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SALT

(TSX venture exchange trading symbol: LES)

resorts inc.

A wholly owned Saskatchewan subsidiary of Leis Industries Limited

Photo by J. el Zein

3566 King George Blvd, Surrey BC V4P 1B5 Phone: (604) 535-1462 leisind@telus.net or office@mvwc.ca


Disclaimer Certain statements and other information included herein constitute “forward looking statements� within the meaning of applicable laws or regulatory policies. Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance of achievements described to be materially different from any future results or achievements expressed or implied by such forward looking statements. This business plan does not constitute an offer to sell or a solicitation of an offer to buy any security. This business plan is not, nor does it purport to be, a complete description of an investment. This business plan is, in all respects, subject to the provisions of the confidential Offering Memorandum as it may be amended or restated from time to time, describing the Offering. This Offering Memorandum constitutes a private offering of these securities only in the jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell these securities and those persons to whom they may be lawfully sold. This Offering Memorandum is not, and under no circumstances is to be construed as a prospectus or advertisement or a public offering of these securities The Offering Memorandum is confidential. By their acceptance hereof, prospective investors agree that they will not transmit, reproduce, or make available to anyone this Offering Memorandum or any information contained herein.


Salt Resorts Inc. 1.0

Introduction .......................................................................................................................... 2

2.0

Leis Industries Limited ........................................................................................................ 3

3.0

2.1

Background ................................................................................................................... 3

2.2

Directors of “Leis” & the “Leis Group” of companies ................................................ 3

2.3

Corporate Philosophy ................................................................................................... 5

Description of Watrous/Manitou Beach Area...................................................................... 6 3.1

Location ........................................................................................................................ 6

3.2

Geography .................................................................................................................... 7

3.3

Local Attractions .......................................................................................................... 7

3.4

Travel to the Watrous/Manitou Beach Area ................................................................. 9

3.5

About Visitors............................................................................................................. 10

4.0

Economic Description ........................................................................................................ 11

5.0

Canadian Retirement Rate ................................................................................................. 11

6.0

Salt Resorts Inc. ................................................................................................................. 12 6.1

7.0

8.0

“Salt” Directors and Management .............................................................................. 13

“Salt” Projects .................................................................................................................... 14 7.1

The 9 Lots ................................................................................................................... 14

7.2

110 Acres .................................................................................................................... 14

7.3

Medical Spa and Resort .............................................................................................. 14

Potential Market ................................................................................................................. 14 8.1

European Marketing Program .................................................................................... 15

9.0

Powerthrust Strategic Alliance and Involvement .............................................................. 15

10.0

Risk Factors ...................................................................................................................... 17


1.0

Introduction

Leis Industries Limited (Leis) is a public company listed on the TSX Venture Exchange trading under the symbol LES. “Leis” is a tightly held company, its shares trade rarely and at various prices. Although a public company, it is almost 75% family owned. It is a highly coveted company by other businesses and business people because of its assets and tight control. In June of 2007, Salt Resorts Inc., (Salt) was incorporated as a wholly owned subsidiary of “Leis” for the purpose of acquiring and developing real estate in and around the Resort Village of Manitou Beach (“Manitou”), Saskatchewan. According to statistics from 2006, Manitou Beach Village has a population of 233 permanent residents and nearby (7km away) Watrous has 1743 residents. Manitou Beach is a destination point for an estimated 150,000 visitors, who come to enjoy the “healing” mineral waters of Little Manitou Lake. Prior to the Second World War Manitou Beach competed for tourists with Banff, and today CN’s Via Rail still brings passengers to Watrous/Manitou. “Leis” through “Salt”, has purchased a number of residential lots and is currently finalizing options on several pieces of real estate. Also, in a letter of understanding dated July 26, 2007 the Resort Village of Manitou agrees to allow the development of approximately 110 acres west of Manitou Beach. As well, there is a verbal understanding regarding several lots with views in the village. Because of “Leis”’ close association with Mountainview Wellness Centre (“Mountainview”), “Leis” through its subsidiary “Salt” is developing plans for a Hotel and Spa Resort with facilities and living quarters for naturopathic doctors and others in the wellness and healing profession. In Canada, this facility, which will combine the European traditions of “spa” medicine with a naturopathic medical facility in a resort setting, will be the first of its kind as it will be available to be owned and used by any naturopathic physician in Canada and the US. As well, the findings of our research as we have spoken and surveyed a number of physicians in North America provided us with the information that ND’s are interested in this type of facility, they would like to have the opportunity to own a piece of the project and would like to see another facility like it in Hawaii. Over the past few years we have been looking into Hawaii as a sister property to be developed which would provide options for doctors and patients to attend this type of facility that is considered cutting edge in the North American Spa culture and industry. This project will fulfill one aspect of our legacy strategy that will be built, owned and designed by Naturopathic physicians to be enjoyed by patients, physicians and the public for years to come thereby allowing ND’s to continue to demonstrate to North America their forward thinking holistic approaches to working with patients. The number one reason that the ND’s in our research would value a facility such as this is because they would actually see their patients heal before their eyes. One of the elders that was interviewed from New Brunswick let us know that in 40 years of practice he has not been able to replicate the results he was able to get with patients as when he worked for 3 years at a facility like this one in England. For the chronic patient populations this is a gift that ND’s can provide their patients. 2


Ms. JR Thompson and Dr. Allison Patton visited Porto, Portugal to present a paper to the 36th Congress of the International Society of Medical Hydrology and Climatology and to develop relationships and strategic alliances with doctors and spas.

2.0

Leis Industries Limited

2.1 Background Leis Industries Limited trades on the Toronto Venture Exchange under the symbol LES. The company has authorized capital of 100 million shares of which 50 million are common shares and 25 million each of class A and B preferred shares. The company currently has approximately 3.2 million shares issued, of which the insiders own approximately 2.5 million shares. The Directors of the Company are as follows: Hank Leis, President and CEO JR Thompson, Secretary and Treasurer Dal Fleischer George Peary Robert Taylor Leis Industries Limited was incorporated originally in 1969 and became public in 1995. Leis Industries Limited in 1995 through its wholly owned Texas subsidiary The Leis Edifice Corp acquired real estate properties in Port Aransas and Corpus Christi. The company sold off all its constructed homes and the properties it had acquired for a substantial profit by 2004. Leis Industries Limited is an asset based company relying primarily on the growth in value and sales of its various acquired assets and properties. 2.2 Directors of “Leis” & the “Leis Group” of companies The directors of “Leis” have diverse interests, experience and educational backgrounds as follows: Hank Leis – Mr. Leis is the President and CEO of the Company and has also served as President and CEO of Strato Geological Engineering Ltd. (“Strato”) since 1967. Strato is a geological consulting company which has provided geophysical, geological, drilling and related exploration services to the mining and oil and gas industry since 1967. Mr. Leis holds an MBA specializing in finance, and a Certificate of Achievement in Real Estate from the Real Estate Board of Ontario, which included courses in real estate law, appraisals, property management, commercial and industrial real estate. Mr. Leis was responsible for the Company’s real estate operations in Texas from 1992 until 2004. He served on the boards of a number of public and private companies.

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JR Leis – Ms. Leis has been a director of Strato since 1980, and previously served as accounts manager at AMS – UBC. Ms. Leis has served as the President and CEO of Discovery Research Systems Inc. (“Discovery”) since 1982. Discovery invests in real estate and public companies, and provides consulting and administration services to various corporations and partnerships. Ms Leis has a degree in business management and has served on boards of several public companies. George W. Peary – Mr. Peary holds an MBA as well as several bachelor degrees, and served as a principal at several schools in Maple Ridge and Abbotsford BC from 1975 to1996. Mr. Peary currently serves as a school trustee and has been active in municipal politics and is currently Mayor of Abbotsford. Dal E. Fleischer – Mr. Fleischer served as the manager of the real estate acquisitions and disposal program for British Columbia and the Yukon Territory for Public Works Canada. Mr. Fleischer holds a B.A. and MBA degrees as well as several diplomas in Urban Land Economics (Appraisal and tax assessment). Robert Taylor – Mr. Taylor holds a Senior Engineering Electronics Technology diploma, and has over 30 years of diversified business experience in electronics design, research and development, manufacturing and marketing in North America and Asia. Mr. Taylor has served as a consultant to several established technology companies and also founded a number of new ventures within the electronics technology sector.

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2.3

Corporate Philosophy

The “Leis Group” consists of individuals whose concepts and philosophies emerged from their experiences with the founding company Strato Geological Engineering Limited (“Strato”). Strato was incorporated in 1967. Since then Strato has employed over 300 geologists, geophysicists, engineers, technicians and other support personnel, has contracted and consulted to approximately 300 companies and has carried out projects in North America, South America, Australia and Europe. From this experience the “Leis Group” has been instrumental in providing financing for its clientele, creating a venture capital division which has invested in over 100 companies, and ultimately forming a number of publicly trading companies. The “Leis Group” of companies included Tropicana Development Corporation (“Tropicana”) and “Leis”. “Tropicana” through its wholly owned California corporation, SCD Corp. was involved in the development of its properties in Thousand Oaks, California. Leis Industries Limited (incorporated in 1969 and became public in 1995) through its wholly owned Texas subsidiary “The Leis Edifice Corporation” developed properties on Padre Island in Corpus Christi and on Mustang Island in Port Aransas.

Strato Geological Engineering Ltd.

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The success of the “Leis Group” of Companies has been based on heavy financial investment by the core group in the companies, successful work habits and a commitment to long range goals. The success of the “Leis Group” is based on the phenomenon known as the Multiplier Effect. This effect is best summarized by E.G. Wilson when he states: "A SMALL EVOLUTIONARY CHANGE IN THE BEHAVIOR PATTERN OF INDIVIDUALS CAN BE AMPLIFIED INTO A MAJOR SOCIAL EFFECT BY THE EXPANDING UPWARD DISTRIBUTION OF THE EFFECT INTO MULTIPLE FACETS OF SOCIAL LIFE.” Today “Leis” is actively participating in a number of projects through “Salt”. This wholly owned Saskatchewan subsidiary has three projects: A. 110 acres parcel of land west of the Resort Village of Manitou (over 500 lots) B. 9 lots in the Resort Village of Manitou purchased from the Village C. Medical Spa and Resort on the 110 acre parcel of land west of the existing village In terms of marketing the projects and ensuring there are purchasers and visitors to the area, “Leis” will work with Powerthrust Management and Marketing Inc. (“Powerthrust”). WHY SASKATCHEWAN?

3.0

Description of Watrous/Manitou Beach Area

Manitou Beach has a population of 223 people (2006 statistics). The town of Watrous is the next closest community about 7 km away and has 1743 people (2006 statistics). Manitou Beach is a destination point for tens of thousands of visitors, who come to enjoy the “healing” mineral waters of Little Manitou Lake on an annual basis. Prior to the Second World War Manitou Beach rivaled the famous resort town of Banff, Alberta and today CN’s Via Rail still brings passengers to Watrous/Manitou.

3.1

Location

The Watrous/Manitou Beach Area is located approximately in the middle of the Canadian Prairies in the Southern half of Saskatchewan. The properties to be acquired and developed 6


are all located in the Village of Manitou Beach and are within 1 km of Little Manitou Lake. Manitou Beach is approximately 6 km from the town of Watrous. Watrous is 110 km from the city of Saskatoon, 175 km from the Provincial capital Regina, 752 km from Calgary, Alberta, 660 km from Edmonton, Alberta, 718 km from Winnipeg, Manitoba, and 1,767 km from Vancouver, British Columbia. The town of Watrous also offers the essential services such as ambulance, fire and the RCMP to Manitou Beach as well as many amenities such as a recreation ground, a hospital and medical doctors, grocery stores, and local shops.

3.2

Geography

Manitou Beach sits on Little Manitou Lake a terminal lake that was created by receding glaciers of the last ice age. The lake is fed by underground springs and boasts a high sodium, magnesium and potassium content even higher than the Dead Sea allowing for tremendous buoyancy. Surrounding Little Manitou Lake are rolling hills that offer rich soil during growing seasons and hills for winter activities. Like many of the recreation lakes of southern Saskatchewan, Little Manitou is deep set in an old glacial spillway, well below the surrounding plains. The northern side of the steep valley is only sparsely treed, while the southern side is more heavily wooded. Silt and till, which is unstratified glacial drift consisting of clay, sand, gravel and rocks intermingled, occupy much of the shoreline. Attractive beaches occur particularly in the vicinity of Manitou Beach. Narrow and approximately fourteen miles long, the lake runs east and west from three miles north of Watrous, towards the Village of Young. The lake varies from three-quarters to a mile wide. It is shallow and highly saline. It has been subject to considerable changes in level. Little Manitou Lake is in what can be termed as "a closed drainage basin." This means that there is no outflow from the lake. It is believed that the lake is also fed by springs within the lake. Long time residents tell you that during the winter they can tell by the dark spots on the ice- where the springs are located. 3.3

Local Attractions The Healing Waters of Little Manitou Lake

The Legend - The small pox epidemic in 1837 affected many of the Plains Indians and many 7


tried to flee this scourge. When the Assiniboine tribe passed the site of Little Manitou Lake, two young men became too sick to travel any further. A tent was erected by the lake for them to spend their remaining days. The two young men bathed, swam and even drank the lake water and within a few days found themselves fully recovered. They left and caught up with their tribe and the legend of the “Healing Waters” began. “Manitou” means God to the Plains Indians and the waters were seen as a gift from the Great Spirit. It became known as the “Lake of the Healing Waters or “the Lake of the Good Spirit.” Warring tribes never carried on their feud when visiting and even laid down their weapons before entering the water. Tribes from as far east as the Great Lakes and as far west and the Rockies came to the lake which became famous for healing. Water Properties - The waters of Little Manitou Lake are rich in Magnesium, Sodium and Potassium salts. The mineral content is even higher than the California Carlsbad Mineral Waters or those of the famous Karlovy Vary of the Czech Republic. The result is buoyancy boasted to allow an individual to float and comfortably read a newspaper. Medical Health Clinics - Over the years there have been medical clinics, physiotherapy offices, and spas that have operated in Manitou Beach. Due to the high magnesium content of the water, patients and guests were able to ease their arthritic pains by soaking in heated mineral baths or even by floating in the lake itself. Currently there is one spa and there are no medical clinics or physiotherapy offices in the village Danceland- Danceland holds claim to having the largest dancefloor in North America. Danceland is a 13,000 square foot 2 story structure built originally in 1928 as a dance hall. Danceland has gone through a number of changes, but the construction of the floor has never changed making it world famous for its “dance floor built on horsehair”. There are two floors, a sub floor and a hardwood floor. Between the two floors is a layer of horsehair (bought from local farmers and imported from Quebec) six to ten inches thick. No nails were used to construct the floor. The unique construction of the floor gives it flexibility (spring) which makes it easy to dance on. Today, Danceland is open year round and regularly holds square-dances, gospel shows and other performances. Many well known bands and artists (including the Beatles) have performed at Danceland and it even today continues to be a going concern.

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3.4

Travel to the Watrous/Manitou Beach Area

By Air - The closest international airport is Saskatoon Airport (YXE) which is serviced by 10 airlines. Non-stop service is offered to: Calgary 1h 4m Edmonton 58m Vancouver 2h Winnipeg 1h 23 m Toronto 3h 27 m Minneapolis St. Paul 2 h 17 m

By Train: The Canadian, Vancouver-Toronto

Leaving Vancouver, the Canadian crosses the majestic Rockies, vast western plains and northern Ontario, finishing its journey in Toronto. The journey treats its passengers to some of the most beautiful landscapes in Canada. Departures from Vancouver are on Tuesdays, Fridays and Sundays. Departures from Jasper are on Wednesdays, Saturdays and Mondays. Stops in Watrous – approx travel time from: Vancouver is 1 day, 7 hours, 53 minutes Kamloops is 22 hrs, 58 minutes Jasper is 14 hrs, 3 minutes Edmonton is 8 hrs, 3 minutes Saskatoon is 1 hr, 13 min The Canadian, Toronto-Vancouver Leaving Toronto, the Canadian crosses northern Ontario, the vast western plains and majestic Rockies, finishing its journey in Vancouver on the Pacific coast. Departures from Toronto are on Tuesdays, Thursdays and Saturdays. Departures from Jasper are on Thursdays, Saturdays and Mondays.

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Stops in Watrous – approx travel time from:  Winnipeg is 7 hrs, 45 min  Sioux Lookout is 15 hrs, 15 min  Toronto is 1 day, 7 hrs, 53 minutes

By car: (Estimated drive time at 100 km per hour)

Regina, Saskatchewan Saskatoon, Saskatchewan Edmonton, Alberta Calgary, Alberta Winnipeg, Manitoba Minot, North Dakota Grand Forks, North Dakota Billings, Montana Deadwood, South Dakota

3.5

2 hours 1.3 hours 7 hours 8 hours 8 hours 6 hours 7.5 hours 8 hours 10 hours

About Visitors

Tourism - Currently, the number of tourists to visit the Watrous/Manitou Beach area each year is estimated at 150,000. Busy season is mostly during the summer months and brings people mostly from the nearby cities of Saskatoon and Regina. New Markets – “Leis” will work with Powerthrust to market to three main groups. They include the American Association of Retired Persons (AARP), retired athletes and patients of doctors and health practitioners across Canada, the US, and countries in Europe. This will be discussed in more detail in section 7.0.

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4.0

Economic Description

Regional Economyi - Located in the center of the Canadian grain belt, the Watrous/Manitou Beach area is an administrative center for various government departments such as the Federal Prairie Farm Rehabilitation Association Office, Rural Service Center, Regional Office of Department of Culture and Recreation and the Head Office of the Saskatchewan Water Corporation. There are also three potash mines located near Watrous which represent a major source of employment for local residents. Provincial Economyii - Estimates released on April 25, 2007 by Statistics Canada. Saskatchewan’s Gross Domestic Product stood at $34.3 billion for 2006 and has grown on an annual average of 2.0% over the last decade. Per capita, that puts Saskatchewan in forth among the 10 provinces. Besides the agriculture sector, Saskatchewan has other key sectors that have been identified for having the potential for significant growth: Technology - Due to real estate prices, several national companies and organizations have established telephone call centers in Saskatchewan. Energy - Saskatchewan is Canada’s second highest oil-producing province and ranks third in natural gas production. Biotechnology - Saskatchewan is a world leader in the agriculture and biotechnology sector. Manufacturing - 75% of the manufacturing of goods in this province is exported. Saskatchewan has built a reputation for its high quality farm equipment and exports farm equipment around the world.

5.0

Canadian Retirement Rate 1995-1999

Canada Saskatchewan Alberta BC PEI Ontario Manitoba Nova Scotia Quebec New Brunswick Newfoundland & Labrador

667000 23000 55000 86000 3000 255000 26000 18000 174000 16000 10000

iii

Yearly Avg 166750 5750 13750 21500 750 63750 6500 4500 43500 4000 2500

2000-2004 734000 25000 55000 99000 3000 292000 28000 21000 182000 19000 10000

Yearly Avg 183500 6250 13750 24750 750 73000 7000 5250 45500 4750 2500

% Change 9% 8% 0% 14% 0% 13% 7% 15% 5% 16% 0%

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The estimates by Stats Can are that by 2026 22% of Canada’s population will be over the age of 65. This will be up compared to the 13% of 2005 or the 8 % of 1971. Current estimates show a retirement rate of 5,000 people per day.

6.0

Salt Resorts Inc.

“Salt” is a wholly owned Saskatchewan subsidiary of “Leis”. “Salt” is in the business of acquiring and developing real estate in the Manitou Beach area. “Leis” will provide capital and will be involved in raising money through RRSP eligible investments for “Salt”. The use of capital will allow for the development of the various serviced and un-serviced properties acquired in Manitou Beach, Saskatchewan. These properties will be turned into single family residential homes, town houses, and condominiums which will either be sold or managed as medium to long term rental units. The structure for purchasing is flexible and will allow for rentals, time share or ownership. Also plans are underway to develop a 110 acre property west of Manitou Beach along a 1 mile strip of shoreline to create approximately 600 residential and commercial units. (See section 9.0 for details) “Salt” would also provide a wellness spa and retreat center for various health care practitioners. This Canadian destination treatment centre would allow medical doctors, naturopathic doctors, other health care professionals and their patients to benefit from receiving treatments that may not be available locally or conveniently in one location. Ideas being considered for the centre include, but are not limited to: Heated Indoor/Outdoor Mineral Pools, Colonic Irrigation, Far-Infrared Saunas, Balneotherapy, Spa Treatments, Microdermabrasion, Chelation Therapy, Non-Surgical Aesthetic Therapies (i.e. Mesotherapy, Facial Rejuvenation Acupuncture), Other Naturopathic Therapies (i.e. Intravenous Therapies, Intra-Articular injections, Acupuncture, Prolotherapy, etc.) Ideas for building design, facility layout, therapies offered, speaker participation, and website development will be welcomed from naturopathic doctors and other health care practitioners. A collaborative team will be traveling to major centers in the US and Canada to make presentations regarding “Salt” as the interest grows. Directors and Officers: Hank Leis – CEO and President JR Leis – Vice President Allison Patton – Secretary Management: Galina Bogatch – Design Coordinator Caleb Ng – General Manager Salme Leis- Liaison Ken Dalgleish – Project Advisor and Coordinator 12


6.1

“Salt” Directors and Management

DIRECTORS AND OFFICERS Hank Leis, President and CEO – see page 5 JR Madge Thompson, Vice President – see page 5 Allison Patton, Secretary Treasurer – Dr. Patton graduated from the Canadian College of Naturopathic Medicine and is licensed to practice naturopathic medicine in the province of British Columbia. Dr. Patton also holds a Bachelor of Science degree from the University of Victoria. Dr. Patton is one of the founders in 2001 of Mountainview Wellness Centre. In 2010, Dr. Patton completed her MBA with a specialization in leadership from Royal Roads University. This MBA included primary research and the development of a strategic marketing plan for Salt spa. As a result of this project, she was awarded the Governor General’s Gold Medal for academic excellence. Dr. Patton is co-publisher of Metanoia magazine, a national publication in its third year of print. MANAGEMENT Salme Leis, Liaison- Salme Leis is an entrepreneur, co-publisher of Metanoia Magazine (a new way of thinking), international traveller and creative innovator. For four years she has been involved in strategy, policy and planning with the Mountainview Group, a medical wellness business. Caleb Ng, General Manager – Dr. Ng is also a licensed naturopathic physician in the province of BC. In 2001, Dr. Ng co-founded Mountainview Wellness Centre, a naturopathic medical office with a focus on innovative therapeutics and a holistic approach to medical conditions. Currently Dr. Ng also serves on the Board of the BC Naturopathic Association where he is the Vice President and director in charge of media affairs, government relations, and public relations. He is also copy chief for Metanoia Magazine. Galina Bogatch, Design Coordinator – Dr. Bogatch graduated from Lviv State Medical Institute in the Ukraine where she practiced as a medical doctor for 8 years. She is also licensed to practice naturopathic medicine in the province of British Columbia and co-founder of Mountainview Wellness Centre. She is also the special events coordinator for the Mountainview Group and has arranged events such as the Autumn Art Vernissage, an art fundraiser that drew hundreds and raised over money for the local Peace Arch Hospital. Ken Dalgleish, Project Advisor and Coordinator – Mr. Dalgleish graduated in Civil Engineering in 1962. He is past member of the American Association of Cost Engineers, the American Society of Professional Estimators, and the Canadian Institute of Mining and Metallurgy. He retired from the Potash Industry in the year 2000. After retirement he became and alderman and later Mayor of the Village of Manitou Beach in Saskatchewan where he currently resides.

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7.0

“Salt” Projects

7.1

The 9 Lots

The 9 lots purchased in Manitou Beach by “Leis” are in 3 groups of 3 adjacent lots located at:  903, 905 and 907 Ishkoodah Ave.;  302, 304 and 306 Lake Ave.;  201 and 202 Roy St.; and 201 Saskatoon St. Currently there are plans for the construction of a prototype facility on three lots on Ishkoodah Avenue. This facility would serve as a Naturopathic office, prototype spa, show home, and presentation center and office for “Salt”. 7.2

110 Acres

The Resort Village of Manitou Beach has agreed to allow “Leis” to develop 110 acres of land west of Manitou Beach. (See appendix) Currently the 110 acres of land to be developed are unserviced and require infrastructure such as roads, water, sewage, power, gas, and telecommunications to be brought to the area from the existing village. The understanding is that over the next 5 years as service is brought in to different sections of this land, lots will be transferred from the village to “Salt”. There are preliminary lot plans that have been drawn up by the village to show how the new area could appear. (See appendix) A preliminary cost assessment for servicing the land has also been included in the appendix. 7.3

Medical Spa and Resort Information and input is being gathered from medical doctors, naturopathic doctors, and other interested parties for the construction of a medical spa and resort. This resort is planned to be built on Phase I of the 110 acre development.

8.0

Potential Market

A survey conducted in 2006IViii found there to be 4,010 licensed naturopathic doctors in North America. With approximately 600 graduates from the 6 accredited naturopathic medical schools every year and a 2007 estimate from Susan Hunter, director of advancement and public relations at the National College of Natural Medicine (NCNM) in Portland, Oregon it could be estimated that there are at least 5,000 licensed naturopathic doctors practicing in Canada and USA. On average if each of those naturopathic doctors has access to approximately 2,000 patients this would amount to potential market of 10,000,000 accessible customers.

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8.1

European Marketing Program June 18, 2010 REPORT TO THE SHAREHOLDERS OF LEIS INDUSTRIES LIMITED (Trading Symbol: LES on TSX Venture exchange)

In June of 2007, Tranquility Resort Inc. (name changed in 2010 to SALT RESORTS INC.) was incorporated as a wholly owned Saskatchewan subsidiary of Leis Industries Limited, for the purpose of acquiring and developing real estate in and around the resort village of Manitou Beach, Saskatchewan. Manitou Beach Village has a population of 223 people (2006 statistics) and nearby Watrous (7 km away) has approximately 1743 people (2006 statistics). Manitou Beach is a destination point for an estimated 150,000 visitors each year, who come to enjoy the “healing” properties of the mineral waters of Little Manitou Lake. In 2009 Dr. Allison Patton, Director of Tranquility Resort Inc. began a comprehensive consulting project to develop Marketing Strategies identifying the target market and developing a marketing plan. The project was completed in May of 2010. Since the acquisition of properties in Saskatchewan Leis Industries Limited has promulgated its endeavors to doctors in Canada, U.S. and Europe comparing the mineral lake waters to those at other comparable destinations. Dr Patton and JR Leis were invited to Porto, Portugal to make a presentation to over 100 doctors about the future of Balneotherapy in North America, as part of the 36th Congress of the International Society of Medical Hydrology and Climatology. In 2010, Dr. Patton and Salme Leis will be making presentations to the same organization in Paris and will be attending the International Summer School on sustainable strategies and operations sponsored by the University of Perugia (Italy) together with the Polytechnic of Bari (Italy) held at the campus of Columbia University, New York. Current volatile and sometimes erratic economic conditions will determine both the viability and direction of the projects in Manitou Beach. The decision as to when and how to develop the properties is currently being determined by market conditions While the world economy continues to be in turmoil, more opportunities for Leis Industries Limited to participate in various projects have become available. Leis Industries Limited will continue to examine, evaluate and seek ventures and strategic alliances. As a follow-up to the 2008 congress, the Salt Resorts Group has been invited to attend the 37th Congress of the International Society of Medical Hydrology in June in Paris, France to present the findings of their Strategic Marketing Study to their European colleagues.

9.0

Powerthrust Strategic Alliance and Involvement

Powerthrust Management and Marketing Inc. is a private corporation that was created as an entity that will allow for a formal arrangement between “Leis” the real estate development company and Mountainview the wellness company.

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Powerthrust will be the agency involved in marketing the development. Powerthrust was created as a strategic alliance between the Mountainview Wellness Centre in British Columbia and “Leis”. From this base, Powerthrust will be working with naturopathic physicians across North America and Europe to bring them and their patients to the facilities, marketing the projects for pre-sales, time share, and other investment options, working with local naturopathic physicians providing naturopathic locums to fill in for holidays, providing travel packages to ensure that all visitors have an efficient and enjoyable way to reach Manitou. Powerthrust will also be partnering with a number of other organizations to ensure its objectives are fulfilled. Relationships and associations that we have with key individuals and organizations allow us to market to certain groups. Three of these groups include the AARP or American Association of Retired Persons, Retired Sports figures and Physicians’ patients of in the Wellness field across Canada, the US, and countries in Europe. "AARP is dedicated to enhancing quality of life for all as we age. We lead positive social change and deliver value to members through information, advocacy and service." With over 35 million members, AARP is the leading nonprofit, nonpartisan membership organization for people age 50 and over in the United States. The group is known for providing a host of services to this ever-growing segment of the population by:    

Informing members and the public on issues important to this age group Advocating on legislative, consumer and legal issues Promoting community service Offering a wide range of special products and services to members

Membership in AARP is open to any person age 50 or above. With 25 percent of the U.S. population in the 50+ category, nearly half of all people in this age bracket are AARP members. However, U.S. citizenship is not a requirement for membership; over 40,000 members live outside the United States. People do not have to be retired to join. In fact, 44 percent of AARP members continue to work part time or full time. For these reasons, AARP shortened its name in 1999 from the American Association of Retired Persons to just four letters: AARP. The median age of AARP members is 65, and slightly more than half of them are women. Powerthrust will be working with certain retired pro-athletes such as former NHL goalie for the Vancouver Canucks, “King” Richard Brodeur. Mr. Brodeur is a member of the Alumni Hockey Association and as well hosts a number of golf tournaments in B.C. which bring together retired sports figures. It goes without saying that many of these retired pro-athletes are dealing with old injuries and arthritic conditions that may be alleviated and helped by the restorative therapies that will be offered at the planned medical retreat center. With Powerthrust’s involvement, over 1000 naturopathic doctors across Canada have been contacted to invite their participation in this project. Already there has been positive response

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and interest in being involved both financially and professionally. Other professions such as medical doctors and other health care providers across the country will be invited to participate. In order to ensure that all of the interested individuals are able to reach Manitou in an efficient manner, Powerthrust will also specialize in creative and dynamic travel packages by train, bus and airplane that will be arranged as part of the accommodations or purchasing benefits to the clients of the facilities and the purchasers of the residences. “Leis” on the one hand will provide the top-down financing, development and building of the facilities required in each project. Powerthrust will provide the bottom-up consumers of the products.

10.0

Risk Factors

There are numerous risks associated with such a venture. Some of them include:  The volatility of the real estate markets from changes in general economic conditions, availability and cost of mortgages, and supply and demand of housing in the local area;  Development and construction risks such as actual costs exceeding estimated costs, completing the project on schedule, and ability to market houses in a timely manner;  Environmental regulations make property owners liable for removal of hazardous substances; local zoning laws may be changed or new laws enacted and  The climate in the Prairie region is subject to extreme temperatures which can affect development.  Sub trades in the building industry may, at times, be difficult to find  Rising fuel and transportation costs

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i

Long Lake Regional Economic Development Authority Ph: 1-306-946-2223 Email: longlakereda@sasktel.net Mail: P.O. Box 1082, Watrous, SK., S0K 4T0 ii

Saskatchewan Industry and Resources Website http://www.ir.gov.sk.ca/Default.aspx?DN=3770,3387,3328,2936,Documents For More Information, Contact: David McQuinn, Director Economic Analysis Saskatchewan Industry and Resources 300 - 2103 - 11th Avenue REGINA SK S4P 3Z8 Phone: (306) 787-7983 Fax: (306) 787-2198

dmcquinn@ir.gov.sk.ca iii

Statistics Canada Website  http://www.statcan.ca/cgi-bin/downpub/listpub.cgi?catno=89-622-XIE2006002  Perspective, May 2006 (a Stats Can publication)

IV

Naturopathic Profession Growing Rapidly in US and Canada HerbalGram2007;76:22-23 American Botanical Council

SALT Simply A Lifestyle Thing

Allison Lee Patton

Salme Johannes Thompson Leis

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Salt Resorts Business Plan