SKIN ELEMENTS LIMITED — AGM Information 2019

Nov 28, 2019

BORN global Annual General Meeting 2019

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enhancing health + wellness naturally
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enhancing health + wellness naturally

SKIN ELEMENTS LIMITED ANNUAL GENERAL MEETING PROXY SNAPSHOT FRIDAY 29 NOVEMBER 2019

SKN - ANNUAL GENERAL MEETING

		Votes / % Holders 23,084,781 / 96.26% 28 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 766,092 23,981,498	Votes / % Holders 23,084,781 / 96.26% 28 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 766,092 23,981,498	Votes / % Holders 23,084,781 / 96.26% 28 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 766,092 23,981,498	Votes / % Holders 23,084,781 / 96.26% 28 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 766,092 23,981,498
		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 01 REMUNERATION REPORT	Votes / % 23,084,781 / 96.26%	130,625	766,092	23,981,498
		Holders 28	2	6

SKN - ANNUAL GENERAL MEETING

Lodged Lodged Lodged Total For Open Against Votes Resolution 02 ISSUE OF PERFORMANCE SECURITIES Votes / % 65,604,339 / 98.64% 130,625 771,092 66,506,056 TO PALMER WILSON ASSOCIATES Holders 39 2 7

SKN - ANNUAL GENERAL MEETING

	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33 2 8 Lodged For Lodged Open Lodged Against Total Votes 130,625 1,296,092 46,809,884	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33 2 8 Lodged For Lodged Open Lodged Against Total Votes 130,625 1,296,092 46,809,884	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33 2 8 Lodged For Lodged Open Lodged Against Total Votes 130,625 1,296,092 46,809,884	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33 2 8 Lodged For Lodged Open Lodged Against Total Votes 130,625 1,296,092 46,809,884	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33 2 8 Lodged For Lodged Open Lodged Against Total Votes 130,625 1,296,092 46,809,884
	Lodged For		Lodged Open	Lodged Against	Total Votes
	Resolution 03 ISSUE OF PERFORMANCE SECURITIES TO MR PETER MALONE Votes / % Holders 45,383,167 / 96.95% 33		130,625	1,296,092	46,809,884
		Holders 33	2	8

SKN - ANNUAL GENERAL MEETING

		Votes / % Holders 66,230,431 / 99.59% 43 2 3 Lodged For Lodged Open Lodged Against Total Votes 130,625 145,00 66,506,056	Votes / % Holders 66,230,431 / 99.59% 43 2 3 Lodged For Lodged Open Lodged Against Total Votes 130,625 145,00 66,506,056	Votes / % Holders 66,230,431 / 99.59% 43 2 3 Lodged For Lodged Open Lodged Against Total Votes 130,625 145,00 66,506,056	Votes / % Holders 66,230,431 / 99.59% 43 2 3 Lodged For Lodged Open Lodged Against Total Votes 130,625 145,00 66,506,056
		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 04 APPROVAL OF 10% PLACEMENT FACILITY	Votes / % 66,230,431 / 99.59%	130,625	145,00	66,506,056
		Holders 43	2	3

SKN - ANNUAL GENERAL MEETING

		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 05 RE-ELECTION OF MR PHIL GIGLIA AS DIRECTOR	Votes / % 64,885,455 / 98.97%	180,625	496,092	65,562,172
		Holders 39	3	3

SKN - ANNUAL GENERAL MEETING

		Votes / % Holders 66,226,006 / 99.58% 42 3 3 Lodged For Lodged Open Lodged Against Total Votes 180,625 99,425 66,506,056	Votes / % Holders 66,226,006 / 99.58% 42 3 3 Lodged For Lodged Open Lodged Against Total Votes 180,625 99,425 66,506,056	Votes / % Holders 66,226,006 / 99.58% 42 3 3 Lodged For Lodged Open Lodged Against Total Votes 180,625 99,425 66,506,056	Votes / % Holders 66,226,006 / 99.58% 42 3 3 Lodged For Lodged Open Lodged Against Total Votes 180,625 99,425 66,506,056
		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 06 APPROVAL OF DEBTHOLDER PLACEMENT	Votes / % 66,226,006 / 99.58%	180,625	99,425	66,506,056
		Holders 42	3	3

SKN - ANNUAL GENERAL MEETING

Lodged Lodged Lodged Total For Open Against Votes Resolution 07 ISSUE OF SECURITIES TO LJM CAPITAL Votes / % 65,604,339 / 99.58% 330,625 571,092 66,506,056 CORP PTY LTD Holders 39 3 6

SKN - ANNUAL GENERAL MEETING

		Votes / % Holders 63,586,870 / 98.91% 36 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 64,288,587	Votes / % Holders 63,586,870 / 98.91% 36 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 64,288,587	Votes / % Holders 63,586,870 / 98.91% 36 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 64,288,587	Votes / % Holders 63,586,870 / 98.91% 36 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 64,288,587
		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 08 ISSUE OF SECURITIES TO COLOSSEUM SECURITIES PTY LTD	Votes / % 63,586,870 / 98.91%	130,625	571,092	64,288,587
		Holders 36	2	6

SKN - ANNUAL GENERAL MEETING

		Votes / % Holders 65,804,339 / 98.94% 40 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 66,506,056	Votes / % Holders 65,804,339 / 98.94% 40 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 66,506,056	Votes / % Holders 65,804,339 / 98.94% 40 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 66,506,056	Votes / % Holders 65,804,339 / 98.94% 40 2 6 Lodged For Lodged Open Lodged Against Total Votes 130,625 571,092 66,506,056
		Lodged For	Lodged Open	Lodged Against	Total Votes
	Resolution 09 ISSUE OF SECURITIES TO INDIAN OCEAN CONSULTING GROUP	Votes / % 65,804,339 / 98.94%	130,625	571,092	66,506,056
		Holders 40	2	6

SKN - ANNUAL GENERAL MEETING

Lodged Lodged Lodged Total For Open Against Votes Resolution 10 RATIFICATION OF MAY PLACEMENT Votes / % 66,230,431 / 99.59% 130,625 145,000 66,506,056 Holders 43 2 3

SKN - ANNUAL GENERAL MEETING

Lodged Lodged Lodged Total For Open Against Votes Resolution 11 RATIFICATION OF JUNE PLACEMENT Votes / % 50,448,278 / 99.46% 130,625 145,000 50,723,903 Holders 35 2 3

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“The year is best summed up as one of consolidation and transition. This has culminated in the finalisation of the re-branding of the entire Skin Elements’ product range under the ‘SKNLife’ banner and the addition of new products lines to our flagship Soléo Organics sunscreen range.”

The year in review and the year going forward

• Delivered sales of #$800,000 while re-investing much of the capital back into the development of the new ranges of Soleo Organics, Complete Esscience and PapayaActivs.

• Completed the formula development, initial brand design and packaging development and package sampling, ready for soft launch in 2020.

• Developed and built a new holistic website to house all Skin

• Elements brands under the SKNLife banner-due for launch in 2020.

• • Developed a comprehensive global marketing plan with 5 key markets identified and tested with positive responses for 2020.

BORN GLOBAL - THE OPPORTUNITY 2020

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JAPAN & MALAYSIA
THE USA
Skin Elements continues to
pursue distribution
Ongoing discussions with
opportunities in the
a major online retailer in
burgeoning Asian skincare
respect of launching a
markets. These include
dedicated North
American-focused SKNLife Japan and Malaysia, and
also in China.
on-line store to market and BRAZIL
sell the entire SKNLife
product range into the Company is currently
massive North American applying for Brazilian EUROPE
market. Health Regulatory Agency
(ANVISA) approval to Company is in discussions
THE UK
market and sell its product with distributors with a view
range in the substantial to entering distribution
Brazilian market. A This represents a major agreements in a number of
current opportunity, in the
distribution agreement European markets, with a
retail pharmacy segment.
with Soleo Organics Brasil focus on providing entry to
- Comercio de Produtos Company is advancing the very large supermarket AUSTRALIA &
Organicos Ltda to be the discussions with a major segment in continental NEW ZEALAND
UK chemist chain for the
exclusive Skin Elements’ Europe.
distributor in Brazilian potential roll-out of a Skin Elements is well
market is already in place. large-scale distribution represented in different
agreement, which would geographical markets in
see Skin Elements’ products Australia and New
in around 2,000 of their Zealand by highly
retail outlets. Company regarded distributors of
is also discussions over a quality health-related
potential distribution products including; Rener
agreement with a major Health Products, Oborne
UK health store retail chain. Health Supplies, Global by
Nature and CeresOrganics.
The main target market is
the early innovator retail
“In addition to these major opportunities, we are working with market, predominantly the
health shop segment, plus
distributors in major European and Asian markets, as well as Brazil online sales.
I look forward to being in a position to share details of material
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“In addition to these major opportunities, we are working with distributors in major European and Asian markets, as well as Brazil and closer to home, in Australia and New Zealand. I look forward to being in a position to share details of material progress on these opportunities in the year ahead.”

BORN GLOBAL - THE OPPORTUNITY 2020

THE USA

THE USA

Ongoing discussions with a major online retailer in respect of launching a dedicated North American-focused SKNLife on-line store to market and sell the entire SKNLife product range into the massive North American market.

BORN GLOBAL - THE OPPORTUNITY 2020

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BRAZIL
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BRAZIL

Company is currently applying for Brazilian Health Regulatory Agency (ANVISA) approval to market and sell its product range in the substantial Brazilian market. A distribution agreement with Soleo Organics Brasil - Comercio de Produtos Organicos Ltda to be the exclusive Skin Elements’ distributor in Brazilian market is already in place.

BORN GLOBAL - THE OPPORTUNITY 2020

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THE UK
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THE UK

This represents a major current opportunity, in the retail pharmacy segment. Company is advancing discussions with a major UK chemist chain for the potential roll-out of a large-scale distribution agreement, which would see Skin Elements’ products in around 2,000 of their retail outlets. Company is also discussions over a potential distribution agreement with a major UK health store retail chain.

BORN GLOBAL - THE OPPORTUNITY 2020

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EUROPE
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EUROPE

Company is in discussions with distributors with a view to entering distribution agreements in a number of European markets, with a focus on providing entry to the very large supermarket segment in continental Europe.

BORN GLOBAL - THE OPPORTUNITY 2020

AUSTRALIA & NEW ZEALAND

AUSTRALIA & NEW ZEALAND Skin Elements is well represented in different geographical markets in Australia and New Zealand by highly regarded distributors of quality health-related products including; Rener Health Products, Oborne Health Supplies, Global by Nature and Ceres Organics. The main target market is the early innovator retail market, predominantly the health shop segment, plus online sales.

BORN GLOBAL - THE OPPORTUNITY 2020

JAPAN & MALAYSIA

JAPAN & MALAYSIA

Skin Elements continues to pursue distribution opportunities in the burgeoning Asian skincare markets. These include Japan and Malaysia, and also in China.

BUILDING A GLOBAL SKNLIFE BRAND STRATEGY

SKN ~~Li~~ fe

SKNProtect

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SKNActivs

SKNCare

SKNCosmetics

KEY PRODUCTS

40

CHANNEL /

TARGET MARKET 17

• Everyday Formula Extra Lite 40g / 80g / 150g

• Everyday Formula Extra Lite Coconut 40g / 80g / 150g

• Original High Performance 40g / 80g / 150g

• Original High Performance Coconut 40g / 80g / 150g

• Baby Formula Extra Sensitive 80g / 150g

• Face formula Moisturising 40g / 80g

• Face formula Moisturising Tinted 40g / 80g

• SunProtect Packs x 4 kinds

• USA - through online store created in San Francisco

• Japan - through retail outlets via chain of sport stores

• UK - through chain of Pharmacy stores

• Europe- through Slovakian health store / Poland - through chain of Health stores

• Malaysia through online health stores

• Australia - through online store

• Australia - through distributors and wholesalers

• China - through direct mail

• PapayaActivs Arthritis Cream 75g

• PapayaActivs Psoriasis, Dermatitis & Rashes Cream 75g

• PapayaActivs Eczema Cream 75g

• PapayaActivs Wounds & Burns Cream 75g

• PapayaActivs Muscle Aches & Pains Cream 75g

• PapayaActivs Complete Skincare Cream 240ml

• PapayaActivs Complete Skincare Cream 240ml No Added Fragrance

• Australia - through online store

• Australia - through distributors and wholesalers

• USA - through online store created in San Francisco

• Japan - through retail outlets via chain of sport stores

• UK - through chain of Pharmacy stores

• Europe- through Slovakian health store / Poland - through chain of Health stores

• Malaysia through online health stores

• China - through direct mail

• Complete Esscience Hydrating • EJNC Anti Aging Signature Facial Cream 50ml 50ml

• EJNC Daily Forming & Lifting Hydrating Cream 100ml

• Complete Esscience Complete Skincare Soap (3 bars)

• Complete Esscience Complete • EJNC Intensive Recovery Skincare Body wash 350ml Rejuvenating Night Cream 100ml

• Complete Esscience Scalp 100ml Care Shampoo 250ml • EJNC Daily Purely Whitening Essence 120ml

• Complete Esscience Scalp Essence 120ml Care Conditioner 250ml • EJNC Anti-Aging Eye Serum

• • Complete Esscience Replenish30ml ing Shampoo 250ml • EJNC Gentle Micro-

• • Complete Esscience Replenishdermabrasion facial polish ing Conditioner 250ml 125ml

• Combined Skincare Packs x • EJNC Ultra C+ serum 20ml 11 kinds

• Australia - through online store

• Australia - through online store

• Australia - through distributors • Australia - through distributors and wholesalers and wholesalers

• • China - through online sales • UK - through department store

• USA - through online store • Malaysia through online created in San Francisco health stores

• Japan - through retail outlets • USA - through online store via chain of sport stores created in San Francisco

• UK - through chain of • Japan - through retail outlets Pharmacy stores via chain of sport stores

• Europe- through Slovakian • UK - through chain of health store / Poland - through Pharmacy stores chain of Health stores • Europe- through Slovakian

• • Malaysia through online health store / Poland - through health stores chain of Health stores

KEY STATISTICS

10

• 18 Skus plus combination packs

• All natural and Organic

• 3 hour water resistance

• Vegan

• No Animal Testing-Cruelty Free

• No. 1 rated by the EWG

• Reef Safe Sunscreen

• Biodegradable

• Australian Made

• 5 Skus

• No Animal Testing-Cruelty Free

• Biodegradable

• 60% McArthur Pawpaw Extract

• No Petrochemicals

• All Natural active ingredients

• No Sulphates

• No Parabens

• Australian Made

• 11 Skus

• 5 Skus

• No Petrochemicals

• No Animal Testing-Cruelty Free

• No Animal Testing-Cruelty Free

• Biodegradable

• All Natural / Organic active ingredients

• Biodegradable

• 60% McArthur Pawpaw ingredients Extract • Australian Made

• No Petrochemicals

• All Natural active ingredients

• No Sulphates

• No Parabens

• Australian Made

BUILDING A GLOBAL SKNLIFE BRAND STRATEGY

SKN ~~Lif~~ e

SKNProtect SKNActivs SKNCare BRAND Soléo Organics protecting Pawpaw skincare cream at Complete Esscience - you from the sun...naturally its most powerful-5 x more a lifetime of naturally POSITION Pawpaw in a cream than any healthy skin - Your complete other brand. Your health & skincare partner...naturally wellness is really all that matters care for it ... naturally CHANNEL Soléo Organics is sold online, PapayaActivs is sold in Complete Esscience is sold in health stores and Pharmacies and online. in Pharmacies & online. STATEMENT Pharmacies. PRICE Premium Natural and organic Affordable mid-tier for a Skincare /Hair care for the segment. therapeutic range. entire family from children POSITIONING to the elderly mid-tier pricing. BRAND Soléo Organics is a healthy 60% McArthur Pawpaw Healthy natural pawpaw alternative to traditional Extract by far the strongest skincare creams that benefit ESSCIENCE chemical sunscreens which is also Pawpaw cream on the market health & wellness. safe for our environment. (Lucas Pawpaw = 3.8% Pawpaw).

SKNCosmetics

EJNC -uncover younger healthier looking skin.

Will be sold through department stores and online also through direct retail outlets.

Top tier natural organic cosmetics.

Natural organic cosmetics that are effective in rejuvenating and revitalising the skin and are safe for the environment.

THE SCIENCE BEHIND SKNLIFE

Leo Fung (Chief Technical Advisor) working on new formulas at the UWA laboratory facilities along with Bio tech master graduates who form part of the training team that Skin Elements has designed and instigated at the UWA.

INTRODUCING SKNLIFE TO THE MARKETPLACE

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Soléo Organics protecting you
and your family from the sun...naturally
Soléo Organics Creating a...
Soléo Organics is totally free of synthetic chemicals. It is formulated
according to naturopathic principles, using only organic and all
natural ingredients which are packed with botanical extracts, natural
moisturisers, antioxidants and vitamins. Soléo Organics is free from
synthetic preservatives, chemical UV absorbers, nano particles,
titanium dioxide, SLS and petroleum by-products.
Visit www.soleoorganics.com
Soléo Organics natural science by
enhancing health + wellness naturally
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INTRODUCING SKNLIFE TO THE MARKETPLACE

Complete Esscience your complete skincare partner...naturally Complete Esscience creating a...

Complete Esscience features the highest percentage of McArthur Pawpaw Extract[TM] in a cream - 5 x more pawpaw (papaya) than any other brand. Our range of papaya based skincare moisturises, rejuvenates and smoothes the skin and relieves redness. Our products are Australian owned and manufactured, are not tested on animals, contain no petrochemicals, sulphates or parabens and are suitable for the entire family from infants to the elderly. Visit www.sknlife.com.au

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com p lete Complete Esscience natural science by
ESSCIENCE
enhancing health + wellness naturally
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INTRODUCING SKNLIFE TO THE MARKETPLACE

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Your health & wellness is really all that matters, care for it...naturally.
PapayaActivs creating a...
PapayaActivs is the most powerfull papaya (pawpaw) cream
on the market. It has 5 x more papaya in a cream than
any other brand with 60% McArthur Pawpaw Extract [TM. ] It
contains active ingredients, chickweed, arnica, aloe vera and
chamomile traditionally used in herbal medicine to assist in
the relief of Psoriasis, Dermatitis & Rashes / Eczema / Arthritis
and Wounds & Burns.
PapayaActivs natural science by
enhancing health + wellness naturally
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Always read the label. Use only as directed. If symptons persist see your healthcare professional.
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INTRODUCING SKNLIFE TO THE MARKETPLACE

AUTUMN

WINTER

SPRING

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Soléo Organics protecting you
and your family from UVA & UVB rays...naturally
Soléo Organics Creating a...
Soléo Organics is totally free of synthetic chemicals. It is formulated according to naturopathic principles, using
only organic and all natural ingredients which are packed with botanical extracts, natural moisturisers, antioxidants
and vitamins. Soléo Organics is free from synthetic preservatives, chemical UV absorbers, nano particles, titanium
dioxide, SLS and petroleum by-products. Soléo Organics family has grown to include L to R; Original Formula-High
Performance (also in Natural Coconut Parfum), Everyday Formula-Extra Lite (Vegan) & (also in Natural Coconut
Parfum), Face Formula-Moisturising (Vegan) & Baby Formula-Extra Sensitive. Visit www.soleoorganics.com
Soléo Organics natural science by
enhancing health + wellness naturally enhancing health + wellness naturally enhancing health + wellness naturally
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INTRODUCING SKNLIFE TO THE MARKETPLACE

SUMMER

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Soléo Organics Protecting
your family from the sun
Original Formula- Original Formula- Everyday Formula- Everyday Formula- Face Formula- Baby Formula-
High Performance High Performance Coconut Extra Lite Extra Lite Coconut Moisturising Extra Sensitive
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... naturally

Soléo Organics creating your

Soléo Organics is formulated according to Naturopathic principles, using only organic and all natural ingredients which are packed with botanical extracts, natural moisturisers, antioxidants and vitamins. Soléo Organics does not contain synthetic preservatives, chemical UV absorbers, nano particles, titanium dioxide, SLS and petroleum by-products.

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Soléo Organics natural science by
enhancing health + wellness naturally
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Soléo Organics family has grown to include formulas which will be available soon - ask for them at your local pharmacy or health food store or go online to our new website www.sknlife.com.au and enter the promotion code: Nurture20% to recieve a 20% discount of your first order.

INTRODUCING SKNLIFE.COM.AU

INTRODUCING SKNLIFE.COM.AU

CREATING A

Our SKNProtect division was born out of 9 years research & development that resulted in a major advancement in sun protection technology. Based on all natural, organic ingredients our award-winning sun protection cream, Soléo Organics, is formulated to protect you from both UV-A and UV-B solar radiation while providing natural moisturising care for your skin.

This division was built around our proprietary papaya based filtrate containing the highest percentage of SE Papaya Formula in the market by far. Our therapeutics range, PapayaActivs, was developed using this powerful papaya extract base supplemented by proven ingredients used in traditional herbal medicine to treat a range of skin conditions.

From our leading expertise in the use of SE Papaya Formula for the treatment of skin conditions, we developed a range of products for cleansing, hydrating, revitalising and generally caring for your skin. The Complete Esscience range of products is your skins natural best friend.

This division is dedicated to bringing you all natural & organic cosmetics with ingredients such as Argireline and Cannabis carefully selected after independent scientific research. All the Elizabeth Jane range of products are therefore ideal for sensitive skin & provide an effective alternative to synthetic chemical based cosmetic care for your skin.

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com p lete
ESSCIENCE
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Thank you for attending please feel free to test the new Elizabeth Jane Natural Cosmetics formulas in the down stairs boardroom.

enhancing health + wellness naturally