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2025-03-31-accounts

Company number: 09644797 Charity Number: 01162666

Nekton Foundation

Report and financial statements For the year ended 31 March 2025

Nekton Foundation

Contents

For the year ended 31 March 2025

Reference and administrative information 1
1. Objectives & Activities 3
2. Activities and Accomplishments 2024+: 7
2.1 Programmes 7
2.2 The Nekton Alliance 10
3. Beneficiaries of our services 11
4. Financial review 12
5. Principal risks and uncertainties 12
6. Plans for the future 14
7. Structure, governance and management 15
8. Auditors 17
Independent auditors' report 18
Statement of financial activities (incorporating an income and expenditure account) 22
Balance sheet 23
Statement of cash flows 24
Notes to the financial statements 25

Nekton Foundation

Reference and administrative information

For the year ended 31 March 2025

Company number 09644797
Charity number 01162666
Registered office and Begbroke Science Park
operational address Begbroke Hill
Woodstock Road
Begbroke
OX5 1PF
Country of England & Wales
registration
Country of The United Kingdom
incorporation
Trustees Trustees, who are also directors under company law, who served during the year and
up to the date of this report were as follows:
Chair: Rupert Grey
Trustees: Juliet Burnett
Paul Jardine (resigned 13 October 2025)
Paul Crowther
Emily Penn
Professor Callum Roberts
Robert McCallum (Vice Chair)
Vanessa Rice
Will Goodlad
Christopher Cunliffe (appointed 23 October 2025)

Key management personnel Chief Executive: Oliver Steeds Chief Operating Officer: Katherin Pertsinidis (appointed 5 May 2025) Head of Finance & Central Operations: Alex Murphy Principal Scientist: Dr. Lucy Woodall Head of Science (Ocean Census): Dr. Michelle Taylor (appointed 1 May 2025) Head of Expeditions: Joe Sharman Head of Communications: Kira Coley (resigned 31 December 2025) Bankers Royal Bank of Scotland 1[st] Floor, Houblon House 62-63 Threadneedle Street London EC2R 8HP

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Nekton Foundation

Reference and administrative information

For the year ended 31 March 2025

Solicitors Skadden, Arps, Slate, Meagher & Flom (UK) LLP 40 Bank Street, Canary Wharf, London, E14 5DS Blake Morgan LLP Seacourt Tower West Way Oxford, OX2 0FB Auditor Sayer Vincent LLP Chartered Accountants and Statutory Auditors 110 Golden Lane LONDON EC1Y 0TG

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

The trustees present their report and the audited financial statements for the period from 1[st] April 2024 to 31 March 2025, representing the annual reporting across the Foundation’s activities.

Reference and administrative information set out on page 1 and 2 form part of this report. The financial statements comply with current statutory requirements, the memorandum and articles of association and the Statement of Recommended Practice - Accounting and Reporting by Charities: SORP applicable to charities preparing their accounts in accordance with FRS 102.

1. Objectives and activities

1.1 Purpose & Strategy

Nekton Foundation is a not-for-profit charitable organisation dedicated to advancing the scientific exploration of the ocean (an ocean institute). Nekton is focused on five core activities:

1.1.1 How we create impact

Scientific exploration advances knowledge and drives progress.

We undertake small and large scale ocean scientific, communications and knowledge exchange programmes combining expeditions to discover new knowledge, initiatives to accelerate the discovery of ocean life whilst driving applied research that helps inform and catalyse ocean conservation and management policies.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

Our storytelling and communications campaigns of the journeys of discovery gives voice to the ocean, ocean leaders and communities and inspires and deepens societal and cultural connection with the ocean.

Our knowledge exchange programmes strengthen equity through opportunity to forge a resilient ocean future for all. In combination, we harness the power of scientific exploration to create a more valued ocean – recognised for its essential role in supporting all life on Earth – and valued for scientific knowledge, ecosystem services, environmental stability, societal well-being, sustainable commercial activities, and cultural significance.

The accelerating loss of ocean biodiversity drives our urgency to discover and preserve ocean life for the generations to come.

Nekton directly supports the implementation of United Nations’ Sustainable Development Goals (SDGs), with a focus on SDG 14: Life Below Water, the Commonwealth Blue Charter, and the UN Decade of Ocean Science for Sustainable Development. Our research and outreach contribute to the advancement of marine policy, conservation, and sustainable resource management

1.1.2 The Nekton Network

Nekton advances our knowledge of the ocean through expeditions, applied research, storytelling, and knowledge exchange. Our programmes are co-created with the Nekton Network—an alliance of scientists, governments, businesses, philanthropy, and civil society partners. Together, we work to create a more valued ocean, recognised for its essential role in supporting all life on earth.

1.1.3 Programmes

At Nekton, our strength lies in collaboration. We run all of our programmes, with, and on behalf of the Nekton Network combining over 100 international partners and scientists from over 350 participating academic institutes. Our programmes include:

1.1.4 Funding & Business Model

Funding is through an Alliance of partners, and philanthropic grants and donations. Operations are implemented with Nekton’s partners who share a common purpose to explore and protect the ocean.

1.1.5 Operations

Nekton operates globally with headquarters in Oxford, UK. Nekton is a UK registered charity no. (1162666)

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

1.2 The Programmes

1.2.1 Ocean Census

The Ocean Census is a ground-breaking 10-year international scientific endeavour co-founded with The Nippon Foundation. Endorsed by the UN Ocean Decade, its mission is to accelerate the discovery of ocean life for the future of our planet. The Ocean Census builds on The Census of Marine Life and other programmes and aims to:

The Census is jointly undertaken by the Ocean Census Alliance – uniting national and philanthropic marine institutes, museums and universities, backed by governments, philanthropy, business and civil society partners.

The Ocean Census Science Network unites taxonomists and marine scientists from 600+ institutes to power the Census, advancing species discovery through expeditions, unlocking legacy collections, Species Discovery Workshops and Awards and harnessing imaging, sequencing and AI technologies.

The Ocean Census Team coordinates Alliance activities and the delivery of our core programmes — including expeditions, the Science Network, Species Discovery Workshops & Awards, the Biodiversity Data Platform along with public and policy engagement.

The Ocean Census is reimagining discovery - fast, open, collaborative, equitable and at scale – to advance fundamental science, empower conservation and fuel innovation to sustain and advance life on Earth.

The Ocean Census Limited is established as a wholly owned subsidiary of Nekton Foundation, Registered in England and Wales, incorporated on 10 May 2023

1.2.2 First Descent Indian Ocean 2018-2026

The Indian Ocean is the least scientifically researched and least protected ocean on Earth. Already home to nearly 2.7 billion people with an average age under 30, by 2050, ‘the Ocean of the Centre’ will be home to half of the world’s population.

First Descent: Indian Ocean aims to galvanise the scientific exploration and conservation of the region through a series of marine research expeditions, MPA initiatives, knowledge exchange, and public engagement activities, working with and on behalf of Indian Ocean nations. Each Programme in the Indian Ocean combines national commitments to ocean protection, marine spatial planning, applied research to inform ocean policy, investments in knowledge exchange and inspirational communications to strengthen the public mandate for political action.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

Projected impact: First Descent aims to achieve environmental, scientific, political and civil society impact through:

First Descent includes: Comoros (Pathfinder), Seychelles (2019-2022), Maldives (2022-2025), Comoros (2025-2026).

1.2.3 Ocean Rising

Founded in 2022 by Nekton and Schmidt Ocean Institute, Ocean Rising is an initiative to connect the ocean and culture.

The Ocean Rising is run as an Alliance – uniting ocean science, conservation, expeditions and story-telling with arts, fashion, sport, music, gaming, film and all cultural sectors.

The ocean side brings science, conservation, imagery, storytellers and access to major expeditions at sea. The cultural side brings the creative spark and enterprise to bring the ocean to people’s lives through art, fashion, sport, literature, food, gaming and more. By working together, we interweave the ocean more into the fabric of everyday life.

The Ocean Rising has connected the ocean with culture through fashion (Paris Fashion Show, Vogue, Uniqlo), Art (Messums), festivals (Wilderness, First Light), in theatres and many more.

Simply, to connect people to the Ocean, we need to connect culture to the Ocean.

1.2.4 Yachts for Science

The goal of Yachts for Science is to provide thousands of hours of donated vessel time to marine scientists globally - and help power ocean research and discovery.

The need: Thousands of marine science and conservation initiatives across the global ocean are struggling to get time at sea to undertake critical research. They are reliant on very limited, large-scale and hugely expensive national marine research vessels, equipment and infrastructure.

The opportunity: The world’s private vessel fleet is found across every ocean. Most are permanently maintained and crewed for the owners’ use and are often underutilised. When not in personal use or on charter, there are large periods of the year when the vessels are idle or transiting the ocean, potentially

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

available for vital research. The world’s private vessel fleet is an immense, largely untapped global platform for field research — offering an opportunity to widen access for initiatives that urgently need time at sea

The solution: Yachts for Science matches ocean science projects with private vessels offering free sea time. All vessels are vetted and assessed for their availability in different geographies and suitability for a range of different scientific field projects.

2. Activities and Accomplishments 2024/2025

The 2024-25 reporting period was a year of significant growth of our core programmes and strategic realignment for the Nekton Foundation. Our core mission - to advance the scientific exploration and protection of the ocean - remained our guiding principle as we navigated new opportunities and challenges. This period saw a major push to scale our Ocean Census programme, the formal extension of our First Descent: Indian Ocean strategy, and the expansion of key initiatives like Ocean Rising and Yachts for Science.

The highlights include:

*Accumulative since the start of the mission.

Watch:

2.1 Programmes

2.1.1 The Ocean Census

Highlights:

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

The Ocean Census, our ground-breaking international scientific endeavour co-founded with The Nippon Foundation, completed its second year. The programme’s success rests on global collaboration, with over 800 scientists now registered in our Science Network from over 400 institutes across 77 countries . This extensive network is central to our species discovery efforts, allowing us to operate at a scale far beyond what we could achieve alone.

Our focus for the year was to develop a robust and effective species discovery pipeline. While this process proved more complex and slower than anticipated, a strategic review led to a significant course correction. Our science team, under the interim leadership of Dr Lucy Woodall, shifted its focus from undertaking research to managing and coordinating the global species discovery process implemented at scale through the Ocean Census Science Network of participating scientists. This included the recruitment of new key personnel, such as Dr Michelle Taylor as the incoming Head of Science, and Dr Belén Arias as the Science Manager for Species Discovery and Sequencing.

Species Discovery and Data

Despite initial challenges, our efforts yielded substantial results. During the 15 months since discovery operations began in November 2023, 909 new species were discovered representing a 38% increase in the global annual marine species discovery rate. Discoveries range across 16 different phyla, from 24 different regions in the global ocean and with over 800 taxonomists involved. These discoveries are now published open access through a newly developed Biodiversity Data System (BETA) which enables new species data to be available to science, policy and civil society stakeholders.

Expeditions

Expeditions enable the collection of new species. Expeditions are undertaken not as single vessel on a single voyage, rather through a network of voyages with partners from the scientific and philanthropic research fleet. In 2024-25, we completed six expeditions and have 15 planned for Year 3, illustrating our commitment to global exploration. Highlights included:

Workshops and Awards

Our Species Discovery Workshops and Awards unite taxonomists from the Science Network to identify, catalogue and publish new species from expeditions and from ‘Legacy Collections’ (previously collected specimens from other expeditions but not yet identified). In Year 2, we held five workshops, including those in Tromsø (Arctic Deep), Chile, New Zealand, and South Africa, working through specimens from multiple expeditions. The 19 Species Discovery Awards granted in 2024-25 spurred the discovery of hundreds of new species including a new species of guitar shark, discovered off the coast of Tanzania and a new species of Gorgonian octocoral from the North Pacific Ocean, near Hawai’i.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

Communications

Our communications efforts have demonstrated major public news and social media interest in species discovery. Our campaign around the South Sandwich Islands expedition and the colossal squid footage generated over 1000 news features with a potential audience reach of nearly 6 billion. Our social media engagement increased by 34%.

2.1.2 First Descent: Indian Ocean

Highlights:

We swiftly developed and secured funding for a new mission, First Descent: Comoros , with an expedition scheduled for October-November 2025. This mission, a partnership with the Government of Comoros and a host of international and regional partners, will inform the expansion of marine protected areas in the region.

Our post-expedition work in the Maldives and Seychelles is also concluding. Several scientific papers were published, including the "Vulnerability of tropical fish communities across depth in the central Indian Ocean" and the "Benthic Field ID Guide." We continued our commitment to knowledge exchange, with Maldivian scientists completing a zooplankton research fellowship at our Oxford lab.

2.1.3 Ocean Rising

Highlights:

Co-founded with Schmidt Ocean Institute, Ocean Rising aims to connect culture and the ocean. We received a grant from Kensington to scale the programme, and activities are now underway across multiple cultural sectors:

Our in-person events reached an audience of over 30,000 people , and our digital community and reach continue to grow, with a goal of 3 million+ reach in 2025, with a new Ocean Rising Ambassador Programme and new cultural events with festivals, sports, art and fashion.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

2.1.4 Yachts for Science

Highlights:

Yachts for Science – in partnership with BOAT, EYOS and the Ocean Family Foundation continues in its pilot phase to develop and prove the model for matching marine scientists with privately owned vessels to provide free ship time. This year, the programme was repositioned with a greater emphasis on science, and we successfully facilitated several key projects, including:

2.1.5 Ocean Awards

Highlights:

We were proud to become a partner in the Ocean Awards, presented by BOAT International and supported by Kensington Yachts. Nekton jointly managed the judging and content for the awards, which celebrated champions of ocean conservation. This year, the winners of the four categories included Project Hiu (Innovation Award) and Sandra Bessudo (Science Impact Award).

2.1.6 Extreme E

Highlights:

Our partnership with the Extreme E racing series continued, with Principal Scientist Dr. Lucy Woodall leading Nekton’s science and conservation efforts at race sites.

2.2. The Nekton Alliance

Our work in 2024-25 has been made possible through the generosity and support, financially and in-kind, of our Alliance partners and philanthropic supporters along with the efforts and dedication of our staff and advisors. We would like to take this opportunity to thank everyone who has supported our work throughout the year.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

The Nekton Alliance is a diverse and growing collective that enables us to operate at scale, leverage a vast network of expertise and resources, and deliver the greatest possible impact globally. The Alliance is central to our operational model, providing not just financial support but critical in-kind contributions from vessels and technology to scientific personnel and media distribution channels, which are essential for implementing our programmes.

Founding Partners of Nekton: Kensington (Navigatr), AXA, Garfield Weston Foundation

First Descent Mission Partners : Omega, Kensington

Ocean Census Co-Founder: The Nippon Foundation.

Ocean Rising Co-Founder: Schmidt Ocean Institute.

Yachts for Science Partners: EYOS, BOAT, Ocean Family Foundation

Strategic Partner activities have included:

3. Beneficiaries of our services

The trustees confirm that they have given due regard to the Charity Commission guidance on public benefit when reviewing the charity’s aims and objectives, planning future strategy and setting policy. The work of the charity plays a key part in understanding and combating the threats to our oceans and provides a radical alternative to traditional, government-led approaches.

Nekton is committed to achieving sustainable ocean governance, through scientific exploration, communications and education, capacity development and policy change.

Our activities benefit marine scientists, with whom we collaborate to exchange knowledge and develop multi-disciplinary practices; and whose work we fund, promote and expedite. Our work benefits educators and the general public, through the production and distribution of engaging educational materials and short films. Our work benefits government and non-governmental policy-makers, tasked with sustainably managing ocean health and resources. Our work benefits schools, educators, the media and general public,

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

providing content and resources to inspire greater awareness and deepen understanding of the importance of the ocean.

Ultimately, we all depend on a healthy and sustainably managed ocean. The ocean supports millions of livelihoods via fisheries and tourism, regulates climate and plays a major role in carbon capture and storage. This report sets out our activities and achievements to date and illustrates how these benefit our oceans and society.

4. Financial review

The combined results of Nekton Foundation and its wholly owned trading subsidiaries Nekton Enterprises Limited and Ocean Census Limited are consolidated.

In the year to 31 March 2025, Nekton secured incoming resources of £3,200k which, after expenditure of £5,443k, and other recognised losses relating to foreign exchange of £76k, resulted in a deficit in the year of £2,319k. Brought forward restricted reserves include restricted income received in the prior year dedicated to expenditure for operational activities within the current year 2024-25.

Of the total expenditure of £5,443k for the year, £3,241k related to the development and execution of the expeditions, £1,003k was incurred on Nekton’s science programme, and £936k on Nekton’s Communications and Education programme including ocean literacy. The remaining expenditure was incurred on fundraising and overall management of the organisation.

Efforts continue towards seeking new funding to undertake further innovation projects in support of sustainable ocean governance.

Charity’s Reserves

The charity held total funds at 31 March 2025 of £2,182k. £1,804k is restricted and £378k unrestricted. Of the restricted funds £904k is restricted to First Descent Indian Ocean missions and initiatives, £855k is restricted to the Ocean Census programme, and the remaining £45k restricted funds comprises the remaining work on organisational growth, Ocean Awards and Global Voyage.

Nekton recognises the building of unrestricted reserves as an important measure for financial resilience, to allow for a variety of unexpected events such as: potential drops in expected income, to meet the demands of new projects and opportunities, to meet unforeseen operational requirements or to support short term cash flow requirements.

An amount of £131k held in unrestricted reserves to cover three months of reduced core operating costs would provide financial resilience for the charity to respond to unexpected events. The charity also regularly reviews its assessment of closure costs, which include unfunded redundancy costs and other closure and restructure commitments, and this is currently forecast at £112k. A total of £243k of unrestricted reserves therefore is the target requirement for unforeseen events and closure costs for the coming year. This would be covered by the unrestricted reserves of £378k held at 31 March 2025.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

£200k of secured income for the year 2026-27, which is dedicated to management costs can be repurposed to fund closure costs. These costs were excluded from the considerations in the above unrestricted reserves allocations.

As at 31 March 2025 no specific reserves were designated.

5. Principal risks and uncertainties

The management team reviews risk regularly and maintains a detailed risk register with mitigating actions together with a comprehensive crisis management plan for field operations.

The long-term funding for Nekton’s large-scale programme, the Ocean Census, which commenced in 2023, provides a strong foundation for financial resilience. Long-term funding from the co-founder of the Programme, The Nippon Foundation, is expected. The initial few years of the programme seen the successful development of the systems, processes and networks to scale species discovery whilst successfully accelerating marine species discovery rates. As one of the leading and most visible large scale programmes of the United Nations Ocean Decade, the Ocean Census is well placed to grow significantly in scale and impact, supported by a growing number of different funders, ensuring sustainability and demonstrating Nekton’s growing leadership in ocean science.

Looking ahead, through the expansion of our activities and focus on fundraising, Nekton is expected to grow substantially. The risks and uncertainties of this growth will be continuously managed. The successful recruitment of a new Chief Operating Officer and Head of Science for Ocean Census, alongside expert guidance from our Development Consultant, has been crucial in mitigating key aspects of these risks by strengthening our operational and leadership capacity and focus on growth and resilience.

Our principal operational risk continues to be the management of complex marine operations, which involve people in the depths of the ocean. The expansion of a dedicated expeditions team, which draws on the existing success, has been important. Our partnerships with leading subsea technology businesses, industry-leading standards for safe and productive operations, and world-leading expertise on our Board of Trustees and dedicated Expeditions Committee provide a strong foundation for the team to continue to execute safe and productive expeditions.

We have sufficient funds to complete all current activities, invest in business development, undertake the next major strategic phase with the Ocean Census programme, and maintain reserves. The primary financial risk is a reliance on a limited number of funders. To mitigate this risk, we have developed a comprehensive brand and growth strategy, with guidance from our new Development Consultant, to diversify and scale our funding streams. This strategy is focusing on three tiers of funding: philanthropic capital and grants, in-kind contributions, and corporate partnerships.

Nekton holds all relevant legal agreements with service providers (suppliers) and partners, and insurance policies which cover all pertinent areas of risk including: rules of engagement with Nekton; intellectual property rights; ship and submersible charter; specific risk relating to expedition operations; theft, damage and loss of equipment, assets and cash; professional indemnity; personal injury and death; employers’ liability; public liability; and Management and Trustees’ liability.

The trustees believe the charity remains a going concern and strengthened by recent funding commitments received.

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

6. Plans for the future

6.1 Programmes

Building on the foundation established this year, our plans for 2025-26 are ambitious and focused on scaling our impact through our programmes and ensuring the long-term sustainability of the Foundation.

The Ocean Census

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

6.2 Organisational Development

7. Structure, governance and management

The organisation is a charitable company, limited by guarantee, registered with the Charity Commission on 14 July 2015 and incorporated on 17 June 2015. The charity is constituted under its Memorandum and Articles of Association dated 17 June 2015 which established the objects and powers of the charitable company and is governed under its articles of association.

The directors, who are also the trustees of the charity, are recruited by direct interest in the charity. Trustee induction has taken place with reference to the guidance published by the Charity Commission.

All trustees give their time voluntarily and receive no benefits from the charity. Any expenses reclaimed from the charity are set out in Note 8 to the accounts.

Day-to-day management of the charity is delegated to the senior management team. Our approach to remuneration is to ensure Nekton can attract and retain a talented and motivated team to achieve our mission and deliver our strategic goals, whilst taking into account pay scales of similar and partner organisations and charity sector pay surveys.

7.1 Key management personnel for 2025+

Chief Executive: Oliver Steeds Chief Operating Officer: Katherin Pertsinidis (appointed 5 May 2025) Head of Finance & Central Operations Alex Murphy Principal Scientist: Associate Professor Lucy Woodall Head of Science (Ocean Census) Dr Michelle Taylor (appointed 1 May 2025) Head of Expeditions Joe Sharman Head of Communications Kira Coley (resigned 31 December 2025)

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

7.2 Appointment of trustees

The charity is required to have at least three Trustees and a maximum of ten Trustees.

Additional trustees are co-opted by the board and management team to ensure the best mix of skills and experience attuned to the needs of the charity. Upon election new trustees meet the chair and chief executive and attend an induction meeting which includes a presentation on the organisation; the opportunity to meet key staff and a question-and-answer session. New trustees are also provided with the charity’s business plan, financial statements, and any other documents requested. Trustees collectively identify any governance training needs and who best to undertake the training identified. Nekton Foundation does not engage in public fundraising. Nekton Foundation nevertheless observes and complies with the relevant fundraising regulations and codes. During the year there was no non-compliance of these regulations and codes and Nekton Foundation received no complaints relating to its fundraising practice.

7.3 Related parties and relationships with other organisations

Nekton Foundation has two wholly-owned subsidiaries, Nekton Enterprises Limited (NEL) and Ocean Census Limited. NEL was incorporated on 25[th] April 2016 and has been established to undertake commercial activities such as sponsorship which generate income for the benefit of Nekton Foundation. OCL was incorporated on 10 May 2023 and has been established to undertake the Ocean Census programme.

EYOS is a funder for the Yachts for Science programme. The CEO of EYOS, Rob McCallum is a Nekton Foundation Trustee.

Nekton works closely with Encounter EDU to develop, produce and disseminate its Submarine STEM educational programme. Encounter EDU creates educational outreach programmes which bring expedition science and exploration into classrooms through collaborations between explorers, scientists, teachers and pupils. Nekton’s Chief Executive Oliver Steeds co-founded Digital Explorer (renamed in 2019 as Encounter EDU). He is not involved in the day-to-day running of the organisation and has never received remuneration from it.

7.4 Statement of responsibilities of the trustees

The trustees (who are also directors of Nekton Foundation for the purposes of company law) are responsible for preparing the trustees’ annual report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company or group for that period. In preparing these financial statements, the trustees are required to:

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Nekton Foundation - Trustees’ Annual Report - For the year ended 31 March 2025

The trustees are responsible for keeping proper accounting records that 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 charitable company and group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

In so far as the trustees are aware:

The trustees are responsible for the maintenance and integrity of the corporate and financial information included on the charitable company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Members of the charity guarantee to contribute an amount not exceeding £1 to the assets of the charity in the event of winding up. The total number of such guarantees on 31 March 2025 was 9 (2024:9). The trustees are members of the charity, but this entitles them only to voting rights. The trustees have no beneficial interest in the charity.

8. Auditors

Sayer Vincent LLP were appointed as the charitable company's auditor during the year and have expressed their willingness to continue in that capacity.

The trustees’ annual report has been approved by the trustees on 30 January 2026 and signed on their behalf by

Vanessa Rice Trustee

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Independent auditors’ report

To the members of

Nekton Foundation

Opinion

We have audited the financial statements of Nekton Foundation (the ‘parent company’) and its subsidiaries (the ‘group’) for the period ended 31 March 2025 which comprise the consolidated statement of income and retained earnings, the group and parent company balance sheets, the consolidated statement of cash flows and the 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 FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

Basis for opinion

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

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on Nekton Foundation'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 other information comprises the information included in the trustees’ annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are

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Independent auditors’ report

To the members of

Nekton Foundation

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 the audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors’ annual report.

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

Responsibilities of trustees

As explained more fully in the statement of trustees’ responsibilities set out in the trustees’ annual report, the directors 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 directors are responsible for assessing the group’s and the parent 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 directors either intend to liquidate the group or the parent 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

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Independent auditors’ report

To the members of

Nekton Foundation

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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud are set out below.

Capability of the audit in detecting irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, our procedures included the following:

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

20

Independent auditors’ report

To the members of

Nekton Foundation

Use of our report

This report is made solely to the 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 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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jonathan Orchard (Senior statutory auditor) Date: 30 January 2026

for and on behalf of Sayer Vincent LLP, Statutory Auditor 110 Golden Lane, LONDON, EC1Y 0TG

21

Nekton Foundation

Consolidated statement of financial activities (incorporating an income and expenditure account)

For the year ended 31 March 2025

Unrestricted
Note
£
Income from:
2
2,320
3
-
4
8,333
10,654
5
2,594
5
5,724
5
11,397
5
29,589
49,304
(38,650)
-
(19,065)
Tax on profits on ordinary activities
-
(57,715)
(57,715)
Reconciliation of funds:
17b
435,870
378,154
Total income
Expenditure on:
Donations and legacies
Charitable activities
Other trading activities
Missions
Raising funds
Net (expenditure)/ income for the year
Total expenditure
Charitable activities
Missions
Science and Research
Communication and Education
Total funds brought forward
Total funds carried forward
Transfers between funds
Net (expenditure/ income before other
recognised gains and losses
Net movement in funds
Other recognised losses: foreign exchange		 Restricted
£
-
3,189,085
-
3,189,085
-
3,270,007
1,067,807
1,055,726
5,393,540
(2,204,455)
-
(56,385)
-
(2,260,840)
(2,260,840)
4,064,621
1,803,782		 2025
Total
£
2,320
3,189,085
8,333
3,199,739
2,594
3,275,731
1,079,204
1,085,315
5,442,844
(2,243,105)
-
(75,450)
-
(2,318,555)
(2,318,555)
4,500,491
2,181,936		 Unrestricted
£
37,664
-
31,250
68,914
2,078
100,879
80,160
58,829
241,946
(173,032)
-
(9,540)
(1,150)
(183,722)
(183,722)
619,592
435,870		 Restricted
£
-
7,315,866
-
7,315,866
-
2,111,617
890,317
893,756
3,895,690
3,420,176
-
(68,066)
-
3,352,110
3,352,110
712,511
4,064,621		 2024
Total
£
37,664
7,315,866
31,250
7,384,780
2,078
2,212,496
970,477
952,585
4,137,636
3,247,145
-
(77,606)
(1,150)
3,168,389
3,168,389
1,332,103
4,500,491

All of the above results are derived from continuing activities. There were no other recognised gains or losses other than those stated above. Movements in funds are disclosed in Note 17a to the financial statements.

22

Nekton Foundation

Company no. 9644797

Balance sheet

As at 31 March 2025

----- Start of picture text -----
The group The charity
2025 2024 2025 2024
Note £ £ £ £
Fixed assets:
Tangible assets 11 353,482 285,846 321,266 264,023
353,482 285,846 321,266 264,023
Current assets:
Debtors 13 88,090 47,429 396,626 508,282
Cash at bank and in hand 2,114,800 4,758,547 1,775,386 4,319,679
2,202,890 4,805,976 2,172,012 4,827,961
Liabilities:
Creditors: amounts falling due within one year 14 (374,436) (591,331) (396,983) (656,836)
Net current assets 1,828,454 4,214,645 1,775,029 4,171,125
Total net assets 2,181,936 4,500,491 2,096,295 4,435,148
Funds: 17a
Restricted income funds 1,803,782 4,064,621 1,803,782 4,055,081
Unrestricted income funds:
General funds 378,154 435,870 292,513 380,067
Total unrestricted funds 378,154 435,870 292,513 380,067
Total funds 2,181,936 4,500,491 2,096,295 4,435,148
----- End of picture text -----

Approved by the trustees and signed on their behalf by

Vanessa Rice Trustee

Date:30 January 2026

23

Nekton Foundation

Consolidated statement of cash flows

For the year ended 31 March 2025

Note
£
£
18
(2,443,594)
(124,702)
(124,702)
(2,568,296)
4,758,547
Change in cash and cash equivalents:
due to exchange rate movements
(75,450)
corporation tax liability
-

19
2,114,800
of the year
Cash and cash equivalents at the beginning of the
year
Cash and cash equivalents at the end
Change in cash and cash equivalents
2025
Cash flows from operating activities
Net cash provided by / (used in) investing activities
Net cash (used in)/ provided by operating activities
Cash flows from investing activities:
Purchase of fixed assets
in the year		 £
£
3,546,286
(222,123)
(222,123)
3,324,163
1,513,140
(77,606)
(1,150)
4,758,547
2024

24

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

1 Accounting policies

a) Statutory information

Nekton Foundation is a charitable company limited by guarantee and is incorporated in the United Kingdom. The registered office address (and principal place of business is Begbroke Science Park, Begbroke Hill, Woodstock Road, Begbroke, OX5 1PF.

b) Basis of preparation

The financial statements have been prepared in accordance with Accounting and Reporting by Charities: 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) - (Charities SORP FRS 102), the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) and the Companies Act 2006.

Assets and liabilities are initially recognised at historical cost or transaction value unless otherwise stated in the relevant accounting policy or note.

These financial statements consolidate the results of the charitable company and its two wholly-owned subsidiaries - Nekton Enterprise Limited and Ocean Census Limited - on a line by line basis. Transactions and balances between the charitable company and its subsidiaries have been eliminated from the consolidated financial statements. Balances between the three companies are disclosed in the notes of the charitable company's balance sheet. A separate statement of financial activities, or income and expenditure account, for the charitable company itself is not presented because the charitable company has taken advantage of the exemptions afforded by section 408 of the Companies Act 2006.

d) Public benefit entity

The charitable company meets the definition of a public benefit entity under FRS 102.

e) Going concern

The trustees do not consider that there are any sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next reporting period.

f) Income

Income is recognised when the charity has entitlement to the funds, any performance conditions attached to the income have been met, it is probable that the income will be received and that the amount can be measured reliably.

Income received in advance of the provision of a specified service is deferred until the criteria for income recognition are met.

25

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

1 Accounting policies (continued)

On receipt, donated gifts, professional services and donated facilities are recognised on the basis of the value of the gift to the charity which is the amount the charity would have been willing to pay to obtain services or facilities of equivalent economic benefit on the open market; a corresponding amount is then recognised in expenditure in the period of receipt.

h) Interest receivable

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the charity; this is normally upon notification of the interest paid or payable by the bank.

Restricted funds are to be used for specific purposes as laid down by the donor. Expenditure which meets these criteria is charged to the fund.

Unrestricted funds are donations and other incoming resources received or generated for the charitable purposes.

Designated funds are unrestricted funds earmarked by the trustees for particular purposes.

Irrecoverable VAT is charged as a cost against the activity for which the expenditure was incurred.

Income from government and other grants, whether ‘capital’ grants or ‘revenue’ grants, is recognised when the charity has entitlement to the funds, any performance conditions attached to the grants have been met, it is probable that the income will be received and the amount can be measured reliably and is not deferred.”

l) Grants payable

Grants payable are made to third parties in furtherance of the charity's objects. Single or multi-year grants are accounted for when either the recipient has a reasonable expectation that they will receive a grant and the trustees have agreed to pay the grant without condition, or the recipient has a reasonable expectation that they will receive a grant and that any condition attaching to the grant is outside of the control of the charity.

Provisions for grants are made when the intention to make a grant has been communicated to the recipient but there is uncertainty about either the timing of the grant or the amount of grant payable.

26

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

1 Accounting policies (continued)

m) Allocation of support costs

Resources expended are allocated to the particular activity where the cost relates directly to that activity. However, the cost of overall direction and administration of each activity, comprising the salary and overhead costs of the central function, is apportioned on the following basis which are an estimate, based on staff time, of the amount attributable to each activity.

Support and governance costs are re-allocated to each of the activities based on time attributable to each activity

Cost of raising funds 0%
Missions 14%
Science and research 58%
Communication and education 29%

Governance costs are the costs associated with the governance arrangements of the charity. These costs are associated with constitutional and statutory requirements and include any costs associated with the strategic management of the charity’s activities.

n) Operating leases

Rental charges are charged on a straight line basis over the term of the lease.

o) Tangible fixed assets

Items of equipment are capitalised where the purchase price exceeds £1,000. Depreciation costs are allocated to activities on the basis of the use of the related assets in those activities. Assets are reviewed for impairment if circumstances indicate their carrying value may exceed their net realisable value and value in use.

Where fixed assets have been revalued, any excess between the revalued amount and the historic cost of the asset will be shown as a revaluation reserve in the balance sheet.

Depreciation is provided at rates calculated to write down the cost of each asset to its estimated residual value over its expected useful life. The depreciation rates in use are as follows:

Scientific Equipment 10 years
Filming & Communications equipment 3 years
Computer equipment 3 years
Office and lab furniture 10 years

p) Investments in subsidiaries

Investments in subsidiaries are at cost.

q) Debtors

Trade and other debtors are recognised at the settlement amount due after any trade discount offered. Prepayments are valued at the amount prepaid net of any trade discounts due.

r) Short term deposits

Short term deposits includes cash balances that are invested in accounts with a maturity date of between 3 and 12 months.

s) Cash at bank and in hand

Cash at bank and cash in hand includes cash and short term highly liquid investments with a short maturity of three months or less from the date of acquisition or opening of the deposit or similar account.

t) Creditors and provisions

Creditors and provisions are recognised where the charity has a present obligation resulting from a past event that will probably result in the transfer of funds to a third party and the amount due to settle the obligation can be measured or estimated reliably. Creditors and provisions are normally recognised at their settlement amount after allowing for any trade discounts due.

27

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

Prior Year
3
PEI / iSimangalisa
Total income from charitable activities
First Descent: Indian Ocean
Ocean Census Year 1
Ocean Census Year 2
Ocean Census Launch
India Deep Reef Expedition: Feasibility
eDNA Seahorses
First Descent: Indian Ocean
Ocean Census Year 2
Ocean Census Launch
First Descent: India
Ocean Awards
Global Voyage
Indian Ocean Development
Ocean Census Year 1
Prior Year
Income from charitable activities
Donations
Deep Sea & Ocean Science MOOC
Total income from charitable activities
Donations
Yachts for Science
India Deep Reef Expedition: Feasibility
eDNA Seahorses
Deep Sea & Ocean Science MOOC
Yachts for Science		 Unrestricted
£
2,320
2,320
Unrestricted
£
37,644
37,644
Unrestricted
£
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Unrestricted
£
-
-
-
-
-
-
-
-
-		 Restricted
£
-
-
Restricted
£
-
-
Restricted
£
-
2,300,459
-
12,000
128,550
536,789
78,375
59,708
-
-
14,521
45,000
13,683
3,189,085
Restricted
£
3,817,648
3,167,655
150,314
132,252
24,865
11,000
7,132
5,000
7,315,866		 2025
Total
£
2,320
2,320
2024
Total
£
37,644
37,644
2025
Total
£
-
2,300,459
-
12,000
128,550
536,789
78,375
59,708
-
-
14,521
45,000
13,683
3,189,085
2024
Total
£
3,817,648
3,167,655
150,314
132,252
24,865
11,000
7,132
5,000
7,315,866		 2024
Total
£
37,644
37,644
2024
Total
£
3,817,648
3,167,655
150,314
-
-
132,252
-
-
24,865
11,000
7,132
5,000
-
7,315,866

Charitable activities income above includes £2,331,259 of gifts-in-kind (2024: £535,844).

28

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

Other
Other
Prior Year		 Unrestricted
£
8,333
8,333
Unrestricted
£
31,250
31,250		 Restricted
£
-
-
Restricted
£
-
-		 2025
Total
£
8,333
8,333
2024
Total
£
31,250
31,250		 2024
Total
£
31,250
31,250

29

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

5a Analysis of expenditure

Staff costs (Note 7)
Consultant & staff related costs
Mission control / operations
Equipment and consumables
Science grants
Fundraising
Science costs
Travel and subsistence
Professional services
Insurance
Telephone, IT and office costs
Membership and subscriptions
Bank charges
Depreciation
Support costs
Governance costs
Total expenditure 2025
Total expenditure 2024		 Raising funds
£
-
413
-
-
-
-
-
2,141
-
-
-
40
-
-
2,594
-
-
2,594
2,078		 Missions
£
114,099
79,203
2,901,574
26,964
674
-
-
98,129
4,585
15,127
436
532
2
-
3,241,328
27,614
6,789
3,275,731
2,212,496		 Science and
Research
Communications
and Education
£
£
253,953
496,867
384,398
154,675
85,971
65,723
27,435
9,178
86,322
-
1,160
21,926
3,618
2,400
153,790
63,562
1
14,492
1,427
15,024
2,667
80,141
1,848
11,479
44
34
-
-
1,002,633
935,501
73,177
146,420
3,394
3,394
1,079,204
1,085,315
970,477
952,585
Charitable activities		 Governance
costs
£
-
-
-
-
-
-
-
-
13,577
-
-
-
-
-
13,577
-
(13,577)
-
-		 Support
costs
£
28,759
21,951
39,580
2,125
-
1,399
-
15,402
44,395
7,772
19,475
7,269
2,016
57,068
247,211
(247,211)
-
-
-		 2025
Total
£
893,679
640,640
3,092,848
65,702
86,996
24,485
6,018
333,024
77,050
39,350
102,719
21,168
2,096
57,068
5,442,844
-
-
5,442,844
4,137,636		 2024
Total
£
895,434
951,865
1,565,116
113,463
-
72,201
2,991
255,956
161,857
31,276
45,824
14,006
1,105
26,542
4,137,636
4,137,636

Of the total expenditure £49,304 was unrestricted (2024: £241,946) and £5,393,540 was restricted (2024: £3,895,690).

30

Nekton Foundation

Notes to the financial statements

For the 15 months ended 31 March 2024

5b Analysis of expenditure (prior year)

Staff costs (Note 7)
Consultant & staff related costs
Mission control / operations
Equipment and consumables
Fundraising
Science costs
Travel and subsistence
Professional services
Insurance
Telephone, IT and office costs
Membership and subscriptions
Bank charges
Depreciation
Support costs
Governance costs
Total expenditure 2024
Total expenditure 2022		 Raising funds
£
-
578
-
-
401
-
620
-
-
479
-
-
-
2,078
-
-
2,078
901		 Missions
£
241,039
166,086
1,385,040
69,972
65
169
198,926
48,145
22,615
983
1,220
90
-
2,134,350
71,366
6,780
2,212,496
2,388,220		 Science and
Research
Communications
and Education
£
£
211,916
174,591
532,673
405,958
35,369
134,890
35,564
5,983
852
70,062
2,721
101
9,808
39,903
18,525
27,786
-
-
1,128
28,761
1,267
7,315
59
80
-
-
849,882
895,430
117,205
53,766
3,390
3,389
970,477
952,585
505,275
418,909
Charitable activities		 Governance
costs
£
-
-
-
-
-
-
-
13,559
-
-
-
-
-
13,559
-
(13,559)
-
-		 Support
costs
£
111,423
3,035
9,817
1,944
821
-
6,699
53,842
8,661
14,473
4,204
876
26,542
242,337
(242,337)
-
-
-		 2024
Total
£
738,969
1,108,330
1,565,116
113,463
72,201
2,991
255,956
161,857
31,276
45,824
14,006
1,105
26,542
4,137,636
-
-
4,137,636
3,313,305		 2022
Total
£
447,468
251,596
2,113,896
284,800
20,841
2,690
74,050
46,615
35,019
12,121
4,774
1,872
17,563
3,313,305
3,313,305

31

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

This is stated after charging:

----- Start of picture text -----
|||| |---|---|---| |2025|2024| |£|£| |Depreciation|51,034|26,542| |Operating lease rentals:| |Property|18,024|18,024| |Auditors' remuneration (excluding VAT):| |Audit|9,400|8,900| |Other services|5,250|5,000| |Foreign exchange losses|75,450|77,606|

----- End of picture text -----

Staff costs were as follows:

----- Start of picture text -----
|||| |---|---|---| |2025|2024| |£|£| |Salaries and wages|773,695|643,610| |Social security costs|88,919|69,235| |Pension costs|31,065|26,124| |Consultants costs|-|-| |893,679|738,969|

----- End of picture text -----

Four employees earned more than £60,000 during the year (2024: 2).

The following number of employees received employee benefits (excluding employer pension costs and employer's national insurance) during the year between:

----- Start of picture text -----
|||| |---|---|---| |2025|2024| |No.|No.| |£60,000 - £69,999|3|-| |£70,000 - £79,999|-|1| |£140,000 - £149,999|1|-| |£160,000 - £169,999|-|1|

----- End of picture text -----

The total employee benefits (including pension contributions and employer's national insurance) of the key management personnel were £390,757 (2024: £283,692).

The charity trustees were neither paid nor received any other benefits from employment with the charity in the year (2024: £nil). No charity trustee received payment for professional or other services supplied to the charity (2024: £nil).

Trustees' expenses represents the payment or reimbursement of travel and subsistence costs totalling £nil (2024: £nil) incurred by 0 (2024: 0) members relating to attendance at meetings of the trustees.

32

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

8 Staff numbers

The average number of employees (head count based on number of staff employed) during the year was 14 (2024: 9).

9 Related party transactions

Nekton Foundation owes £110,670 (2024: £110,753) to its wholly owned subsidiary Nekton Enterprises Limited.

Nekton Foundation is owed £123,985 (2024: £252,242) from its wholly owned subsidiary Ocean Census Limited.

There were no related party transactions in the year.

There are no donations from related parties which are outside the normal course of business and no restricted donations from related parties.

10 Taxation

The charity is exempt from corporation tax as all its income is charitable and is applied for charitable purposes. The charity's trading subsidiaries Nekton Enterprises Limited and Ocean Census Limited gift aid available profits to the parent charity.

11 Tangible fixed assets

The group & Charity
At the end of the year
At the end of the year
At the start of the year
Net book value
At the end of the year
Charge for the year
At the start of the year
Additions in year
Cost
Depreciation
At the start of the year		 Scientific
equipment
£
356,064
102,796
458,860
79,846
45,886
125,732
333,128
276,218		 Filming &
Communica-
tions
equipment
£
24,070
12,771
36,842
22,357
4,629
26,987
9,855
1,713		 Computer
equipment
£
25,078
9,135
34,213
18,913
6,043
24,955
9,258
6,165		 Office and lab
furniture
£
5,095
-
5,095
3,344
510
3,854
1,241
1,751		 Total
£
410,308
124,702
535,010
124,460
57,068
181,528
353,482
285,847

All of the above assets are used for charitable purposes.

33

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

12a. Subsidiary undertaking - Nekton Enterprises Limited

The charitable company owns 100% of the voting rights of Nekton Enterprises Limited, a company registered in England. The subsidiary is used for non-primary purpose trading activities. Available profits are gift aided to the charitable company. The Chief Executive of Nekton Foundation, Oliver Steeds, is also director of the subsidiary. A summary of the results of the subsidiary is shown below:

Management charge payable to parent undertaking
Interest payable
Turnover
Cost of sales
Profit for the financial year
Taxation
Interest payable to parent undertaking
Profit on ordinary activities before taxation
Gross profit
Profit for the financial year
Total Shareholders Funds
Operating profit / (loss)
Assets
Liabilities
Net Assets
The aggregate of the assets, liabilities and funds was:
Retained earnings carried forward
Profit distributed to parent under gift aid
Share Capital
Profit & Loss Account
Retained earnings brought forward
Retained earnings		 2025
£
8,333
(2,785)
5,548
-
5,548
-
-
5,548
-
5,548
15,691
5,548
(10,791)
10,448
236,760
(226,311)
10,449
1
10,448
10,449		 2024
£
31,250
(6,783)
24,467
(7,626)
16,841
-
-
16,841
(1,150)
15,691
129,028
15,691
(129,028)
15,691
248,097
(232,405)
15,692
1
15,691
15,692

Amounts owed to/from the parent undertaking are shown in note 9.

34

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

12b. Subsidiary undertaking - Ocean Census Limited

The charitable company owns 100% of the voting rights of Ocean Census Limited, a company registered in England. While not a charity, the subsidiary is used to deliver the charitable objectives of the charity. Available profits are gift aided to the charitable company. The Chief Executive of Nekton Foundation, Oliver Steeds, is also a director of the subsidiary. A summary of the results of the subsidiary is shown below:

Management charge payable to parent undertaking
Total Shareholders Funds
Assets
Liabilities
Net Assets
Share Capital
Profit & Loss Account
The aggregate of the assets, liabilities and funds was:
Turnover
Cost of sales
Gross profit
Operating profit / (loss)
Interest payable
Interest payable to parent undertaking
Taxation
Profit for the financial year
Retained earnings
Retained earnings brought forward
Profit for the financial year
Profit distributed to parent under gift aid
Retained earnings carried forward
Profit on ordinary activities before taxation		 2025
£
1,579,074
(1,503,880)
75,194
-
75,194
-
-
75,194
-
75,194
49,634
75,194
(49,634)
75,194
284,183
(208,979)
75,204
10
75,194
75,204		 2,024
£
1,042,520
(992,886)
49,634
-
49,634
-
-
49,634
-
49,634
-
49,634
-
49,634
338,341
(288,697)
49,644
10
49,634
49,644

Amounts owed to/from the parent undertaking are shown in note 9.

35

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

Taxation and social security
Due from Ocean Census Limited subsidiary
Trade debtors
Prepayments		 2025
2024
£
£
43,260
23,368
44,713
24,061
117
-
-
-
88,090
47,429
The group		 2025
2024
£
£
249,058
231,979
23,583
24,061
-
-
123,985
252,242
396,626
508,282
The charity

All of the group’s financial instruments, both assets and liabilities, are measured at amortised cost. The carrying values of these are shown above and also in note 17a below.

Trade creditors
Due to Nekton Enterprises Limited subsidiary
Grant creditor
Taxation and social security
Accruals
Other creditors		 2025
2024
£
£
87,600
151,519
35,137
27,112
116,690
17,083
119,509
380,117
-
-
15,500
15,500
374,436
591,331
The group		 2025
2024
£
£
32,832
123,556
35,137
23,465
106,409
9,914
96,435
373,648
110,670
110,753
15,500
15,500
396,983
656,836
The charity

Nekton Foundation operates a defined contribution pension scheme to which fixed contributions are made. The amount paid in the year was £31,069 (2024: £26,124).

36

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

16a Analysis of group net assets between funds (current year)

16b
Net assets at 31 December 2024
Net current assets
The Group
Tangible fixed assets
Net current assets
Net assets at 31 March 2025
The Group
Analysis of group net assets between funds (prior year)
The Charity
Tangible fixed assets
Net current assets
Tangible fixed assets
Net current assets
Net assets at 31 December 2024
Net assets at 31 March 2025
Tangible fixed assets
The Charity		 £
-
292,513
292,513
£
-
378,154
378,154
General
unrestricted
£
-
380,067
380,067
General
£
-
435,870
435,870
General
General
unrestricted		 Restricted
funds
£
321,266
1,482,516
1,803,782
Restricted
£
353,482
1,450,300
1,803,782
Restricted
funds
£
264,023
3,791,058
4,055,081
Restricted
£
285,846
3,778,775
4,064,621		 Total funds
£
321,266
1,775,029
2,096,295
Total funds
£
353,482
1,828,455
2,181,936
Total funds
£
264,023
4,171,125
4,435,148
Total funds
£
285,846
4,214,645
4,500,491

37

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

17a Movements in funds (current year)

Restricted funds:
Ocean Awards
Global Voyage
First Descent: India
Indian Ocean Development
PEI / iSimangalisa
Total restricted funds
First Descent: Indian Ocean
Deep Sea & Ocean Science MOOC
Yachts for Science
Unrestricted funds:
Total funds
Deep Reefs and MPAs
Microplastics
Ocean Census Year 2
Total unrestricted funds
Ocean Census Year 1
The Charity
Octopus
General funds		 At 1 April
2024
£
12,316
413,063
445,547
3,166,953
-
-
-
-
-
-
10,232
6,970
-
4,055,081
380,067
380,067
4,435,148		 Income &
Gains
£
-
536,789
-
2,300,459
12,000
128,550
59,708
78,375
14,521
45,000
-
-
13,683
3,189,085
2,320
2,320
3,191,406		 Expenditure &
losses
£
-
(122,199)
(445,547)
(4,556,286)
(9,669)
(124,486)
(59,708)
(1,721)
(14,521)
(36,179)
-
-
(13,683)
(5,384,000)
(89,874)
(89,874)
(5,473,874)		 Losses
£
-
-
(56,385)
-
-
-
-
-
-
-
-
(56,385)
-
-
(56,385)		 At 31 March
2025
£
12,316
827,653
-
854,741
2,331
4,064
-
76,654
-
8,821
10,232
6,970
-
1,803,782
292,513
292,513
2,096,295

The narrative to explain the purpose of each fund is given at the foot of the note below.

38

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

17a Movements in funds (current year) continued

Restricted funds:
Ocean Awards
Global Voyage
First Descent: India
Indian Ocean Development
PEI / iSimangalisa
Total restricted funds
Unrestricted funds:
Octopus
Ocean Census Year 1
Total unrestricted funds
Deep Sea & Ocean Science MOOC
General funds
Ocean Census Year 2
The Group
First Descent: Indian Ocean
Yachts for Science
Deep Reefs and MPAs
Microplastics
Total funds		 At 1 April
2024
£
12,316
413,063
455,087
3,166,953
-
-
-
-
-
10,232
6,970
-
4,064,621
435,870
435,870
4,500,491		 Income &
Gains
£
-
536,789
-
2,300,459
12,000
128,550
59,708
78,375
14,521
45,000
-
-
13,683
3,189,085
10,654
10,654
3,199,739		 Expenditure &
losses
£
-
(122,199)
(455,087)
(4,556,286)
(9,669)
(124,486)
(59,708)
(1,721)
(14,521)
(36,179)
-
-
(13,683)
(5,393,539)
(49,305)
(49,305)
(5,442,844)		 Losses
£
-
-
-
(56,385)
-
-
-
-
-
-
-
-
-
(56,385)
(19,065)
(19,065)
(75,450)		 At 31 March
2025
£
12,316
827,654
(1)
854,741
2,331
4,064
-
76,654
-
8,821
10,232
6,970
-
1,803,782
378,154
378,154
2,181,936

The narrative to explain the purpose of each fund is given at the foot of the note below.

OcToPUS

Development of the Ocean Tool for Public Understanding and Science (OcToPUS) funded by the Garfield Weston Foundation and private philanthropists.

First Descent: Indian Ocean

Funding from Omega and Kensington Tours for the First Descent series of expeditions in the Indian Ocean, with expenditure for First Descent: Maldives.

Ocean Census

Funding from and co-founded with The Nippon Foundation, Ocean Census is a 10-year international programme developed to transform the discovery of ocean life, aiming to accelerate species discovery, innovate equitable access to ocean life data, build human and technology capacity in taxonomy, and amplify the story of ocean life to catalyse awareness and action.

India Deep Reef Expedition: Feasibility

Funding by the UK government's Foreign, Commonwealth & Development Office for a feasibility study for a potential expedition to India in partnership with the Governments of India and UK.

Deep Sea & Ocean Science MOOC

Funding by The Minderoo Foundation, and led by and working in partnership with The University of Seychelles, for the development of the Western Indian Ocean Deep Sea Science Course and Mass Open Online Course.

39

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

17a Movements in funds (current year) continued

Yachts for Science

Funding from private philanthropists for Yachts for Science, a programme which matches marine scientists with private yachts to undertake field research.

Deep Reefs and MPAs

Funding from Garfield Weston Foundation supports this research project to assess the value and importance of mesophotic reefs within marine spatial planning and the designation of marine protected areas globally.

Microplastics

Funding from The Flotilla Foundation for a research project into the contamination pathways and prevalence of microplastics in Antarctica.

India

Indian Ocean Development

PEI / iSimangalisa

17b Movements in funds (prior year)

Restricted funds:
Total restricted funds
Ocean Census Year 2
Ocean Census Launch
Ocean Census Year 1
Total funds
India Deep Reef Expedition: Feasibility
eDNA Seahorses
Unrestricted funds:
Total unrestricted funds
The Charity
Octopus
Deep Sea & Ocean Science MOOC
Yachts for Science
Deep Reefs and MPAs
Microplastics
First Descent: Indian Ocean
General funds		 £
12,316
682,926
-
-
-
-
-
-
-
10,232
7,037
712,511
490,560
490,560
1,203,071
At 1 January
2023		 £
-
132,252
3,817,648
3,167,655
150,314
24,865
11,000
7,132
5,000
-
-
7,315,866
167,004
167,004
7,482,870
Income &
Gains		 £
-
(402,115)
(3,294,495)
(702)
(150,314)
(24,865)
(11,000)
(7,132)
(5,000)
-
(67)
(3,895,690)
(277,497)
(277,497)
(4,173,187)
Expenditure &
losses		 £
-
-
(77,606)
-
-
-
-
-
-
-
-
(77,606)
-
-
(77,606)
Gains		 £
12,316
413,063
445,547
3,166,953
-
-
-
-
-
10,232
6,970
4,055,081
380,067
380,067
4,435,148
At 31 March
2024

*Nautilus Feasibility Study: ’Nautilus' was the working title for the programme launched in 2023 as Ocean Census.

40

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

17b Movements in funds (prior year) continued

Restricted funds:
Total restricted funds
India Deep Reef Expedition: Feasibility
Unrestricted funds:
General funds
Total unrestricted funds
Total funds
Ocean Census Year 2
Ocean Census Launch
Octopus
The Group
First Descent: Indian Ocean
eDNA Seahorses
Ocean Census Year 1
Deep Reefs and MPAs
Microplastics
Deep Sea & Ocean Science MOOC
Yachts for Science		 £
12,316
682,926
-
-
-
-
-
-
-
10,232
7,037
712,511
619,592
619,592
1,332,103
At 1 January
2023		 £
-
132,252
3,817,648
3,167,655
150,314
24,865
11,000
7,132
5,000
-
-
7,315,866
68,914
68,914
7,384,780
Income &
Gains		 £
-
(402,115)
(3,294,495)
(702)
(150,314)
(24,865)
(11,000)
(7,132)
(5,000)
-
(67)
(3,895,690)
(243,096)
(243,096)
(4,138,786)
Expenditure &
losses		 £
-
-
(68,066)
-
-
-
-
-
-
-
-
(68,066)
(9,540)
(9,540)
(77,606)
Gains		 £
12,316
413,063
455,087
3,166,953
-
-
-
-
-
10,232
6,970
4,064,621
435,870
435,870
4,500,491
At 31 March
2024

*Nautilus Feasibility Study: ’Nautilus' was the working title for the programme launched in 2023 as Ocean Census.

18 Reconciliation of net income to net cash flow from operating activities

Net income for the reporting period
(as per the statement of financial activities)
Depreciation charges
Loss/Profit on the sale of fixed assets
Increase in debtors
Decrease in creditors
Net cash provided by / (used in) operating activities
19
Analysis of cash and cash equivalents
Cash at bank and in hand
Total cash and cash equivalents		 £
4,758,547
4,758,547
At 1 April
2024		 Cash flows
£
(2,643,747)
(2,643,747)		 2025
£
(2,243,105)
57,068
-
(40,662)
(216,895)
(2,443,594)
Other changes
£
-
-		 2024
£
3,247,144
26,542
-
(36,550)
309,150
3,546,286
£
2,114,800
2,114,800
At 31 March
2025

41

Nekton Foundation

Notes to the financial statements

For the year ended 31 March 2025

The charity is a company limited by guarantee and has no share capital. The liability of each member in the event of winding up is limited to £1.

21
Operating lease disclosure
Less than one year
One to five years
Greater than five years		 2025
£
96,324
97,658
-
193,982		 2024
£
122,400
61,200
-
183,600

42