, employment legislation and taxation legislation. We also considered compliance with local legislation for the group’s overseas operating segments.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Trustees and other management and inspection of regulatory and legal correspondence, if any.

We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be within the recognition and classification of income and the override of controls by management. Our audit procedures to respond to these risks included enquiries of management and the Audit Committee about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals, reviewing accounting estimates for biases, reviewing regulatory correspondence with the Charity Commission and reading minutes of meetings of those charged with governance.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed noncompliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect noncompliance with all laws and regulations.

Use of our report

This report is made solely to the charitable company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and the charitable company’s members as a body for our audit work, for this report, or for the opinions we have formed.

Tim Redwood Senior Statutory Auditor For and on behalf of Crowe U.K. LLP Statutory Auditor

London

Date: 6th August 2021

20

CONSOLIDATED STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING INCOME AND EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 MARCH 2021

Notes
Income
Donations and leagacies
2
Income from charitable activities
Income from investments
3
Other trading activities
Total Income
Expenditure
Expenditure on raising funds
4
Expenditure on charitable activities
5
Total Expenditure
Net income before transfers and other gains
and losses
Gain / (Loss) on revaluation of fixed asset
investments
Net income before transfers
Gain / (Loss) on revaluation of foreign
assets
Transfers between funds
Net movement in funds
Funds at 31st March 2020 (31st March 2019)
Funds at 31st March 2021 (31st March 2020)
General
Designated
Restricted
Funds
Total Funds
2021
General
Designated
Restricted
Funds
Total Funds
2020
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
1,136
0
2,321
3,457
1,154
0
3,230
4,384
25,619
0
0
25,619
23,726
0
0
23,726
416
0
0
416
497
0
0
497
604
0
0
604
859
0
0
859
27,775
0
2,321
30,096
26,236
0
3,230
29,466
452
0
0
452
610
0
6
616
23,824
740
2,223
26,787
23,449
661
2,187
26,297
24,276
740
2,223
27,239
24,059
661
2,193
26,913
3,499
(740)
98
2,857
2,177
(661)
1,037
2,553
3,214
0
0
3,214
(1,723)
0
0
(1,723)
6,713
(740)
98
6,071
454
(661)
1,037
830
(127)
0
0
(127)
(58)
0
0
(58)
(1,080)
1,076
4
0
(1,061)
950
111
0
5,506
336
102
5,944
(665)
289
1,148
772
29,088
1,289
2,477
32,854
29,753
1,000
1,329
32,082
34,594
1,625
2,579
38,798
29,088
1,289
2,477
32,854
UNRESTRICTED FUNDS
UNRESTRICTED FUNDS

There were no recognised gains or losses other than those included in the Statement of Financial Activities. All Income and Expenditure derive from continuing activity.

21

olAR￿y5rATEmENT OF FINANa4lACTMnES IINCLVtHNG INCOMEAND EXPENtfftJREACCOUNTI FOR THE YENR ENDED 31 MARCH ￿21 uNREsT￿ED IUNDS Uniestricte Designated d Funds Funds uNREsTR￿ED IUNDS Unrestfitte Designate d Funds d Funds Resrritted Total Fur Restritted Totri FuTrts Notes Funds 1021 Funds Donation5 8nd leaEaiies Income from charitable aaivities Incorne from investments Othertr3dinE artivitie5 Total 818 20.107 415 2.313 1,091 20,137 496 31 21,755 3,230 4J21 20.137 496 31 24.985 20,107 415 21.547 2.313 23,SE 3,230 EXptnrf￿rt Expenditure on rai5inglunds Expenditure on charitable aaiwties Total Expe￿1￿Jrt 452 17,878 IB.330 451 ),237 610 616 21155 21771 740 740 1,619 1,619 662 662 1,049 1,055 21,054 kI0￿transfe￿￿j Olher£aiTh5 3,017 17401 1971 701 16621 2,175 U14 asset invesrments Net irKorne bElcKetran51er5 3,214 U14 IL7231 6,231 17401 11,0221 16621 1175 491 Transfers btheen funds I1,0￿) 1,076 950 101 5,151 336 1,742 491 F￿h1$al 31st March 20201315t March 20191 17,333 1,288 3,764 31385 2B,872 1012 31st IAarch 2021 Illll March 20201 32.484 1,624 4.462 38570 27,333 1,288 3,764 31385 There wert no iecognised gains or losses otherthan those included in the Statement of Financial Aciivities. All Incorne and Expenditure defive from conrinuinE attivity. 22

CONSOLIDATED AND CHARITY BALANCE SHEET as at 31 March 2021 Group 2021 Group 2021 Group Group 2020 Charity J>21 Charity 20 Note FixedAs5ets io 1.255 974 1.253 3.581 17,7n 22,f4J6 9n Tangible assets Inve5trnents li 3,584 14,090 3.511 14,235 18.n8 12 17,628 22.483 18,648 CuttentA5set5 Inve5trnents 2.975 10.981 6,032 19,988 2,014 11.062 3,833 17.909 1859 13.287 2,174 18.320 19n 11,525 1.256 15,752 Debtors 14 Cash at bank and In hand Credit¢)rs= Atnourtsfallingdue within one year Netcuttenta55et5 13,545 13,0461 12,2401 16.074 12,085 13,667 16,443 14,263 Credltors:AmountslalllnBdue 8fter more than oneye& 16 11281 157) Iiioi Totsl assets lesstotsl liabilities 38,798 32.854 38.570 32,385 Fund5 Unrestricted funds- General Funds Unre5trirted fund5- Designated Funds Restricted funds 34,594 L625 1579 31484 1.624 4,462 27,333 L288 3.764 L289 1477 Totsl Fund5 38,798 32,854 38,570 32,385 The fi'nancial statements on pages 2010 38 were approved and aulhoiised lor Issue by the Trust￿ on 27 Juty 2021 and signed on their beham by." Mr t>awd Lock Company Re8iStration Number 3322023 DirertorlTrustee MSC 23

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE GROUP FOR THE YEAR ENDED 31 MARCH 2021 2021 2020 Statement of cash flows Cash flow5 Irom operati￿￿ activitKs: Net C05h provided by fused in) operating ticts"vits"es fkw45 from inves11￿a activitKs: Dividends, interest and rents from investments Proceeds from the sales of property. plant and equipment Purchase of properry, plant and equ ipment Proceeds from sa le of investrnents Purchase of investments Iler C475h pmvidedby (usedin) invesriThJ oaiviries Cash IIow5 from financing artivities: repayments of borrow ings Net (05h prOvi￿ty (usedinjrirn￿1n￿ adi¥itie5 3.245 1260 416 497 11,1651 s,￿5 15.9411 11,0851 19791 17,6721 12,2541 In c05h ond c05h equlvolents in the repivtsng peirod Cash and cash equNalents at the beginning of the reporting period Co5h oThlc05h eqw¥olents ot the ol the reportiThJ peiFod 2.160 6,847 9.fy)7 6.841 6J47 Reconciliation of net i￿Orne l {eX￿￿1￿re) to net cash flow from operatiry activities 2021 2020 Net income l {expeThliture} for the le￿rtI￿ periDd {ès per the ￿atement of financial activities} I￿stments for. Depreciation charges FX on Foreign A55ets Net unreal ised loss Igainl and other movernents on investment Dividends, interest and rents from investments (Profit) / Loss on the sale of fixed assets lincreasel / decrease in debtors Increase / Idecfeasel in creditors Net cash provideil by (used in) Operati￿ actr¥itie5 772 822 610 13,8121 14161 731 1.472 14971 81 1301 3,245 19221 704 1260 Analysis ol cash and cash equrvabent5 2021 2020 Cash in hand Notice deposits1le5S than 3 month51 Total cash al￿ cash equNalents 6,032 2,975 9,￿1 3,833 3.014 6A47 24

NOTES TO THE ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2021

1. Accounting policies

Marine Stewardship Council is a Public Benefit Entity registered as a charity in England and Wales and a company limited by guarantee. It was incorporated on 17[th] December 1997 (company number 3322023) and registered as a charity on 10[th] December 1997 (charity number 1066806).

The company was established under a Memorandum of Association which established the objects and powers of the charitable company and is governed under its Articles of Association (amended July 2014).

In the event of the company being wound up members are required to contribute an amount not exceeding £1 each.

The registered office is Marine House, 1-3 Snow Hill, London, EC1A 2DH.

The following accounting policies have been used consistently in dealing with items which are considered material in relation to the Charity’s financial statements.

Basis of accounting: The consolidated financial statements have been prepared under the historical cost convention, except that fixed asset investments are stated at market value, and in accordance with Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), the Companies Act 2006 and the Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) – effective 1[st] January 2015.

These financial statements consolidate the results of the charity and its five wholly owned subsidiaries, Marine Stewardship Council International Limited (which is incorporated in the UK), Marine Stewardship Council Limited (which is incorporated in the United States), Marine Stewardship Council Asia Pacific Pty Limited (which is incorporated in Australia), Marine Stewardship Council Asia Ltd (which is incorporated in Singapore), and Ippan Shadan Hojin MSC Japan (which is incorporated in Japan) on a line by line basis.

MSCI also has a Chinese registered subsidiary, An Hai Xu Fishery Certification Consulting (Beijing) Ltd Co (known as MSC China), the activities of which help fulfil MSC’s charitable mission in China.

The functional currency of the Charity and its subsidiaries is GBP because that is the currency of the primary economic environment in which the group operates. The consolidated financial statements are also presented in GBP.

MSC’s overseas subsidiaries are converted into GBP and consolidated into the group accounts using the year end exchange rate, with the foreign exchange gain or loss arising reported as gains or losses arising upon revaluation of foreign assets in the SOFA. Fixed assets held in the overseas subsidiaries are immaterial.

Going Concern: The Trustees approve the annual budgets and periodic forecasts to ensure there is sufficient working capital to meet the charity’s obligations over the subsequent 12 months. The charity meets its ordinary working capital requirements through its existing cash balances. The Covid-19 impact has not had a material impact on the charity’s financial operations. Having regard to the above, the current cash position and the expected cashflow over the following 12 months the Trustees believe it appropriate to adopt a going concern basis of accounting in preparing the financial statements.

After reviewing the group’s forecast and projections, the Trustees have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. This view is supported by the level of free reserves held at the year-end (equivalent to12 months expenditure). The group therefore continues to adopt the going concern basis in preparing its consolidated financial statements.

Critical accounting judgements and key sources of estimation uncertainty: In the application of the accounting policies directors are required to make judgement, estimates, and assumptions about the carrying value of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historic experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The critical estimate involves accruing for royalty income, with around 2% to 10% of the total royalty accrued each year being based upon historic trends only, rather than information received post Year End from the license holder relating to actual labelled sales for the period of the accrual. This arises because turnover declaration returns of labelled product sales are submitted by license holders in arrears. As a result, labelled product sales data covering reporting periods ending 31[st] March are received after the financial year end. At the point the accounts are drafted, not all license holders may have reported their labelled sales data (even though the license agreement obligates them to submit their turnover declaration by one month after the end of the reporting period in question). For these license holders, the level of labelled sales (and hence royalty income to be accrued) are estimated based on historic trends.

25

Judgements are also made for bad debts provisions, based upon reviewing debts older than 90 days at the year end, and for certain contracts of service, whereby the fee to be received by MSC for services delivered continue to be subject to negotiation after the year end.

Fixed Assets:

Intangible fixed assets

Intangible fixed assets represent software costs capitalised in accordance with FRS102. These are stated at historic cost and amortised on a straight-line basis over the period which revenue is expected to be generated (typically 4 years). Items costing less than £500 are expensed in the year of purchase.

Tangible fixed assets

Tangible fixed assets are recorded at cost or, in cases where tangible fixed assets have been donated to Marine Stewardship Council, at valuation at the time of acquisition. Tangible fixed assets are capitalised in the balance sheet at cost, except for items costing less than £2500 which are expensed in the year of purchase.

Depreciation: Depreciation for UK entities has been provided at the following rates in order to write down cost or valuation, less estimated residual value, of all tangible assets by equal annual instalments over their expected useful lives.

Furniture, Fittings & IT equipment 25% Refurbishment costs of Snow Hill over 7 years London Virtual Freehold Property Building cost over 99 years

Incoming resources: Grants and donations are recognised as income when it is clear MSC has entitlement to the income, that the donation is reasonably certain to occur and that the value of the donation can be measured. Logo license royalty income is accounted for in the period in which the labelled products were sold by our trading partners. Donated services and facilities are included at the value to the charity where this can be quantified. No amounts are included in the financial statements for the services donated by volunteers.

Expenditure: Resources expended are included in the Statement of Financial Activities on an accrual basis, inclusive of VAT which cannot be recovered. Since 1[st] February 2009, the Charity has been registered within a VAT group consisting of itself and its UK based trading subsidiary, Marine Stewardship Council International. From 1[st] February 2009, therefore, input tax can be partially recovered based upon a business: non-business model.

Expenditure on raising funds comprise expenditure incurred in encouraging others to make contributions to the charity and include staff costs directly attributable to that activity. Expenditure on charitable activities comprise direct expenses incurred on the defined charitable purpose of the charity, and include staff costs directly attributable to the charitable activities. Where costs could not be directly attributed to any particular function or activity (i.e., costs classified in MSC’s ledger as relating to senior staff and office, IT, HR, finance, premises support type costs), they have been allocated by applying bases consistent with the use of the resource. Senior staff costs are apportioned to charitable activities in relation to an estimate of time that that senior member will focus on a specific charitable activity. Head Quarter support costs are allocated to charitable activities in proportion to the staff costs sitting in that charitable activity. Local office support costs are allocated based on an estimation of charitable activity focus of that local office (that is, across servicing and outreach and education and awareness only).

Cash and bank and current asset investments: Cash balances held in interest bearing deposit accounts (business reserve accounts or time deposits) are classified as current asset investments in the balance sheet. All other cash balances held at bank or in hand are classified as cash at bank or in hand in the balance sheet.

Investment income: Investment income is recognised in the accounts when it is receivable and is allocated to the appropriate fund.

Investments: The charity has four wholly owned subsidiary undertakings.

Marine Stewardship Council International has a wholly owned subsidiary, An Hai Xu Fishery Certification Consulting (Beijing) Ltd Co (known as MSC China), which received its business license 2[nd] February 2016.

Investments in the subsidiaries are stated at cost.

Fixed asset investments are held in a portfolio covering equities, fixed income securities, real estate, and commodities, which is managed by Northern Trust, and a second fund, managed by UBS, focused upon fixed income securities. The equity element of the Northern Trust fund is invested in Socially Responsible Investment (SRI) funds. The SRI funds mirror Morgan Stanley Capital International Ethical, Social and Governance indexes (namely the MSCI World ESG index and the MSCI US IMI index) to guide investment opportunities in equities screened for ESG criteria. The UBS fund focuses on lower risk investments consisting of gilts

26

and corporate paper. Fixed asset investments are reported in the financial statements at their market value on the balance sheet date, including the effect of any unrealised gains and losses as of that date.

Foreign exchange: Assets and liabilities denominated in foreign currencies are translated at year end exchange rates. Exchange differences are included in the statement of financial activities. Transactions during the year are recorded at the prevailing rates.

Financial assets and liabilities: Financial assets and financial liabilities are recognised when the Charity becomes a party to the contractual provisions of the instrument. Additionally, all financial assets and liabilities are classified according to the substance of the contractual arrangements entered into.

Financial assets and liabilities are initially measured at transaction price (including transaction cost) and are subsequently remeasured where applicable at amortised cost except for forward rate currency contracts which are subsequently measured at fair value with gains and losses recognised in the Statement of Financial Activities. Assets and liabilities held in a foreign currency are translated to GBP at the balance sheet date at an appropriate year end exchange rate.

The Group enters into forward rate currency contracts to manage its exposure to fluctuations in exchange rates throughout the year. These contracts are recognised at fair value with gains or losses recognised in the Profit and Loss account.

Pension costs: In the UK, the charity operates a defined contribution group personal pension scheme for the benefit of any employees wishing to join. Defined contribution schemes also operate for overseas based employees in other, non-UK, jurisdictions in line with local legislation. The contributions payable under the schemes are charged in the income & expenditure account, and the assets are managed by an independent organisation.

Taxation: Marine Stewardship Council is a registered charity, and therefore is not liable for income tax or corporation tax on income derived from its charitable activities since it falls within the various exemptions available to registered charities.

Operating lease assets: Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Fund accounting: The general fund comprises those monies which may be used towards meeting the charitable objectives of the charity at the discretion of the directors. The restricted funds are monies raised for, and their use restricted to, a specific purpose, or donations subject to donor-imposed conditions.

27

2011 2020 Grants from other 3.018 4.195 charittble bo>die5 GraDt5 from government orEani53tions Donation5 frorn companies Other donations 145 141 3.457 2021 2020 63nk 3nd Invesiment funds intefe5t and dividends receivable 416 497 4 Ex[th1￿￿e￿ ra151￿ 2021 2020 General funijraising a(riMties-. 294 othef running Costs investment managers fees supporr IID 82 77 133 616 452 Acriyities Supwr GobErnaDce 105ts 105ts Acriyities Govemante undertaken 2021 undertaken Supporrcosts 19 costs dire£tly direttiy Poli£y& maintenance of standard5 Education & awareness 4,591 752 95 5A38 4,615 764 iio 7.73S 1.441 121 ServiCinE & outfeach to fisherie5 comrner(iai 7,975 2.024 95 io 7,097 Z,211 seccor Logo licensing costs Ocean Stewardship Fund 52 502 663 28 L4 742 742 21.226 5,245 316 26.787 20.613 5.325 359 26.297 6 &JppLYtW5t breakthm ￿￿1¥￿V Policy & Education & Servicin£ & Raising Fund5 Standard5 awarenes5 outreaih Logo licensing Total 2021 Toki 2020 Olfice services IT setyices Finance 5erviies Human Resouries zo 35 197 341 47 103 531 917 127 277 1395 uii 334 729 1.510 2,234 672 93 203 62 135 li 723 Premises 127 172 2,024 453 5,$22 407 5,458 77 752 985 Support Costs have been allocated to acrivities in IIDe With staff salary expenditure in a specific 8ttivitylsal8rycost bein£ a reason6ble approximation of staff nufflber5 ltiffle Spent bythe semce funirion5 On that attivityl. 28

7 Netinumnel experKliiute 2021 1920 The8roup's net Income/expendlture Is stated 8fter or char8lng'. Fee5 payable tothe parentcharity'5 auditors forthe audit ofthe charity'5 annual acrount5 Fees payable tothe parentcharity'5 auditors forthe audit ofthe ch£rity'5 subsidiarie5 Total fees p4yabletothe parent charity's auditor5for 3uditingservices Fees payable tothe parent charity's auditors fcrtax services Operating lease charges- land and buildin8 Operating lease charges- office equipment (Profttl l L055 on fixed assetdi5P05al Depreciation 27 36 505 503 B Trustee Idlrectorsand employees staff costs. including directors, remuneration. were a5follows'. 2021 2020 Wa8es and salaries Soclal securlty costs Pension 11098 10,881 L015 14.599 912 13,133 The nurnberof staff ernployed bythe charity duringtheyearwas a5follow5: 2021 number 277 2020 number 230 Numberof staff during the year Full Time Equivalent IFtEI duringthe year 240 The nurnber of employee5whose ernolument5 amountedlo OVer£f￿1.(￿ in the ye4rwas a5follow5'. 20 17 16 2020 £(A),{￿. £69.999 £70,(￿. E79,999 £80,1￿. £89,999 £g).OW- £99.999 ElW,(￿- £109,999 £IIO,CW- £119,999 É120,IKMI. £129,999 30,IXK>- £139,999 O,Im- £159,999 £210,IKK>- £219,999 £250,CW. £259.999 Key management personnel are defined 85 those who are deslgnated as rneMbe￿ ofthe MSC Executl¥e Committee. Salaryt penslon contributlOn5 and other benefits re￿IVed during 2020121 bythe five Executive Comtnittee tnernber5 arnounted to £961,275 12019120 £771,142 adiusted to include employers Nll. The banding foTthe highest paid employee shown above includes employer5 pension contribution paid a5 salary. Thi5 treatrnent was adpoted as mitigation to the tapering of the ènnual pension contribution èllowance. The emoluments reported in all other bands exclude employer5 pension contribution MSC paid pension contributions £nd other benefits on behalf of staff totalling £1.014,81912020.' ￿12,506). Forthe 49 members of staff whose emoluments were greater than £60,(W the MSC paid pension contributions and other benefit5 totalling£417,11612020'. £438,1￿}. 9 T￿Stee&. ietnuneration and exper￿5 The chairof the ch8ritable company, Orwemer Klene, who is also a Trustee underchèrity law, recelved orwas entitled to receive emolurnents of USD46.(￿ duringthe yearfor professional servi￿5 rendered12020.' USD 46,CKX)l. These payrnent5 were made In Ilne with crlteri8 lald down In the Memorandum and Artlcles of Assoclation of the comp8ny and were approved by the full Board. The Charity has mettravel and sub515tence expenses incurred bythe fourteen Trustees in the Charity's business totallingÉlO,958 12020.. E64,3191. The Charity has a150 paid forthe indemnity insurance cost forthelru5tees Iwho are also directors) and it5 key employee5 with roBard totheir actions on behalf of tho charity- 29

10 aKeis Group Trademark Group Software nd database Group Total Charity At 1st April 2020 Additions Disposals I write offs At 31 March 2021 2.602 947 947 3.933 3.933 Depre¢h?tp?Tr At 1st April 1020 Charge forthe year Oisposals / write off5 At 11 March 2021 1.016 6S6 1016 666 1,630 665 1678 1678 1295 Net ￿ts￿Val￿e At 11 March 2021 At 81 March 2020 L255 974 lJ55 974 972 Trademark intanEible asset represents the £1 purchase c05tto buythe MSC logo trademark from Marine Stev4ardship Council Intefnational. The amorrisation chawe of IntènÉible assets has been allocated equally across Policy and maintenance of standards. Eduiation and awarene55. Setvicing and outreaih to f15heries and commercial 5e(tor. and Logo liiensing costs. 11 Tatvdthk assets Group Long Group Furniture. Leasehold fittings and IT equipment Right of Use GroupTotJl Charity Properrv A55et5 At 1st April 2020 Addition5 Disp05als / write offs 31 MaTch 2021 3.7 971 218 93 4.764 218 214 3.7((1 LIBI 4J81 Deprec$￿￿)￿ At tst April 2020 Charge for the year Disposals I write offs At 31 March 2021 336 797 47 1.180 156 978 37 119 144 1471 373 LIBI L122 Net t￿k¥alue At 31 March 2021 At 31 March 2020 3.327 3,364 273 174 3.581 3.511 30

Group Subsidiary Subsidiary At IApril 2020 AdditiDns 145 145 At 31 March 2021 145 145 At 31 Mirch 2021 145 145 Al31 March 2020 145 145 Thecompaffly'sstsbsldiari￿a￿rinetkQv￿￿rw@ré￿strt1l￿S'. c￿￿ntry ActF¥ M3riffloStQwardshipCouncil Intorfflatlonal ICN348S48SI shareholdèr M3riffloStéWardshipCo￿ncil MSCUK Isihésole I￿N91-2018427> mombor Mzrlfflostèwardshipco￿ncll Asia Pacifit PtyLimitéd I￿N 1023978291 M3rifflÈstQwardshipCo￿ncil Asla LtdlCN 201215S12M MSCUK Isihésole UK ComrnercialactlvitiosofMarinèStewardshipCoufflcll IuKtraéinEs￿￿SId1￿ry bi￿￿the0bJéctIWeS0f MSCIU5charitJble s￿￿SidI￿ryI MSCUK Islhèsol trali member hi￿ethe0b1QCIIWQS0f m5c￿￿tralIan charitable subJidiJry MSCUK Isihesol mombor MSCUK Isihésolé bi￿￿the0bJéctIWeS0f MSC(5inEaPoroanchiritsblès￿bjidl￿ryI 1SCJapaffl-G mombor hi￿￿the0bj￿IIWeS0f GIAstsbsidiaryl An Hai Xu Fisherycortrfication Consultittgl8ÉiiiTrglLtd COICN 9111015Wts)3GWGICI MSCI isthÈsol Chin shareholdèr hivetheobjerti¥ÈJof￿l5c1￿1n@5￿tr￿dlll4sub5lol￿ryafm5ClI MSCA51 rrtKLtd Pacific Pty Ltd MSCAsi Haixu Fish@ry CerErfi¢aEionConsultin£ 18eijinEILtdCo MSCI Lt Ltd MSCJJpJn lThwme: 326 45 Incomefromcharitableattiwtles 25,442 Incomèfram Investmènt5 528 IB GrBTrtsfroffl UKChJrity Totsl Exponditure.. Exp&nttitur&onchantabl&artiwti&5 Foreign e*¢han4e ts3iDIIIo55 2.834 3.160 1.238 1.288 191 149 25,970 209 149 5,647 394 a.ILY) 15S 1.479 191 697 130 13 143 6.041 20 20 3.256 1.434 £99 Net In<ome/lEKpeftditurel GIftAIOto UK Chirity FuDd5 at 15EApril 2020 Funds at Istwil 2021 13 369 173 195 49 36 49 155 FixedAssots& Intanwble FixertAs5ets Inv&5tTnfints in5ub51di3ry 12 179 D•btor5 16 io 17 Cash at bankand In hènd TotalcurrÈnti55ets 3,278 373 387 206 289 71 81 22 C¥eOitOrS". AmouhEsfèllittÉduewithoneyear 18661 29 266 37 Total assets lesstotsl liabilitie3 Rwes¥lltqd by.. ShèreCapit?I Unr&5trirfadlunds Restrl<tedlJDd5 173 49 49 145 179 273 49 49 l73 49 49 31

12b FixedAssetlnvertments 2011 2020 alance at beEinnin£ofyear dition of princip?1 c?sh Sale of inv@stm@nts 14, 13.789 1,304 15,6051 5,941 3.490 3,826 S,9TrJl 6,369 12,1931 11,7241 467 Purcbase of investments Market revaluation of investments 11055e51}zain on investment Dividend and interest income Invostrnent rnan3gers fèes Foreign exchange revaluation 1821 16101 1791 333 3.538 11.QJ31 17,628 14,090 The historii costofthE investment made 15 £12.25B.971. Assetclassesof FixedAsset investments are.. 2011 2020 Equity FunYs Fixed Incomo Securitle5 12,770 4.245 134 9,113 4,175 305 Real Estate fun¢Js Comrnoditie5 258 172 Money Markètfunds 221 325 17,628 14,OYO 13 CurrentA55et 1rTrvest￿Trts Th•50 are cornpri5d of£ash dopDsits holdlor investment purposes Group Gro 2021 (h¥ity 2021 2010 2020 alante at begiftfiingofyear ddition51lrodurtion51 Closingvalue atenY ofyear 3,014 1391 2,975 2,987 27 2.971 11121 2.859 2,944 27 3.014 2,971 14 Debto Ctrity 2021 2021 2020 2020 Trade DEbtor5 1,418 a56 85 125 Other D*btor5 24a 319 164 Prepayments and accrued income 9.207 B.319 355 ArnountsduefromSub5idiaryundert?kin85 12,443 iO,BBi 10,981 11,062 13,287 11,525 32

lair1￿ duEV￿thl￿o￿￿Vear Gil￿P 2021 fjrrw 2020 Owrry (harity 2021 2020 Trade Creditors Tax 51Kial 5ecurity(reditor Other creditors Aicruals deferred income 1.542 328 563 1.112 1,338 467 519 1.322 1.079 756 224 775 235 936 3,545 3.646 2.246 2.085 Movefflent on deferred income.. Group 2021 2021 Deferred income at l April 2020 Released ta Incorne In veèr Income deferred in year DefeFred iniome at 31 Marih 2021 1361 16 CreditW5.' amwTrtsfviiY(thJEafter mure than oneyear Gr 1Sr•Jp 2021 2020 2021 2020 Recertification fund liability O(eaD Stevdardship Funil Total fallinE due btter rnore than one yeJr 57 iio IIB iio iio 57 The Recertification Fund IS now closed and balantes accrued In￿ It are beinE drawn down as Claims are made. The Recertification Fund methanisrn has been replaced bythe Recerrification A5515tance Fund, one of the 5rran05 of the Ote4n 5teward5hip Fund105FI. The 05F tonsists of the Recertification As£i£tante Fund. whith supports the costs of recertification for fisheries Ihat are at their £etond or subsequent recertifiiation-. the TTrn51tioD As5i5r6fjce Fund, whiih support5 fisheriesto make the fie(e55ary irnprovemeDt5 to betorne certified-. the Science and Research Fund. which supporES reseèrch projec￿ wilh an emphèsi£ upon condition cio£ure.- the Innovaiion fund. which supports strateKically irnportantresearch. The OSF 15 reporte<J a5 designated fund5 On thefa(e of the SOFA Movemenion recertificaiion fund. Gr aw 2021 2021 Recertifitation fund l April 10 Disbursrnents in year Recertification fund 31 Marth 21 97 77 t59.rA)) of the reterEidfitation fund baiante is SnDwn as other treditors failing due Within one 33

17a F￿th. Gro Balance Isi April 2020 Income Expenditure Gains and losses Transters 3151 MJith IO Note D&L Pèckaro Foundaiion Dirtch P05tiode Lottery MAVA. Fondation wur la Nature European Unio DeutKhe Gesellschaftfur Intemationale 52 51 Zusamnenatbeil IGIZI D&L Packard Foundation D6L Packard Foundation D&L Packard Foundation 11251 165 Adessiurn Foundation. CaT4550 Foundation. RE50urce legacies Fund io 78 MAVA Hell3sFish li 53 52 114 52 162 VJriQUS fuThder5 Cephs &Chefs 13 14 147 ai Paikard Foundation East Asia Sea 15eal- Pathway5 Proiett MAVA Medpath WAFIC MAVA. Fondation pour la Nature WWF Sweden ISWIOCEPHI Refflmer Foundation Walton Foundation 16 17 215 18 19 91 91 19 1,678 L671 Titsi Pe51fKred 14 1521 1225 1579 Unre5tritted". GenEral putP05e fund 29.088 27,7P5 3.087 11,owi 345 Designated- 05F 34 17401 1.076 L6Z5 T¢xa16rwp F￿)d5 3U54 27,lJ91 3,087 ExchsnEÈpinsJnd IrswIrisin¥fromthÈr￿11u￿t1onofforQ1{ll currÈTr£yissetsheld OVer￿a$h&¥@b￿ènSet￿Eiin￿t xpenditure. Tr3D51&r5bRtw&&nfund5 r&pr&5&llttTrn51qr50f unrq5trirtqdfund5 llltorq5trittqdfutpd&dart￿ltll5 mat[hfu￿dInsr￿￿tr1b￿E1UnS contritrtrtions. Ttansfersof unrestrittedfvn4sintodesignaEedfund5 relatewtheOceènStewardshipFund Iseebelowl. Noles. IICapacitybuildiTr£."2IDutch PoJttod•LDtt•ryFiJhForGood". 3IKAVAPPWAP". 41Europ&an Maritimq & F15bqflq5 FuDd IEMFFI, SISu5tsinabl&OrtDPUs pruj&rt,-6IPackard Limit4d Pha5& 1 71Data Limited Phase 2."8llèpan Expansjon 2019-2021. 91 SupportlorNISC5 proÉrèmme ihsweden NESUFISH IOIProJect Me¢iterraneèTr.' IIIMAVA Fondation Pour la Nature.fjreece.' 121Levanti5. Greece., 131UKPrDI￿11ft￿hor￿.' 14IEurDpean Unirn. Chèphs& Chefs-. 15IMultiplier-Rbtin>ColliborJtion. 161 P￿ck￿rd EaJtAsiJ5eJ ProiÈct., 17IISEALPothwiysProiÈct 18IMAVAM&tsPath," 19IW&st&rn Aust￿lIall FishinElndu5tryQ>uniil. 20IMAVALaad2.21IWWFSw4d4n-SWIOCEPH 221RRrnmqr FouTrdition." 23lWBItOn SUPPQrtforth&MSCproBrimfflF201>22 241Ocean5tewardship Fund IOSFI. AdesignaiedfuTrdwiEh è 3fol4 obJettivetsfsupportin£fisherie5CfènsiEitsnjn£tOward5 MSC,funlini5¢ience and re5eèt¢h proje(t5thaEwlll befflefit MSCsstssiaiffl2bilityageffl¢a a recèrtification str4Tr4. helpin4trcontributetotho 2uditcosioffisherie5 beiTr£certifiedtrrthethirdtimo12nd recen￿1C?￿lDffl Thetirnelineforfullyspondin¥theEI rnillion initialdesiEnJtian IJ Iikelytobe￿lWQ@ll 3 and 4yÈir Fvrpnor￿lfcompIrètlv&￿.￿￿ nuta 22 34

17b m0￿M•Tht on DeSlEn•t•d o￿an S*•w4rdship Fund Group 2021 Group 2021 Group 2021 Group Group Group 2021 2021 2021 Innovation Seed Fuhd OSF Admi GBPO(K) GBP{￿) G8P (¥ Group 2021 Total GBPIKO TAF RAF SRF GBPO(K) GBPOL¥) GBP O Ocean Stewardship Fund 31 March 20 Designation5 m8de in theyear Transfers frotn Soed fund Grant admln oxpondltur Grants awardod durfng tho year Ocean Stewaidship Fund 31 Mèrch 21 80 431 320 431 797 92 107 1.289 1.076 107 33 163 12a81 503 11401 601 153 1.625 Gioup Gioup GFOUP 2020 2020 2020 TAF RAF SRF GBP￿1 GBP(th GBP O Gioup Group 2020 2020 2020 Innovation Seed Fund OSF Admin GBP￿1 GBP( GBP( Group 2020 Total GBP( Ocean 5tewardshlp Fund 31 March 19 95 95 950 Transforg frorn Sèod fund 203 Gtant admih eipenditvre Grant5 awaAed during the year Ocean StEward5hip Fund 31 March 20 13WI 80 320 797 92 1,289 Charity 2021 Ch8rity 2021 Charity 2021 Charity Charity Charity 2021 2021 2021 Innovatlon 5ood Fund OSF Adrnln Charity 2021 Tofal TAF SRF GBP(W GBPLW GBP(KY) GBP(W GBPiW G8P( G8P OCKI Oceèn StEward5hip Fund 31 March 20 320 797 92 1.289 1,076 431 431 107 107 Transfor£ frorn 5oed fund 33 163 11961 1461 1461 Grants awarded during theyear Ocean Stewardship Fund 31 March 21 11431 368 124BI 503 11401 601 153 1.625 Charfty 2020 Charfty 2020 Charfty 2020 Char Charfty Group 2020 2020 2020 TAF SRF IDnovatiDn Seed Fund OSF Adtnin GBP(th GBP(th GBPMO GBP(KO GBP( GBPO Charfty 2020 Total GBPO Ocean Stowardshlp Fund 31 March 19 380 95 95 950 Tran5fet5 froTn Seed fund Grant admin expenditure Grants aV￿ard￿d during theyear Ocean Stowardshlp Fund 31 Ma￿h 20 203 12031 13WI 1601 320 797 92 1,289 TAF Is the Transltlon Asslsstance Fund and Is funded by 2% of the volume royalty Income generated In the prevlous year. RAF is the Recertification ksi55tance Fund and is funded by 2% of the volume royalty income generated in the previous year. SRF is the science and Research Fund and is funded by 0.5% of the volume royalty income generated in the previous year. OSF Admin is the Administration Fund. to cover OSF administration costs. and is funded by 0.5% of the Volume royalty income generated in the previous year. Innovation 15 the innovation fund. and is funded by allocations for unrestricted or tran5f@r5 from the seed fundin8 Pot. Seed Fund is the balance remaininE of the Elm initial allocation from unrestricted funds into the 05F. 35

IB (Iwity eaiante 15tApril 2020 Intorne Expenditure G8ins Transfer 315t March 2021 O&L PKkafd Foundation Dutch PostCDde Lottery MAVA, Fondation pour ia Nature European Union Deut51he Ge5ellschaftfur 52 474 19 O&L Packard FoundatlOD O&L Paikard Foundation Swedish Institufe 291 552 165 Adessium FoundaEion.Carasso MAVA. Fondation wur la Nature ID 53 li 52 113 VariDU5 funder5 147 1991 Ceph5 & C￿ef5 13 14 31 P4ckard Foundotion. EostA5ia Sea Iseai- Pathwais Prole MAVA Medpath WAFIC MAVA. Fondation PDur la Nature WWF 5we4en15WIOCEPH WaiEOn Foundaiion 15 16 17 215 215 91 18 19 112 20 21 19 1.018 651 1.678 15991 1097 651 D&L Packard Foundation Enrwicklun85iesellsh?ft IOEGI 23 24 61 61 MIDATLANTIC Walton Foundolion Walton Foundation 26 27 144 19 144 3.764 IL6191 1462 Unre5tricted'. Genetal purpose fund DesiBnated- OSF 27.333 21.347 118.3101 17401 3.214 li.LWI l.D76 28 L624 Total Group Funts 31385 120.6891 3214 38570 bchinyi•iniiDdloJM#irliifiifroffjth•r•v•lU4tloDoffw•lincurrrrfyi5￿tsh•1d0mrXDIfvllVlb••￿utop1fflJt eKpEnditure. TrtnstÈrsbÈtWèÈnfundsrÈprÈ5Ènttrtn51Èrsofunr25trictÈdfvndsifitOrÈStrit￿d1u￿d￿dattivrtlÈS>srnatÈThfundIng IICapatitybuilOirtL2IChrtthPostthdèLÈttétyFish FotGood.3IMAVAPPAMP.. 61DataLimited Phase2."7lJap3fi Exp3n51lln2015-2021,31 ￿Pp￿rtfor￿￿S£'Spr0Er3￿￿eln5￿Ed2￿HESu￿5H 12IUKProiKt |nshof•, 13IEuTop•in Union.Ch•phi S C•fs.- 14IMultipliir-R•tinyColl•boritiofi., 151Pirk¥fd E•stJiiS••Proi•ct.. 16IIWLhthwiysProiqct 17ITrAAVAMedPath". 13IWe5ternAuttralian F15hinglndu5tryCOu￿iI, 19IMAVALead2, 20IWWF5wEden-SWIOCEPH 21IWalwTrsuppottlorthe NIScpr￿amMQ20I9-22.22pPatkJtdJap￿nEMpènS1OnPh1sÈI..￿a>DEODOfi15hafft,. 24IKDEKifi£fishèr-.2SIMidAtlbntiC 261 WaltOD SUPPOrtforthe MSC prwramme 201fv19." 271 Walton Me¥ico 28IOEe3nSteward5hipFund105FI Ade51gnBtEdfvndwith a3foldobi2rtivEut5UPPOrtingfi5h2rie5tTan51tiDningtOWèTdsM5C.fundifi£5Eience3ndre5earih PrDjeCtsthBt￿ll Forprkr¥arcoM￿f1lw+&, 36

19 FinvKi4lC￿rrThitI￿0Trts Gro LaTrJ& ￿lId1￿$ Othèr 2021 2021 bknihll 2020 2020 Expiry Date l yqar TwotofivÈ¥pBrJ Total 212 244 39 214 283 C￿r C￿r Chor Ch¥ity Larvj & BuildiTr85 Other 011 2011 Buiwir 2010 1020 Expiry Dète ios Twotofiveyear5 Total 106 117 2021 2011 2021 Unre£tritted DesiEnated Restrirted Funds Fund% Funds 2021 T￿1 Funds 2020 2021 202D Unrestrittell DesiEnared Restricted Funds Funds Funds 202D Total Funds Fund balance5 at 81 Marth as represented by. Tangible fixed assets & investrnents IntanEiblefiHed a55ets Netcurrent 655ets 21.218 1.255 IZ.239 21.228 I.￿5 16.445 17.674 974 10.497 17.674 974 14.263 1.6 Z.579 2.477 Totsi net a55ts 34,594 L625 1579 L471 51854 The Marine Stewardship Coullcil'5 related parties as defined b¥the FinJncial Reportiw Standard 101 Jnd the nature of the relationship. are sumfflarised below.. rine Stewèrdship Council Internaiionai L1rni￿￿ IMSCII DurinE the financial year fvISCcharEed MSCI of its offite, premises and HR costs. 50% of irs ITc0s￿, and an èllotaiion of the Finante Direttor and Covernate Setr￿a￿S313rytoE3l1ing £1.345.93712019120 £1.240.5371. AIIDtatiOn£ of key management *aiariÈS totaiied £171.2631201912D£IM.a301. Gift aid payable forthÈThear amounted to £12.926.21212019120E13.609,5611 and the royalty pa￿blE byMSCI to klscforthe rightto exploit MSC'S ecolabel amounted to £7.rN)2.4S212019120 £6.S09.0341 At 3tst March 1021. MSCI owed £12.442.302 In total tothe parent tharitycofflpany This amount includesthe arnount payable byMSCI to MSC a5 royaltyforthe rightto exploitthe Charitys intellettual propertyiie the MSC ecolabell and the Eift aid due tQlhe Ch6rityof M5CI'5 6C(ounting surplu5 fortheThEar. The Ult1rnate￿n￿Olllng party of the Charity is its rnernber5 who are alsothe Difectors and Ttuxees. 37

22 G￿up. CorryaratNe ILY wKYyear Balance Balance Expenditure Gains 1055es Transfers 31st March 2020 Income Note D&L Packard Foundation 52 205 21 52 D&L P8ckard Foundaiion D&L Paikard Fo>undation 12201 Dutch Postcode Lottery fvIAV4 Fondation pour la Nature European Union Deutsche Ge5e115chaftfur Internationale 14441 123 55 io 37 ZJsamnen3rbeil IGIZI D&L P&ikard Foundation D&L Packard Foundation 394 552 11041 11441 Swed15h IDSEIEUte Adessium Foundation. Carasso Foundation. Re50ur(e le¥aiies Fund (Sustainable Fisheries Fund) MAV+K Fondation pour la Nature Levantis io li 25Z 12681 12 13 52 52 114 V3fious funders Ceph5 & Chef5 WAFIC MAVA, Fondation pour la Nature Walton Foundation 14 155 16 17 76 14 1661 19 Walton Foundation Walton Foundation 19 20 391 1.157 12511 29 3230 IL193) iii 1471 UnresEritted". General purpose fund 29.753 26.236 124.0591 11.7811 Designated- OSF 21 16611 950 Total Graup F 31LW2 {26.9131 IL7811 BndlusJ•Jirisin£frumthi r•vilu•tion offor•iEncurr•rKyisx•tsh•lé ov•rJ•ix h•v•b••n ￿t￿l￿￿t expeftéiEute Trnnsf•rx ￿tWe￿nIundSra?fQ￿￿nttr￿￿sf•rSofu￿r￿strlttldffU￿dslntDrast￿ttQdf￿nded artivitl&S mitchfuDdin¥iontributions ￿ncI1-. 17IMAV4 Fondation pDur la Natur• 18IWaltonSuppotEIortheMSCprografftme 2017-19". 19IIvaltOn5uppotElorEheWprograMme2017-19." 20IWalttsfiSupporElorEhe NISCproyaMme201>22 2l1ocean5tow•rdJhipF￿fid IOSFI AdeJigTr￿tedf￿lld with B 3foldubJoctiveof 5UPPOrtingfiyherieJtranJitioninEtowbrdJ M5C,fundinEJci*nceand reJearchwuj•ttJthitwill benefiEMSCssuStèiAèbiliEYègefidè èné è feceff ifiCaEi¢ft5frèné. helpingitscty)rributeEOthe audit¢osroflisherie5bein{¢ertifiedfortheEhitdiimel2nd re(erErfication Th•tim•lin•forfullysp•ndin¥th•£l rnillioninit1ild•xi￿￿tlUn islik•tytub•b•tw••n34nd4y•irx. 38

23 F￿￿ts. Chairty. Compaiatl¥efor balance tstApril 2019 Intome Expenditure Gains and Transfer% 31st March 2020 losses Note D&L Patkard Foundation D&L Packard Found3tion 52 636 21 52 651 t￿L Packard Found3tiDn 61 Dutrh P05tcoOe Lottery EnNi(klunKs¥ese115haft IDEGI EuTopean Union 839 474 61 61 55 Deutsche Gesellschaft fur 21 37 KinEfi5her t￿L Packard Foundation io 294 5we¢ish In5ritute Ade55iurn Foundation, Cata550 Foundation. Resourie le{acies li 12 L52 12681 VaiiOUS funders MIDATLANTIC WAFIC 14 155 113 Is IAVA. Fondation Pour ia Na￿re W3ltDn Foundation 17 76 145 a91 173 144 Walton Foundation MAVJI. Fondation pour la Nawre Levant15 D&L Packard Foundation 19 1.157 65 21 22 52 52 552 123 552 MAVA. Fondation pour la Nature Wblton Foundation 23 24 19 122 IL0551 3.764 UThre5trirted. General purpose fund Desi¥nated- OSF 28,B72 21,755 121,0541 27,333 L28 950 TotsiGrcw Funds 2498S I￿771) IL72a} Trinsfèrs bètweénf￿fi￿jr￿pr￿OnlLfln￿fer5rlUnre￿tr1£tÉdfvlldSl￿tDrQstrIClQdl￿￿dÉd acti¥itieJ asmllch1￿Thdl contrib￿￿On$. Translersor￿nre￿tl1£tÉd￿ndSintoé￿￿I4￿￿t￿dftsfflds relatétothè0coaTrStéwardshipF￿ndl￿￿ bolowl. I)Capacityb￿1ldlfftg., 2lJapaTrÉxpafflslon', 2IData ￿mIE0d.. 4IFish ForGoc 51Don8shattfishetiÈSin SDuthofn Chlna., 6IEuropoaftMatitlmÈ& FishÈriesFundlEMFFk. 7ICÈphs& ChÈfs-.8Is￿St3inOb1eo¢t0Qu5W0jert 91Kev Dèta Elemeftts ProjettGrèni, 101 D?iè LIMired Phase2-. 111 SuppprEforW'5 prwamme iTrSweden". 12IPrpjertMediE¢rraThean, 13IMAVA. Fond3tiOn kthrlè Nèture, 14IUK prDjett in5hyre-. 15IPrDjettMi4Atlantic, 16IwE5ternAu5tr6lian Fi5hjnsln4ustryCLiun£jl, 17IMAV4 Pourlè Nature-We5tAlri(a 181walfv￿ 5upFwEfDrthE MSC 2017-19", 19IWaltQll 5uPPDrtfortheMSCp￿s￿rnMe2Q1￿2I. 20IHEIIB5F15hMAVA.- 21IHe11I5Fi5h Le￿￿tI5-. 22IJèpin EKpa￿s1on 2019-2021-. 23ILEADWe5tAfrica PhI5e2-.24IWaltoDFounditioD-M&¥jr 251OcinSt&warrt5hipFund IOSFI. Ad51KDltqdfuDdwith • afuld Qbiqtt￿q1)fSUPPQrti￿￿￿Sb•rIu5trI￿5ltlO￿IDgt￿w1r￿5 MSC,fundinKKi&nie•nd r54ircbprLsiqrt5thatwill bRfiqfitMSC's SU5f•in•bility •Eqndi r￿￿rtIfiCatID￿ St￿nd, hqlpifiitocontributqtothq auditCD5tDff15hari&5 b&ingc&rtrfiqdfDrthqtbirdtim&lZnd ra(rt￿l(ltlOnl. Th&tim&lin•furfullYs￿ndin1th•£l million Initial d•51gnatlUn 151lk&lytu￿ and4y&ars. 39