What changed in this filing

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Item 9A. Controls and Procedures

2021-04-15 compared with 2020-05-14 · 68 added, 49 removed, 319 unchanged (27% of the section changed)

29 unchanged sentences

(i) inadequate segregation of duties and

ineffective risk assessment;

effective risk assessment;

and (ii) insufficient written policies and procedures for accounting and financial reporting with respect

to the requirements and application of both US GAAP and SEC guidelines.

(iii) inadequate documented policies and procedures to

ensure appropriate retention of records and documentation.

(iv) inadequate documented policies and procedures of physical safeguards

of assets and information technology.

(v) inadequate testing and monitoring procedures to test internal controls.

(vi) inadequate

documented policies and procedures of related to the supervision of operational activities and staff..

We plan to take steps to enhance

8 unchanged sentences

and financial reporting.

(iii) adopt sufficient written policies and procedures for monitoring and testing of internal controls.

(iv) adopt sufficient written policies and procedures for supervision of operational activities, physical safeguards and record

The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing to cover

the costs of implementing the changes required.

If we are unsuccessful in securing such funds, remediation efforts may be adversely

affected in a material manner.

The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing

to cover the costs of implementing the changes required.

If we are unsuccessful in securing such funds, remediation efforts may

be adversely affected in a material manner.

This annual report does not

7 unchanged sentences

The following information

sets forth the names, ages, and positions of our current directors and executive officers as of December 31, 2019.

sets forth the names, ages, and positions of our current directors and executive officers.

Position(s) and Office(s) Held

91 unchanged sentences

required by Section 16(a) of the Exchange Act during fiscal year ended December 31, 2020:

and principal position

of late reports

not timely reported

failures to file a required form

Name and principal position

a required form

Terry Howlett

42 unchanged sentences

We granted Mr.

the right to convert his accrued compensation of $90,000 as of December 31, 2018 into our common stock at $1.00 per share at any

time until 2022.

the right to convert his accrued compensation of $270,000 and $90,000 as of December 31, 2020 and 2019 into our common stock at

$1.00 per share at any time until 2022.

If exercised, we also agreed to issue a three-year warrant to Mr.

Howlett to purchase an aggregate amount of

45,000 shares of common shares at a strike price of $1.50 per share.

Howlett to purchase

an aggregate amount of 135,000 and 45,000 shares of common shares at a strike price of $1.50 per share for the years ended December

31, 2020 and 2019, respectively.

Outstanding Equity

19 unchanged sentences

DIRECTOR COMPENSATION

Fees Earned or Paid in Cash

Option Awards

Non-Equity Incentive Plan Compensation

Earned or Paid in Cash

Incentive Plan Compensation ($)

Non-Qualified

Deferred Compensation Earnings

All Other Compensation

Other Compensation ($)

Narrative Disclosure to

3 unchanged sentences

Howlett received no compensation for his service as a member of our board of directors.

James was paid $6,000

for his services during the year ended December 31, 2020.

On September 22, 2018, we

25 unchanged sentences

of any security that such person has the right to acquire within 60 days after such date.

Except as otherwise indicated, all shares are owned directly

and the percentage shown is based on 4,471,746 shares of common stock issued and outstanding on April 24.

Except as otherwise indicated, all shares are owned directly and

the percentage shown is based on 4,539,843 shares of common stock issued and outstanding on April 6, 2021.

Includes 154,466 shares held in his name as indicated on our shareholder

10 unchanged sentences

fiscal years or in any presently proposed transaction which, in either case, has or will materially affect us.

During the year ended December

31, 2019, $57,745 was advanced by Terry Howlett and $59,400 was advanced by Doreen McMorran.

As of December 31, 2019, $46,899 in

advances remained due to Terry Howlett and Doreen McMorran, and all other related party notes have been extinguished or re-negotiated

as convertible notes.

During the year ended December 31, 2019, the

Company sold furniture, fixtures and lab equipment to Ovation Science, a related party, for $75,000, the assets had been fully

depreciated by the Company in prior years and the Company recorded a gain from related party of $75,000 as a result of the sale.

Terry Howlett and Doreen McMorran control Ovation Science.

On February 3, 2020, we entered into a License

Agreement with Ovation Science, pursuant to which the Company granted to Ovation Science Inc.

a license for the manufacture and

distribution rights to its hand sanitizer product, DermSafe.

In exchange for the license, Ovation Science Inc.

agreed to pay to

Skinvisible a percentage on all net sales on the licensed products subject to adjustment in certain situations plus a license fee

payable in year 3 of the agreement if it chooses to continue the license.

On June 10, 2020, Ovation Science Inc.

the Company the fee otherwise due in year 3 and in exchange the Company extended the term of Ovation’s license to 6-years

and granted Ovation additional rights to its hand sanitizer products and assigned Canadian Identification Numbers 02310589 and

02355558, all DermSafe Trademarks, DermSafe clinical data and the right to patent DermSafe where not currently patented.

for these rights Ovation paid a $100,000 license fee.

The Company completed the required assignments during the year ending December

31, 2020 and recognized $100,000 in revenue.

The Company earned $15,861 in royalties under

the license agreement during the year ending December 31, 2020.

The Company sold polymer products to Ovation

Science Inc and earned $7,132 and 0 as of December 31, 2020 and 2019, respectively.

the year ended December 31, 2020, $27,000 was advanced by Terry Howlett and

$400 was repaid to Terry Howlett and $21,000 was repaid to Doreen McMorran .

As of December 31, 2020, $52,499

and $0 in advances remained due to Mr.

Howlett and Ms.

McMorran, respectively, and all other related party notes have been extinguished

or re-negotiated as convertible notes.

The following table

41 unchanged sentences

Agreement and Plan of Merger (6)

Articles of Incorporation (1)

Articles of Incorporation, as amended (1)

Bylaws, as amended (1)

1 unchanged sentence

Certificate of Change (7)

Termination and Release Agreement, dated October 17, 2019 (7)

Convertible Promissory Note (4)

Convertible Promissory Note (5)

Promissory Note, dated December 17, 2015 (8)

Promissory Note, dated October 8, 2015 (8)

Securities Purchase Agreement (4)

Securities Purchase Agreement (5)

Code of Ethics (3)

6 unchanged sentences

Incorporated by reference to Current report on Form 10-KSB filed with the Securities and Exchange Commission on April 14, 2005.

Incorporated by reference to the Report on Form 8-K filed on April 20, 2017

Incorporated by reference to the Report on Form 8-K filed on August 8, 2017

Incorporated by reference to the Report on Form 8-K filed on March 29, 2018

Incorporated by reference to the Report on Form 8-K filed on January 22, 2019

Incorporated by reference to the Report on Form

8-K filed on January 22, 2019

Incorporated by reference to the Report on Form 8-K filed on October 22, 2019

10-K filed on April 14, 2016

to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized.

Skinvisible, Inc.

/s/ Terry Howlett

Terry Howlett

President, Chief Executive Officer, Principal Executive

Chief Financial Officer, Principal Financial Officer, Principal

Accounting Officer and Director

Pursuant to the requirements of the Securities

Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities

and on the dates indicated.

Chief Executive Officer, Principal Executive Officer,

Financial Officer, Principal Financial Officer, Principal Accounting Officer and Director

April 15, 2021

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf

of the registrant and in the capacities and on the dates indicated.

Terry Howlett

President, Chief Executive Officer, Principal Executive

Chief Financial Officer, Principal Financial Officer, Principal

Accounting Officer and Director

Chief Executive Officer, Principal Executive Officer,

Financial Officer, Principal Financial Officer, Principal Accounting Officer and Director

April 15, 2021

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures