Management's Discussion and Analysis (cont’d) AbILITyTO MAnAGE MARGInS GOVERnAnCE 4.1 ACCOUNTINg STANDARDS 4. OThER ITEMS IMpORTANT  TO UNDERSTANDING OUR RESULTS As we are a significant supplier to our customers, we are  important to them. They value our brands, our differentiated  products, and the continuity of supply. Likewise, we are a  large and well-respected customer to our suppliers, and have  significant procurement expertise. Combined, these strengths  allow us to manage the margins we generate on our sales,  either by changing prices to our customers when necessary  or qualifying for better prices from our suppliers.  reliability of financial reporting and the preparation of  financial statements for external purposes. Further, our  Chief Executive Officer and Chief Financial Officer have  evaluated, or caused to be evaluated under their supervision,  the effectiveness of the design and operation of ICFR at the  financial year-end and have concluded that our current  ICFR was effective at the financial year-end based on that  evaluation. There have been no material changes to the  Company’s internal controls during the year. Our 2011 Management Information Circular includes full  details of our governance structures and processes.  We maintain a set of disclosure controls and procedures  designed to ensure that information required to be disclosed  in filings made pursuant to National Instrument 52-109  is recorded, processed, summarized and reported within  the time periods specified in the Canadian Securities  Administrators’ rules and forms. In accordance with  National Instrument 52-109 Certification of Disclosure in  Issuers’ Annual and Interim Filings, our certifying officers  have limited the scope of their design of disclosure controls  and procedures, and our Company’s internal control  over financial reporting to exclude controls, policies and  procedures relating to the Icelandic USA Acquisition, as it  arose in late 2011, and they have not yet performed sufficient  procedures to include it in our certifications. National  Instrument 52-109 permits a business that an issuer acquires  not more than 365 days before the issuer’s financial year-end  to be excluded from the scope of the certifications, to allow it  sufficient time to ensure controls, policies and procedures are effective. This operation will be transitioned to High Liner systems in 2012 and the scope limitation for it will  be removed for the fiscal 2012 year-end certificates. Summary  financial information for the Acquisition for the period from  the acquisition date of December 19, 2011 to December 31,  2011 includes sales of US$8.7 million, and Adjusted EBITDA of US$0.9 million. Information concerning assets and  liabilities acquired is provided in note 4 to our consolidated  financial statements. Our Chief Executive Officer and Chief Financial Officer have  evaluated the design and effectiveness of our disclosure  controls and procedures as of December 31, 2011. They  have concluded that our current disclosure controls and  procedures are designed to provide, and do operate to  provide, reasonable assurance that (i) information required  to be disclosed by the Company in its annual filings or other  reports filed or submitted by it under applicable securities  legislation is recorded, processed, summarized and reported  within the prescribed time periods, and (ii) material  information regarding the Company is accumulated and  communicated to the Company’s management, including its  Chief Executive Officer and Chief Financial Officer, to allow  timely decisions regarding required disclosure. In addition, our Chief Executive Officer and Chief Financial  Officer have designed or caused to be designed under their  supervision, internal controls over financial reporting  (ICFR) to provide reasonable assurance regarding the  Our transition to IFRS went very smoothly. Our information  systems were capable of handling our IFRS requirements.  We provided training to our Audit Committee members,  senior management, and those responsible for the day-to- day IFRS accounting. We have assessed and made changes  to our disclosure and internal controls as necessary. The net  changes to our financial results and statement of financial  position were not significant for the Company and the  IFRS transition adjustments did not negatively impact our  financial covenants; therefore, we did not have to renegotiate  our existing lending agreements or other legal agreements.  The adoption of IFRS has not impacted the way in which  we measure our financial performance, and commentary  included in this MD&A reflects changes in the business  environment and other factors, unless we have specifically  identified the impact being related to transition to IFRS. In addition to the existing IFRS standards that the Company  adopted for 2010 and 2011, the International Accounting  As mentioned earlier in this document, we adopted  International Financial Reporting Standards (“IFRS”) for our  fiscal 2011 year, with restatement of fiscal 2010 comparatives.  Our transition date under IFRS was January 3, 2010, which is  the beginning of our fiscal 2010 year. Our fiscal 2011 financial  statements are our first annual financial statements since we  adopted IFRS. Complete details on our transition to IFRS are  included in note 26 to our consolidated financial statements  that are attached to this document. While there were many  changes in numbers relating to our financial results and  statement of financial position, our adoption of IFRS did not  result in material changes to EBITDA or net income. We note,  however, that the book value of shareholders’ equity as at  our transition date increased by $6.1 million, primarily due  to the write-up of property, plant and equipment. This is only  slightly different than the $6.7 million that we disclosed in  our fiscal 2010 MD&A, due to small adjustments made as we  finalized the transition in 2011. 29 ANNUAL REPORT 2011