
## **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: 

- conserving marine and freshwater fish populations and the environment on which they depend 

- promoting, for the public benefit, effective management of fisheries and ensuring the sustainability of global fish stocks and the health of aquatic ecosystems generally 

- establishing and promoting the application of a broad set of principles, standards and criteria for sustainable fishing”. 

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: 

- Organisational purpose 

- Leadership 

- Integrity 

- Decision making, risk and control 

- Board effectiveness 

- Equality, Diversity and Inclusion 

- Openness and accountability 

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: 

- Over 17.4% of global wild caught seafood now comes from fisheries certified under the MSC Fisheries Standard: global collaboration has doubled sustainable MSC catch and more than tripled chain of custody commitment since 2010. 

- Our presence in Developing Regions continues to see strong growth: There are now 64 MSC certified fisheries in Developing Regions (up from 53, in 2019/20 and 41 in 2018/19 and 35 in 2017/18), with a further 18 in assessment. 

- The quantity of sold MSC labelled seafood (by product weight), has globally increased to over 1.47 million MT, well above the ISP goal of 981,788 MT by 2020 and representing an increase of 98% over the baseline of 744,920MT in 2016/17. 

- Globally, stocks targeted by MSC certified fisheries continue to show sustainable levels of stock biomass and in many regions, stocks show higher biomass after MSC certification occurred. 

- And in the supply chain, DNA testing results continue to show levels of mislabelling of <1% for MSC certified products. 

## **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: 

- incorporate improved and generally accepted global scientific understanding and fishery management practice into the Fisheries Standard 

- enhance program credibility and legitimacy by reviewing issues identified in previous versions of the Standard or fisheries assessment process 

- improve fisheries data collection to enable rigorous monitoring and evaluation 

- increase standard applicability and accessibility for fisheries Developing Regions 

- reduce Standard complexity to reduce barriers for new fisheries. 

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: 

- Global biological change (climate change) undermines the productivity and resilience of marine ecosystems, and the enabling environment for fisheries to be managed sustainably, increasing the risk of fisheries’ suspension from the MSC program.  This can be partially mitigated by ensuring the Fisheries Standard evolves to reflect global climate change. 

- Vulnerability of the MSC’s program to external events beyond its control (such as a failure of Regional Fisheries Management Organisations (RFMOs) to reach agreement on harvest control rules leading to fishery suspensions and withdrawals) reducing MSC’s ability to drive change on the water.  This can be partially mitigated by the maintenance of a “heatmap” to give early anticipation and identification of fishery suspension risk, the implementation of an RFMO strategy and continued outreach effort. 

- Global political change and increased nationalism / trade wars presents limitations to the ability of the MSC program to scale.  This can be partially mitigated by engagement with governments (EU / US / Asia) more systematically. 

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: 

- a) Ocean Stewardship Fund: Transition assistance strand – with the objective of enabling prospect fishery partners to overcome generic obstacles to achieve certification. 

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- b) Ocean Stewardship Fund: Science & Research strand with the objective of commissioning additional scientific research that would benefit multiple fisheries which could enable existing certified fisheries to maintain their certifications. 

- c) Marketing – magnifying the impact of already planned marketing activities. 

- d) Any capital project which the Board deems appropriate for the furtherance of the MSC’s mission and charitable objects. 

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. 

14 



## **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 

15 



## **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: 

- Select suitable accounting policies and then apply them consistently; 

- Make judgments and estimates that are reasonable and prudent; 

- State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and 

- Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charity will continue to operate. 

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: 

- so far as the Trustee is aware, there is no relevant audit information of which the company’s auditors are unaware; and 

- the Trustee has taken all the steps that he/she ought to have taken as a Trustee in order to make himself/herself aware of any relevant audit information and to establish that the company’s auditors are aware of that information. 

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: 

- give a true and fair view of the state of the groups and the charitable company’s affairs as at 31 March 2021 and of the group’s income and expenditure, for the year then ended; 

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and 

- have been prepared in accordance with the requirements of the Companies Act 2006. 

## **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 



- the information given in the trustees’ report, which includes the directors’ report and the strategic report prepared for the purposes of company law, for the financial year for which the financial statements are prepared is consistent with the financial statements; and 

- the strategic report and the directors’ report included within the trustees’ report have been prepared in accordance with applicable legal requirements. 

## **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: 

- adequate and proper accounting records have not been kept or returns adequate for our audit have not been received from branches not visited by us; or 

- the financial statements are not in agreement with the accounting records and returns; or 

- certain disclosures of trustees' remuneration specified by law are not made; or 

- we have not received all the information and explanations we require for our audit. 

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

- Marine Stewardship Council Limited is a subsidiary incorporated in the United States and promotes the aims of the parent there. 

- Marine Stewardship Council Asia Pacific Pty Ltd is a subsidiary incorporated in Australia and promotes the aims of the parent there and in South East Asia generally. 

- Marine Stewardship Council Asia is a subsidiary incorporated in Singapore and promotes the aims of the parent there and in Asia generally. 

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 Fun*Ys
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 cornpri5*d of£ash dopDsits holdlor investment purposes
Group
Gro
2021
(h¥ity
2021
2010
2020
alante at begiftfiingofyear
ddition51lrodurtion51
Closingvalue aten*Y ofyear
3,014
1391
2,975
2,987
27
2.971
11121
2.859
2,944
27
3.014
2,971
14 Debto
Ctr*ity
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 Ir*swIrisin¥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 Unir*n. 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. helpin4tr*contributetotho 2uditcosioffisherie5 beiTr£certifiedtr*rthethirdtimo12nd 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•lincurr*rrfyi5￿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•st*JiiS••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
<ontrlbution5. Transfetsof uftre5Erlctedlundsintodesi%natedlundstelèterotheO¢eanStewardship Funé15eebelowl-
Note5".
Il￿paCItyb￿lIdlTrs 2lJipin expllfflsion-. 3IDita Limitèd.- 41 FiJh ForGoDd
51MAVALe?OWExAfri(a". Sl£uropein MariEifflE & Fi5heriE5 Fund IEMFFI..7ISu5EainibleOttopusprOjÈtt
BIData Lifflitod PhBse 2.-9lJipan ExpanJian 2019-1021.
101 SuppotE*or MSC5 prDgrtmfflE inSweOÈn." Il1Pwj￿mèdIterrtfftean,' 12IMAV4 Fondatitsb P)urlè NaEure, Greece". 13ILewanEiS.Gree¢e',
141 UK Projèctlfflshore.- 15IEuropean Union.Chèph5& lThèfy-. 16IWeJtemAuJtrilian FishinEIndustryCi>￿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
251Oc*inSt&warrt5hipFund IOSFI. Ad*51KDltqdfuDdwith • afuld Qbiqtt￿q1)fSUPPQrti￿￿￿Sb•rIu5trI￿5ltlO￿IDgt￿w1r￿5 MSC,fundinKKi&nie•nd r*54ircbprLsiqrt5thatwill
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