MMEX 10-Q

MMEX Resources Corp (MMEX)

10-Q 2024-03-15 For: 2024-01-31

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Added on April 11, 2026

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Nevada		26-1749145
(State or other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

3600 Dickinson Fort Stockton, Texas 79735		855-880-0400
(Address of principal executive offices, including zip code)		(Issuer’s telephone number, including area code)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☒
(Do not check if a smaller reporting company)		Emerging growth company	☐

PART I – FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		26
Item 3. Quantitative and Qualitative Disclosures About Market Risk		32
Item 4. Controls and Procedures		32

PART II – OTHER INFORMATION

Item 1. Legal Proceedings		33
Item 1A. Risk Factors		33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		33
Item 3. Defaults Upon Senior Securities		33
Item 4. Mine Safety Disclosures		33
Item 5. Other Information		33
Item 6. Exhibits		34

	January 31, 2024			April 30, 2023
Assets	(unaudited)

Current assets:
Cash	$	-		$	10,363
Prepaid expenses and other current assets		3,000			24,000
Total current assets		3,000			34,363

Property and equipment, net		1,050,507			1,077,803

Total assets	$	1,053,507		$	1,112,166

Liabilities and Stockholders’ Deficit

Current liabilities:
Bank overdraft	$	10		$	-
Accounts payable		828,518			733,857
Accrued expenses		966,742			985,751
Accounts payable and accrued expenses – related parties		860,497			465,703
Notes payable, currently in default		211,953			711,953
Notes payable		1,013,570			105,710
Notes payable – related parties		35,236			-
Convertible notes payable, currently in default, net of discount of $0 at January 31, 2024 and April 30, 2023, respectively		175,000			333,840
Convertible notes payable, net of discount of $3,384 and $15,200 at January 31, 2024 and April 30, 2023, respectively		455,571			620,675
Convertible notes payable – related parties, net of discount of $0 at January 31, 2024 and April 30, 2023, respectively		50,000			20,000
Total current liabilities		4,597,097			3,977,489

Long-term liabilities		-			-

Total liabilities		4,597,097			3,977,489

Commitments and contingencies

Stockholders’ deficit:
Common stock; $0.001 par value; 25,000,000,000 shares authorized, 8,874,007,854 and 769,618,295 shares issued and outstanding at January 31, 2024 and April 30, 2023, respectively		8,874,007			769,618
Preferred stock; $0.001 par value; 1,000,000 shares authorized:
1,000 Series A preferred shares issued and outstanding at January 31, 2024 and April 30, 2023		1			1
1,063 and 1,144 Series B preferred shares issued and outstanding at January 31, 2024 and April 30, 2023, respectively		2			2
Additional paid-in capital		62,338,635			69,082,490
Non-controlling interest		9,871			9,871
Accumulated deficit		(74,766,106	)		(72,727,305	)
Total stockholders’ deficit		(3,543,590	)		(2,865,323	)

Total liabilities and stockholders’ deficit	$	1,053,507		$	1,112,166

	Three Months Ended January 31,						Nine Months Ended January 31,
	2024			2023			2024			2023

Revenues	$	-		$	-		$	-		$	-

Operating expenses:
General and administrative expenses		313,937			211,084			950,150			1,379,285
Project costs		5,890			20,520			11,372			96,560
Depreciation and amortization		9,099			9,099			27,296			27,296

Total operating expenses		328,926			240,703			988,818			1,503,141

Loss from operations		(328,926	)		(240,703	)		(988,818	)		(1,503,141	)

Other income (expense):
Interest expense		(89,742	)		(67,177	)		(297,833	)		(193,190	)

Gain (loss) on extinguishment of liabilities		-			-			(752,150	)		16,540

Total other income (expense)		(89,742	)		(67,177	)		(1,049,983	)		(176,650	)

Income (loss) before income taxes		(418,668	)		(307,880	)		(2,038,801	)		(1,679,791	)
Provision for income taxes		-			-			-			-

Net income (loss)		(418,668	)		(307,880	)		(2,038,801	)		(1,679,791	)

Deemed dividend		-			-			-			2,534,402

Net income (loss) attributable to the common shareholders	$	(418,668	)	$	(307,880	)	$	(2,038,801	)	$	(4,214,193	)

Net income (loss) per common share – basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.00	)	$	(0.15	)
Weighted average number of common shares outstanding – basic and diluted		8,263,536,025			34,392,998			6,507,122,563			27,819,443

	Common Stock				Series A Preferred Stock				Series B Preferred Stock						Additional Paid-in			Non-Controlling		Accumulated
	Shares		Amount		Shares		Amount		Shares			Amount			Capital			Interest		Deficit			Total

Balance, April 30, 2022		21,204,682	$	21,205		1,000	$	1		1,500		$	2		$	66,426,364		$	9,871	$	(68,213,423	)	$	(1,755,980	)
Shares issued for conversion of convertible notes payable and accrued interest		710,802		711		-		-		-			-			108,966			-		-			109,677
Warrants issued as stock-based compensation		-		-		-		-		-			-			495,000			-		-			495,000
Shares issued for the exercise of warrants		2,494,318		2,494		-		-		-			-			(2,310	)		-		-			184
Deemed dividend		-		-		-		-		-			-			2,534,402			-		(2,534,402	)		-
Net income		-		-		-		-		-			-			-			-		(863,660	)		(863,660	)
Balance, July 31, 2022		24,409,802		24,410		1,000		1		1,500			2			69,562,422			9,871		(71,611,485	)		(2,014,779	)
Shares issued for the exercise of warrants		3,965,345		3,965		-		-		-			-			(3,965	)		-		-			-
Shares issued for accrued liability – related party		91,414		91		-		-		-			-			915			-		-			1,006
Shares issued for debt discount		100,000		100		-		-		-			-			5,280			-		-			5,380
Net (loss)		-		-		-		-		-			-			-			-		(508,251	)		(508,251	)
Balance, October 31, 2022		28,566,561		28,566		1,000		1		1,500			2			69,564,652			9,871		(72,119,736	)		(2,516,644	)
Shares issued for conversion of convertible notes payable and accrued interest		7,021,914		7,022		-		-		-			-			66,278			-		-			73,300
Shares issued for the exercise of warrants		9,728,601		9,729		-		-		-			-			(9,729	)		-		-			-
Preferred stock converted into common stock		2,200,000		2,200		-		-		(19	)		(1	)		(2,199	)		-		-			-
Shares issued for cash		1,373,562		1,374		-		-		-			-			39,835			-		-			41,209
Offering costs		-		-		-		-		-			-			(12,000	)		-		-			(12,000	)
Net (loss)		-		-		-		-		-			-			-			-		(307,880	)		(307,880	)
Balance, January 31, 2023		48,890,638	$	48,891		1,000	$	1		1,481		$	1		$	69,646,837		$	9,871	$	(72,427,616	)	$	(2,722,015	)

Supplemental disclosure:
Interest paid	$	144,904	$	-
Income taxes paid	$	-	$	-
Non-cash investing and financing activities:
Common stock issued in conversion of debt	$	249,732	$	189,977
Common stock issued for accrued liability	$	17,808	$	-
Exercise of warrants for an accrued liability	$	-	$	184
Related party convertible note for note payable	$	20,000	$	-
Cashless exercise of warrants	$	-	$	14,343
Deemed dividend	$	-	$	2,534,402
Common stock issued for accrued liability – related party	$	204,763	$	1,006
Shares issued for debt discount	$	-	$	5,380
Warrants issued for debt discount – related party	$	20,323	$	-
Warrants issued for debt discount – related party	$	86,410	$	-
Note payable classified to note payable, currently in default	$	-	$	136,952
Preferred stock converted into common stock	$	1,105,361	$	2,200

Name of Entity	%	Form of Entity	State of Incorporation	Relationship

MMEX Resources Corporation (“MMEX”)	-	Corporation	Nevada	Parent
Pecos Clean Fuels & Transport (formerly Pecos Refining & Transport, LLC	100%	LLC	Texas	Subsidiary
MMEX Solar Resources, LLC	100%	LLC	Texas	Subsidiary
Hydrogen Global, LLC	100%	LLC	Texas	Subsidiary
Clean Energy Global, LLC (formerly Hydrogen Ultra, LLC)	100%	LLC	Texas	Subsidiary

Office furniture and equipment	10 years
Computer equipment and software	5 years
Land improvements	15 years
Land easements	10 years

	January 31, 2024		April 30, 2023
Convertible note payable with Maple Resources Corporation, matures on February 25, 2024, with interest at 5%, convertible into common shares of the Company [1]	$	-	$	20,000
Convertible note payable with Maple Resources Corporation, matures on October 13, 2024, with interest at 5%, convertible into common shares of the Company [2]		50,000		-
Less discount		-		-
Total	$	50,000	$	20,000

	January 31, 2024			April 30, 2023
Note payable to a related party with an issue date of May 7, 2023 with interest at 18% [1]	$	11,800		$	-
Note payable to a related party with an issue date of May 16, 2023 with interest at 18% [2]		4,720			-
Note payable to a related party with an issue date of May 31, 2023 with interest at 18% [3]		7,552			-
Note payable to a related party with an issue date of June 6, 2023 with interest at 18% [4]		5,900			-
Note payable to a related party with an issue date of July 3, 2023 with interest at 18% [5]		5,900			-
Note payable to a related party with an issue date of November 3, 2023 with interest at 18% [6]		8,260
Total		44,132			-
Less discount		(8,896	)		-
Net	$	35,236		$	-

[2]	Effective May 16, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $4,000 and a maturity date of May 16, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $720 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 62,695,925 warrants, thus $3,198 of the $4,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[3]	Effective May 31, 2023, the Company entered into a promissory note with BNL Family Trust, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $6,400 and a maturity date of May 31, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,152 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 100,313,480 warrants, thus $5,386 of the $6,400 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[4]	Effective June 6, 2023, the Company entered into a promissory note with Nabil Katabi, a related party, through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $5,000 and a maturity date of June 6, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $900 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 78,369,906 warrants, thus $4,474 of the $5,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[5]	Effective July 3, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $5,000 and a maturity date of July 3, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $900 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with $5,000 consulting fee under a subscription agreement.

[6]	Effective November 3, 2023, the Company entered into a promissory note with Alpenglow Consulting, LLC, a related party. The note has a principal amount of $7,000 and a maturity date of November 3, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $1,260 was recorded as a debt discount at the notes inception to be recognized over the term of the note.

	January 31, 2024		April 30, 2023

Accrued payroll	$	30,090	$	30,090
Accrued consulting		22,000		48,000
Accrued interest and penalties		820,478		813,487
Other		94,174		94,174

	$	966,742	$	985,751

	January 31, 2024		April 30, 2023

Note payable to an unrelated party, matured March 18, 2014, with interest at 10%	$	75,001	$	75,001
Note payable to an unrelated party with an issue date of March 11, 2021 with interest at 10% [1]		136,952		136,952
Note payable to an unrelated party with an issue date of February 22, 2021 with interest at 10% [2]
$250,000 draw on March 5, 2021		-		250,000
$200,000 draw on March 26, 2021		-		200,000
$50,000 draw on April 13, 2022		-		50,000

Total	$	211,953	$	711,953

	January 31, 2024			April 30, 2023

Office furniture and equipment	$	13,864		$	13,864
Computer equipment and software		6,555			6,555
Refinery land		721,828			721,828
Refinery land improvements		468,615			468,615
Refinery land easements		37,015			37,015
		1,247,877			1,247,877
Less accumulated depreciation and amortization		(197,370	)		(170,074	)

	$	1,050,507		$	1,077,803

[1]	Effective March 11, 2021 the Company entered into a promissory note with Vista Capital Investments, Inc with a principal amount of $250,000. The maturity date of the note was March 11, 2022 which was amended on February 23, 2021 to extend the due date to December 31, 2022. The note has an interest rate of 10% per annum from the date of funding. On February 23, 2022 the Company made a payment of $113,048 to pay down the note principal and effective January 1, 2023 the note went into default as the due date had passed with no extension.

[2]	Effective February 22, 2021 the Company entered into a promissory note with GS Capital Partners, LLC, with a principal amount of $1,000,000, which is subject to drawdown requests by the Company. The original maturity date of the note was the earlier of (i) December 31, 2021 or (ii) the consummation by the Company of an equity or equity-based financing providing net proceeds to the Company sufficient to retire the outstanding indebtedness under the note. On December 30, 2021 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2022 and on April 12, 2022 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2023. The note has an interest rate of 10% per annum from the date of each drawdown. On April 1, 2023 the note went into default as the due date had passed with no extension. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024, therefore is no longer in default in 2024.

[2]	Effective April 25, 2023, the Company entered into a promissory note with Poppy, LLC through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $15,000 and a maturity date of April 25, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $2,700 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 235,109,718 warrants, thus $11,991 of the $15,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[3]	Effective June 2, 2023, the Maple Resources Corporation, the Company’s wholly owned subsidiary entered into an exchange agreement with Seeta Zieger Trust and a subscription agreement through the Company’s wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. Seeta Zieger Trust acquired, through the exchange agreement, the rights to the “Maple Note” (a convertible note was entered into on February 25, 2023 in exchange for cash of $20,000 and is convertible into common shares of the Company at a conversion price equal to 110% of the lowest price at which the shares of common stock were issued by the Company during the twenty prior trading days, including the day upon which a notice of conversion is received by the Company). The note has a principal amount of $20,000 and a maturity date of June 2, 2024. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $3,600 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 313,479,624 warrants, thus $15,988 of the $20,000 in the note converted were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[4]	Effective July 14, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $60,000 and a maturity date of July 14, 2024. The Company received $35,000 cash with an additional $25,000 financing fees. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $6,300 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 300,000,000 warrants, thus $28,379 of the $35,000 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[5]	Effective August 15, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of August 15, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 325,000,000 warrants, thus $16,250 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[6]	Effective September 14, 2023, the Company entered into a promissory note with Eduardo Alberto Maldonado through its wholly owned subsidiary, Pecos Clean Fuels & Transport, LLC. The note has a principal amount of $32,500 and a maturity date of September 14, 2024. The Company received $32,500 cash. In lieu of interest the Company is to pay the lender 18% of the principal amount, in addition to the principal payment, on the maturity date. Accordingly, $5,850 was recorded as a debt discount at the notes inception to be recognized over the term of the note. In addition, the note was issued with 625,000,000 warrants, thus $25,794 of the $32,500 in note proceeds were allocated to the warrants with an increase in additional paid-in capital (see Note 8) and an increase in debt discount.

[7]	Effective February 22, 2021 the Company entered into a promissory note with GS Capital Partners, LLC, with a principal amount of $1,000,000, which is subject to drawdown requests by the Company. The original maturity date of the note was the earlier of (i) December 31, 2021 or (ii) the consummation by the Company of an equity or equity-based financing providing net proceeds to the Company sufficient to retire the outstanding indebtedness under the note. On December 30, 2021 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2022 and on April 12, 2022 the Company entered into an amendment to the notes to extend the maturity date to March 31, 2023. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024. The note has an interest rate of 10% per annum from the date of each drawdown. During the nine months ended January 31, 2024, $295,000 was drawn down against the note.

[1]	On March 8, 2010, the Company closed a note purchase agreement with an accredited investor pursuant to which the Company sold a $50,000 convertible note in a private placement transaction. In the transaction, the Company received proceeds of $35,000 and the investor also paid $15,000 of consulting expense on behalf of the Company. The convertible note was due and payable on December 31, 2010 with an interest rate of 10% per annum. The note is convertible at the option of the holder into our common stock at a fixed conversion price of $3.70, subject to adjustment for stock splits and combinations.

[2]	On January 28, 2011 and February 1, 2011, the Company closed a Convertible Note Agreement totaling $514,900 in principal amount of 25% Convertible Note (the “Notes”) due on the first anniversary of the date of the Note, to a group of institutional and high net worth investors. The Notes are convertible into the Company’s common stock at the holders’ option at $1.00 per common share. All but $25,000 of the promissory notes plus interest were paid in full on March 23, 2011.

[3]	Effective March 31, 2020, the Company entered into a second amendment to certain convertible notes with GS Capital Partners, LLC (“GS”) ($110,000 note dated September 13, 2018, $70,000 note dated September 18, 2018, $600,000 note dated October 5, 2018, and $110,000 note dated February 20, 2019) to extend the notes due dates to November 30, 2020. In consideration of the extension of the maturity dates of the notes the Company was to pay an extension fee of $200,000, which was added to the principal amount owed and would incur interest at 18% per annum. The extension fee is payable in cash at the earlier of (1) in connection with, and at the time of repayment of the Notes, or (2) on November 20, 2020, which was extended to March 31, 2023. GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to conversion (with a floor of $3.00 per share during the first six months after issuance.) During the year ended April 30, 2023 and the nine months ended January 31, 2024, the Company made repayments of $41,210 and $19,590 on the note principal, respectively and on April 1, 2023 the note went into default as the due date had passed with no extension. On October 30, 2023, the note was amended to extend the due date to December 31, 2024 and was reclassed out of default, see convertible notes payable [7].

[4]	Effective April 12, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $165,000. The note was issued at a discount and the Company received net proceeds of $155,000 after payment of $10,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.10 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. During the nine months ended January 31, 2024 the Company converted $41,250 into 823,771,549 shares of common stock in accordance with the terms of the agreement and based on the variable conversion prices in effect on the date of the conversions, therefore no gain or loss was recorded. On April 13, 2023 the note went into default as the due date had passed with no extension.

[5]	Effective September 15, 2022, the Company entered into a convertible promissory note with a principal amount of $100,000 with Boot Capital, LLC. The Company received $91,250 after payment of $8,750 in fees and expenses of the lender and its counsel. The note has an interest rate of 10% per annum and a maturity date of September 15, 2023. The note can be converted into shares of common stock at a 42% discount from the lowest trading price during the 10 days prior to conversion. On September 15, 2023 the note went into default as the due date had passed with no extension.

	January 31, 2024			April 30, 2023
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.005 per share [1]	$	-		$	200,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.01 per share [2]		-			100,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.11 per share [3]		-			54,750
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.11 per share [4]		-			54,250
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price [5]		183,955			226,875
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at a defined variable exercise price [6]		55,000			-
Extension fee added to note payable to an accredited investor issued, with interest at 18%, convertible into common shares of the Company at a defined variable exercise price [7]		-			-
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.10 per share [8]		20,000
Note payable to an accredited investor, with interest at 10%, convertible into common shares of the Company at $0.005 per share [9]		200,000			-
Total		458,955			635,875
Less discount		(3,384	)		(15,200	)

Net	$	455,571		$	620,675

[1]	Effective July 26, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $200,000, which was not funded until August 1, 2022. The note was issued at a discount and the Company received net proceeds of $185,000 after payment of $5,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.055 per share, subject to adjustment if there are future financings with more favorable rates. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance.

[2]	Effective September 15, 2022, the Company entered into a convertible promissory note with a principal amount of $100,000 with Boot Capital, LLC. The Company received $91,250 after payment of $8,750 in fees and expenses of the lender and its counsel. The note has an interest rate of 10% per annum and a maturity date of September 15, 2023. The note can be converted into shares of common stock at a 42% discount from the lowest trading price during the 10 days prior to conversion.

[3]	Effective January 22, 2023, the Company entered into a convertible promissory note with a principal amount of $54,750 with 1800 Diagonal Lending, LLC. The Company received $50,000 after payment of $4,750 in fees and expenses of the lender and its counsel. The note has an interest rate of 10% per annum and a maturity date of January 18, 2024. The note can be converted into shares of common stock at a price of $0.11 per share for the first 180 days and after that can be converted into shares of common stock at a variable exercise price that is equal to a 42% discount to the lowest trading price during the 10 days prior to conversion. During the nine months ended January 31, 2024 the Company converted $54,750 into 581,379,310 shares of common stock in accordance with the terms of the agreement and based on the variable conversion prices in effect on the date of the conversions, therefore no gain or loss was recorded.

[4]	Effective March 7, 2023, the Company entered into a convertible promissory note with a principal amount of $54,250 with 1800 Diagonal Lending, LLC. The Company received $50,000 after payment of $4,250 in fees and expenses of the lender and its counsel. The note has an interest rate of 10% per annum and a maturity date of March 7, 2024. The note can be converted into shares of common stock at a price of $0.11 per share for the first 180 days and after that can be converted into shares of common stock at a variable exercise price that is equal to a 42% discount to the lowest trading price during the 10 days prior to conversion. During the nine months ended January 31, 2024 the Company converted $54,250 into 982,112,068 shares of common stock in accordance with the terms of the agreement and based on the variable conversion prices in effect on the date of the conversions, therefore no gain or loss was recorded.

[5]	Effective February 28, 2023, the Company entered into a convertible promissory note with a principal amount of $226,875 with Sabby Volatility Warrant Master Fund, Ltd. This note was in exchange for a prior promissory note dated March 3, 2022 with principal due of $181,500 and accrued interest of $8,749, wherein the Company also incurred $36,626 worth of financing fees for the exchange. The note has an interest rate of 10% per annum and a maturity date of May 1, 2024. The note can be converted into shares of common stock at a variable exercise price that is equal to a 42% discount to the lowest trading price during the 10 days prior to conversion.

[6]	Effective August 24, 2023 the Company issued and delivered to GS a 10% convertible note in the principal amount of $55,000. The note was issued at a discount and the Company received net proceeds of $50,000 after payment of $2,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.00007 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance.

[7]	Effective March 31, 2020, the Company entered into a second amendment to certain convertible notes with GS Capital Partners, LLC (“GS”) ($110,000 note dated September 13, 2018, $70,000 note dated September 18, 2018, $600,000 note dated October 5, 2018, and $110,000 note dated February 20, 2019) to extend the notes due dates to November 30, 2020. In consideration of the extension of the maturity dates of the notes the Company was to pay an extension fee of $200,000, which was added to the principal amount owed and would incur interest at 18% per annum. The extension fee is payable in cash at the earlier of (1) in connection with, and at the time of repayment of the Notes, or (2) on November 20, 2020, which was extended to December 31, 2024. GS, at its option, may convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a 40% discount from the lowest trading price during the 20 days prior to conversion (with a floor of $3.00 per share during the first six months after issuance.) During the year ended April 30, 2023 and the nine months ended January 31, 2024, the Company made repayments of $80,050 and $158,790 on the note principal, respectively. As of April 30, 2023 and January 31, 2024, the note had an outstanding balance of $158,790 and $0, respectively.

[8]	Effective April 12, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $165,000. The note was issued at a discount and the Company received net proceeds of $155,000 after payment of $10,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.10 per share. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. During the nine months ended January 31, 2024 the Company converted $41,250 into 823,771,549 shares of common stock in accordance with the terms of the agreement and based on the variable conversion prices in effect on the date of the conversions, therefore no gain or loss was recorded. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024.

[9]	Effective July 26, 2022, the Company issued and delivered to GS a 10% convertible note in the principal amount of $200,000, which was not funded until August 1, 2022. The note was issued at a discount and the Company received net proceeds of $185,000 after payment of $5,000 of fees and expenses of the lender and its counsel. GS, at its option, can convert the unpaid principal balance of, and accrued interest on, the note into shares of common stock at a price of $0.055 per share, subject to adjustment if there are future financings with more favorable rates. The Company can prepay the note with prepayment penalties ranging from 105% to 125% during the first 180 days after issuance. On October 30, 2023 the Company entered into an extension agreement to extend the maturity date to December 31, 2024.

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)

Outstanding, April 30, 2023		264,058,999		$	0.01		5.03
Granted		2,111,598,747		$	0.00014
Cancelled / Expired		(9,000,000	)	$	0.20

Outstanding, January 31, 2024		2,366,657,746		$	0.000271		4.74

	2024			2023

Cash, beginning of period	$	10,363		$	136,867
Net cash used in operating activities		(372,856	)		(619,849	)
Net cash used in investing activities		-			-
Net cash provided by financing activities		362,493			490,500

Cash, end of period	$	-		$	7,518

32.1*		Certification by Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

	MMEX Resources Corporation

Dated: March 15, 2024	By:	/s/ Jack W. Hanks
		Chief Executive Officer (Principal Executive Officer), President and Chief Financial Officer (Principal Financial and Accounting Officer)