UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: March 31, ~~2018~~2019

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: _____________ to _____________

ENXNET, INC.

(Exact name of registrant as specified in its charter)

	Oklahoma			000-30675			73-1561191
(State or Other Jurisdiction of Incorporation or Organization)			(Commission File Number)			(I.R.S. Employer Identification No.)

7450 S. Winston Ave, Tulsa, OK 74136

(Address of principal executive offices & zip code)

(918) 494-6663

Registrant’s telephone number, including area code:

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act: Common Stock

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. [ ] Yes [X] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. [ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [ ] Yes [ ] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10K or any amendment to this Form 10K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer [ ] Accelerated filer [ ] ~~Non-accelerated filer (Do not check if a smaller reporting company) [ ] Smaller reporting company [X]~~

Non-accelerated filer [X] Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

The aggregate market value of the voting common equity held by non-affiliates of the registrant on September 30, ~~2017~~2018 (the last business day of the registrant’s most recently completed second fiscal quarter), was $~~639~~1,~~755~~667,638.

On June 29, ~~2018~~2019, the registrant had 5760,~~776~~176,518 shares of common outstanding.

Documents incorporated by reference: None.

	ENXNET, INC.
	FORM 10K
	INDEX
		PAGE
PART I

Item 1.	Description of Business.	4

Item 1A.	Risk Factors.	5

Item 1B.	Unresolved Staff Comments.	5

Item 2.	Description of Property.	5

Item 3.	Legal Proceedings.	5

Item 4.	Mine Safety Procedures.	5

PART II

Item 5.	Market for Common Equity and Related Stockholder Matters.	6

Item 6.	Selected Financial Data.	6

Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation.	6

Item 8.	Financial Statements.	8

Item 9.	Changes In And Disagreements With Accountants On Accounting and Financial Disclosure.	23

Item 9A.	Controls and Procedures.	23

Item 9B.	Other Information.	24

PART III

Item 10.	Directors, Executive Officers, and Corporate Governance.	25

Item 11.	Executive Compensation.	26

Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	28

Item 13.	Certain Relationships and Related Transactions.	29

Item 14.	Principal Accountant Fees and Services.	29

PART IV

Item 15.	Exhibits.	30

Signatures		31

Exhibit Index		32

ENXNET, INC.

FORM 10K

INDEX

		PAGE
PART I
Item 1.	Description of Business.	4
Item 1A.	Risk Factors.	6
Item 1B.	Unresolved Staff Comments.	6
Item 2.	Description of Property.	6
Item 3.	Legal Proceedings.	6
Item 4.	Mine Safety Procedures.	6
PART II
Item 5.	Market for Common Equity and Related Stockholder Matters.	7
Item 6.	Selected Financial Data.	7
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation.	8
Item 8.	Financial Statements.	10
Item 9.	Changes In And Disagreements With Accountants On Accounting and Financial Disclosure.	24
Item 9A.	Controls and Procedures.	24
Item 9B.	Other Information.	25
PART III
Item 10.	Directors, Executive Officers, and Corporate Governance.	26
Item 11.	Executive Compensation.	27
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	29
Item 13.	Certain Relationships and Related Transactions.	30
Item 14.	Principal Accountant Fees and Services.	30
PART IV
Item 15.	Exhibits.	31
Signatures		22
Exhibit Index		33

PART I

FORWARD LOOKING STATEMENTS

This Report on Form 10K (including the Exhibits hereto) contains certain “forward-looking statements” within the meaning of the of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995, such as statements relating to our financial condition, results of operations, plans, objectives, future performance and business operations. Such statements relate to expectations concerning matters that are not historical fact. Accordingly, statements that are based on management’s projections, estimates, assumptions and judgments are forward-looking statements. These forward-looking statements are typically identified by words or phrases such as “believe,” “expect,” “anticipate,” “plan,” “estimate,” “approximately,” “intend,” and other similar words and expressions, or future or conditional verbs such as “should,” “would,” “could,” and “may.” In addition, we may from time to time make such written or oral “forward-looking statements” in future filings (including exhibits thereto) with the Securities and Exchange Commission (the “Commission” or “SEC”), in our reports to stockholders, and in other communications made by or with our approval. These forward-looking statements are based largely on our current expectations, assumptions, plans, estimates, judgments and projections about our business and our industry, and they involve inherent risks and uncertainties. Although we believe that these forward-looking statements are based upon reasonable estimates and assumptions, we can give no assurance that our expectations will in fact occur or that our estimates or assumptions will be correct, and we caution that actual results may differ materially and adversely from those in the forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties, contingencies and other factors that could cause our or our industry’s actual results, level of activity, performance or achievement to differ materially from those discussed in or implied by any forward-looking statements made by or on behalf of us and could cause our financial condition, results of operations or cash flows to be materially adversely effected. Accordingly, investors and all others are cautioned not to place undue reliance on such forward-looking statements. In evaluating these statements, some of the factors that you should consider include those described below under “Risk Factors” and elsewhere in this Report on Form 10K.

ITEM 1.

BUSINESS.

Overview

EnXnet, Inc. was formed under the laws of the State of Oklahoma on March 30, 1999. On November 7, 2015, the Company incorporated EnXnet Energy Company LLC. in the State of Colorado as a wholly owned subsidiary. EnXnet Inc. and its wholly owned subsidiary, EnXnet Energy Company, LLC. (“the Company”) is a natural gas and petroleum exploitation, development and production company engaged in locating and developing hydrocarbon resources, primarily in the Rocky Mountain region. The Company’s principal business strategy is to enhance stockholder value by generating and developing high-potential exploitation resources in these areas. The Company’s principal business is the acquisition of leasehold interests in petroleum and natural gas rights, either directly or indirectly, and the exploitation and development of properties subject to these leases. The Company has leased property in Colorado and is currently searching for additional opportunities in the natural gas and petroleum industry. Our initial goal has been to lease the oil and gas properties of acreage that has a high likelihood of becoming a producing property. We will require additional funding to drill and complete a producing natural gas and petroleum well.

Products and Services

Natural gas and petroleum Industry

The ~~Company~~ Company is searching for opportunities in the natural gas and petroleum industry. Our initial goal is to lease the oil and gas ~~properties~~ properties of acreage that has a high likelihood of becoming a producing property. We have leased a total of 2122,~~867~~507 acres of oil and gas properties in Colorado. We will require additional funding to drill and complete a producing natural gas and petroleum well.

Competition

Our natural gas and petroleum exploitation development and our future production activities will take place in a highly competitive and speculative business atmosphere. In seeking suitable natural gas and petroleum properties for acquisition, we compete with a number of other companies operating in our areas of interest, including large natural gas and petroleum companies and other independent operators. Many of our competitors have greater financial resources than we do, which is exacerbated due to our current liquidity position. Also, many have been engaged in the exploration and production business for a much longer time than we have or not only explore for and produce, but also market natural gas and oil and other products on a regional, national or worldwide basis. Many of our competitors also have a substantially larger operating staff than we do. These competitors may be able to pay more for productive natural gas and oil properties and exploratory prospects and define, evaluate, bid for and purchase a greater number of properties and prospects than us. In addition, these competitors may have a greater ability to continue exploration activities during periods of low market prices. Our ability to acquire additional properties and to discover reserves in the future will depend on our ability to evaluate and select suitable properties and to consummate transactions in a highly competitive environment.

Governmental Regulation

If our natural gas and petroleum activities are successful, we will be subject are subject to stringent federal, regional, state, and local laws and regulations governing occupational safety and health, the discharge of materials into the environment or otherwise relating to environmental protection. These laws and regulations may require the acquisition of permits before conducting drilling or other regulated activities, limit or prohibit operations on environmentally sensitive lands such as wetlands or wilderness areas, require capital expenditures to limit or prevent emissions or discharges, impose specific safety and health criteria addressing worker protection, and place restrictions on the management of wastes. Failure to comply with these laws and regulations may result in the assessment of administrative, civil and criminal penalties, the imposition of remedial obligations, and the issuance of injunctive relief. Any changes in environmental laws and regulations that result in more stringent and costly well drilling, construction, completion or water management activities, or waste handling, disposal or cleanup requirements could have an adverse effect on our financial position and results of operations. We may be unable to pass on such increased compliance costs to our customers. Moreover, accidental releases or spills may occur in the course of our operations, and we cannot assure you that we will not incur significant costs and liabilities as a result of such releases or spills, including any third-party claims for damage to property, natural resources or persons. While we believe that we are in substantial compliance with current environmental laws and regulations and that continued compliance with existing requirements will not materially affect us, there is no assurance that this trend will continue in the future.

Company’s Office

The Company’s offices and technology center are located at 7450 S. Winston Ave, Tulsa, OK 74136 and its telephone number is (918) 494-6663.

Employees

The Company has no full-time employee. The president and CEO of the Company is not receiving or accruing a salary at this time.

ITEM 1A.

RISK FACTORS.

We are a smaller reporting issuer as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended and are not required to provide the information under this item.

ITEM 1B.

UNRESOLVED STAFF COMMENTS.

None.

ITEM 2.

DESCRIPTION OF PROPERTY.

The Company does not own any real property. The Company owns personal property in the form of patents, licenses and office equipment.

The Company conducts its business from the office of its CEO, Ryan Corley, rent free. The office is located at 7450 S. Winston Ave. in Tulsa, OK. The Company’s offices are currently adequate and suitable for its operations.

ITEM 3.

LEGAL PROCEEDINGS.

We may from time to time be a party to various legal actions in the ordinary course of business. There can be no assurance that the Company will not be a party to litigation in the future that could have an adverse effect on the Company.

ITEM 4.

MINE SAFETY DISCLOSURES.

None.

PART II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

The Company’s stock is traded under the symbol “EXNT” on the OTC Pink. There can be no assurance that an active or regular trading market for the common stock will develop or that, if developed, will be sustained. Various factors, such as operating results, changes in laws, rules or regulations, general market fluctuations, changes in financial estimates by securities analysts and other factors may have a significant impact on the market of the Company securities. The market price for the securities of public companies often experience wide fluctuations that are not necessarily related to the operating performance of such public companies such as high interest rates or impact of overseas markets.

The following table shows the reported high and low closing bid prices per share for our common stock based on information provided by the OTC Bulletin Board. The over-the-counter market quotations set forth for our common stock reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

	High		~~Low~~	Low
Period from January 1, 2018 to March 31, 2018	$	0.035	$	0.019
Period from January 1, 2019 to March 31, 2019	$	0.035	$	0.010
Period from October 1, 2018 to December 31, 2018	$	0.005	$	0.035
Period from July 1, 2018 to September 30, 2018	$	0.058	$	0.045
Period from April 1, 2018 to June 30, 2018	$	0.080	$	0.025
Period from January 1, 2018 to March 31, 2018	$	0.020	$	0.019
Period from October 1, 2017 to December 31, 2017	$	0.020	$	0.012
Period from July 1, 2017 to September 30, 2017	$	0.026	$	0.013
Period from April 1, 2017 to June 30, 2017	$	0.080	$	0.015
Period from January 1, 2017 to March 31, 2017	$	0.070	$	0.040
Period from October 1, 2016 to December 31, 2016	$	0.080	$	0.030
Period from July 1, 2016 to September 30, 2016	$	0.050	$	0.006
Period from April 1, 2016 to June 30, 2016	$	0.012	$	0.002

Holders

There ~~were~~ were approximately 120 stockholders of record of the Common Stock as of June 29, ~~2018~~2019. This does not reflect those shares held ~~beneficially~~ beneficially or in “street” name.

Dividend Policy

The Company has never declared or paid any cash dividends on its Common Stock, and the Company currently intends to retain any future earnings to fund the development of its business and therefore does not anticipate paying any cash dividends on its Common Stock in the foreseeable future. Future declaration and payment of dividends on its Common Stock, if any, will be determined in light of the then-current conditions, including the Company’s earnings, operations, capital requirements, financial conditions, restrictions in financing agreements, and other factors deemed relevant by the Board of Directors.

Recent Sales of Unregistered Securities

~~None~~The Company issued 425,000 common shares during the year ended March 31, 2018 for services valued at $7,650. Of these shares, 300,000 and 125,000 respectively were issued to the CFO and to a director.

The Company issued -0- and 450,000 common shares during the year ended March 31, 2019 and 2018 with a fair value of $-0- and $10,300, respectively, which were recorded as additional interest on its outstanding notes.

On November 9, 2018, the Company issued 400,000 common shares to a stockholder in exchange for $20,000 in cash. On July 16, 2018, the Company issued 600,000 common shares in exchange for $30,000 in cash. On February 8, 2019, the Company received $21,000 in cash for 525,000 common shares to be issued to a stockholder.

On August 13, 2018, the Company issued 2,500,000 common shares to retire two note payable in the aggregate amount of $100,000. These notes were in default. Prior to retiring the note, our CEO acquired a one-half interest in the note. Of these shares, 1,250,000 were issued to the CEO as payment of the note. The fair market value of the 2,500,000 shares issued was $117,500. The Company recognized a loss on conversion of the notes payable in the amount of $17,500.

ITEM 6.

SELECTED FINANCIAL DATA.

We are a smaller reporting issuer as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended and are not required to provide the information under this item.

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following plan of operation, discussion of the results of operations and financial conditions should be read in conjunction with the financial statements and related notes appearing in this report.

Overview

EnXnet, Inc. (the “Company”) was formed under the laws of the State of Oklahoma on March 30, 1999. On August 7, 2015, the Company incorporated EnXnet Energy Company LLC. in the State of Colorado as a wholly owned subsidiary. EnXnet Inc. and its wholly owned subsidiary, EnXnet Energy Company, LLC. (“the Company”) is a natural gas and petroleum exploitation, development and production company engaged in locating and developing hydrocarbon resources, primarily in the Rocky Mountain region. The Company’s principal business strategy is to enhance stockholder value by generating and developing high-potential exploitation resources in these areas. The Company’s principal business is the acquisition of leasehold interests in petroleum and natural gas rights, either directly or indirectly, and the exploitation and development of properties subject to these leases. The Company has leased property in Colorado and is currently searching for additional opportunities in the natural gas and petroleum industry. Our goal is to lease the oil and gas properties of acreage that has a high likelihood of becoming a producing property. We will require additional funding to drill and complete a producing natural gas and petroleum well.

The Company currently can satisfy its current cash requirements for approximately 90 days and will raise additional working capital by the sale of shares of the Company common stock to select perspective individuals and from additional borrowings. This plan should provide the additional necessary funds required to enable the Company to initiate it’s drilling program on the oil and gas lease properties.

The Company does not anticipate any significant cash requirements for the purchase of any facilities.

The Company currently has no full-time employee on the payroll.

Results of Operations

Year Ended March 31, 2019 ~~2018~~ Compared to Year Ended March 31, ~~2017~~2018.

Revenues

We had no revenues from ~~operations~~ operations for the years ended March 31, ~~2018~~2019 and ~~2017~~2018. At the present time we are focusing our efforts on searching for an opportunity in in the natural gas and petroleum industry.

Operating Expenses

The Company incurred operating expenses for the years ended March 31, ~~2018~~2019 and ~~2017~~2018 of $~~198~~103,~~473~~541 and $43198,~~404~~473, respectively. The ~~increase~~decrease in operating expenses was $~~155~~94,~~069~~932. Expense categories changed from year to year as follows:

· Impairment of oil and gas properties, unproven ~~increase~~decrease $~~123~~66,~~191~~824

· Consulting expenses ~~increased~~decreased by $10,~~996~~524

· Payroll expense ~~increased~~decreased by $17,498

· All other expense categories ~~increased~~decreased by $~~3,384~~86

Impairment of oil and gas properties, unproved ~~increased~~decreased $~~123~~66,~~191~~824 for the year ended March 31, ~~2018~~2019 from the previous year. In the ~~current~~previous ~~period~~year the Company determined that carrying value of the unproved oil and gas properties was not supported as we have not been ~~able~~ able to raise funds to complete a drilling program on these properties. In the prior year we wrote down all oil and gas properties and continued in the current year to write off any oil and gas lease payments.

Consulting expense ~~increased~~decreased for the year ended March 31, ~~2018~~2019 by $10,~~996~~524 from the previous year. In the ~~current~~previous ~~period~~year, we issued common stock and extended outstanding stock options to our outside board member and consultants in the amount of $2,250 and $9,946, respectively. We did not issue any common stock or options in the ~~previous~~current ~~period~~year to consultants.

Payroll expense ~~increased~~decreased for the year ended March 31, ~~2018~~2019 by $17,498 from the previous year. In the ~~current~~prior ~~period~~year, we issued common stock and extended outstanding stock options for compensation to our CFO and consultants in the amount of $5,400 and $12,098, respectively. We did not issue any common stock or options as compensation in the ~~previous~~current year.

We incurred net losses for the years ended March 31, ~~2018~~2019 and ~~2017~~2018 of $~~251~~161,~~042~~725 and $79251,~~151~~042, respectively.

Liquidity and Capital Resources

The ~~Company~~ Company has issued 5559,~~276~~301,518 shares of its Common Stock to officers, directors and others. The Company has little operating history ~~and~~ and no material assets other than the oil and gas cash bond and 2122,~~867~~507 acres of mineral lease properties. The Company has $4110,~~364~~594 in cash as of March 31, ~~2018~~2019, of which $192,~~620~~439 is restricted for use in natural gas and petroleum exploration.

The ~~Company~~ Company has a limited source of revenue and has incurred operating losses since inception. The Company has incurred operating losses each year since its inception and has had a working capital deficit at March 31, ~~2018~~2019 and ~~2017~~2018. The working capital deficit at March 31, ~~2018~~2019 and ~~2017~~2018 was $2,~~008~~079,~~416~~969 and $12,~~813~~008,~~764~~416, respectively. These factors raise substantial doubt about the Company’s ability to continue as a going concern. As a result of these factors, the Company’s independent certified public accountants have included an explanatory paragraph in their reports on the Company’s March 31, ~~2018~~2019 and ~~2017~~2018 financial statements which expressed substantial doubt about the Company’s ability to continue as a going concern.

Contractual Obligations.

The Company at the present time has no material commitments for capital expenditures. If capital expenditures are required after operations commence, the Company will pay for the same through the sale of common stock; or through loans from third parties. There is no assurance, however, that such financing will be available and in the event such financing is not available, the Company may have to cease operations.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES.

Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements. These statements have been prepared in accordance with generally accepted accounting principles in the United States of America.

Use of estimates in preparation of financial statements

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, based on historical experience, and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The following critical accounting policies rely upon assumptions, judgments and estimates and were used in the preparation of our consolidated financial statements:

Oil and gas properties, unproved (full cost method)

The Company uses the full cost method of accounting for exploration and development activities as defined by the SEC. Under this method of accounting, the costs of unsuccessful, as well as successful, exploration and development activities are capitalized as properties and equipment. This includes any internal costs that are directly related to property acquisition, exploration and development activities but does not include any costs related to production, general corporate overhead or similar activities. Gain or loss on the sale or other disposition of oil and gas properties is not recognized, unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves. Oil and gas properties include costs that are excluded from costs being depleted or amortized. Oil and natural gas property costs excluded represent investments in unevaluated properties and include non-producing leasehold, geological, and geophysical costs associated with leasehold or drilling interests and exploration drilling costs. Costs are transferred to the full cost pool as the properties are evaluated over the life of the reservoir.

All items classified as unproved property are assessed on a quarterly basis for possible impairment or reduction in value. Properties are assessed on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of various factors, including, but not limited to, the following: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; assignment of proved reserves; and economic viability of development if proved reserves are assigned. During any period in which these factors indicate an impairment, the cumulative drilling costs incurred to date for such property and all or a portion of the associated leasehold costs are transferred to the full cost pool and become subject to amortization.

Fair Value of Financial Instruments

The ~~carrying~~ carrying amounts reported in the consolidated balance sheets as of March 31, ~~2018~~2019 and ~~2017~~2018 for cash equivalents and accounts payable ~~and~~ and accrued expenses approximate fair value because of the immediate or short-term maturity of these financial instruments.

Contingent Liability

We may have certain contingent liabilities with respect to material existing or potential claims, lawsuits and other proceedings. We accrue liabilities when it is probable that future cost will be incurred and such cost can be measured.

Off Balance Sheet Arrangements

We currently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

ITEM 8.

FINANCIAL STATEMENTS.

The information for this Item is included beginning on Page F-1 of this Annual Report.

108

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

EnXnet, Inc.

Tulsa, Oklahoma

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of EnXnet, Inc. and its subsidiary (collectively, the “Company”) as of March 31, ~~2018~~2019 and ~~2017~~2018, and the related consolidated statements of operations, stockholders’ deficit, and cash flows for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31, ~~2018~~2019 and ~~2017~~2018, and the results of ~~its~~their operations and ~~its~~their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Matter

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ MaloneBailey, LLP

www.malonebailey.com

We have served as the Company's auditor since 2012.

Houston, Texas

June 2928, ~~2018~~2019

F-1

ENXNET, INC.

CONSOLIDATED BALANCE SHEETS

	March 31,
	2018			2017
	2019			2018
ASSETS
CURRENT ASSETS
Cash	$	218,~~744~~155		$	821,~~123~~744
Restricted cash		192,~~620~~439			5219,~~277~~620
Prepaid expenses		~~1,118~~—			—1,118
TOTAL CURRENT ASSETS		4210,~~482~~594			6042,~~400~~482
OTHER ASSETS
Oil and gas cash bond		100,000			—100,000
Oil and gas properties, unproved (full cost method)		—			66,396
TOTAL OTHER ASSETS		100,000			100,000
TOTAL OTHER ASSETS		100,000			66,396
TOTAL ASSETS	$	110,594		$	142,482
TOTAL ASSETS	$	142,482		$	126,796
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	~~674~~713,~~297~~962		$	~~636~~674,~~563~~297
Advances from officer - related party		2510,500			1625,500
Advances from stockholder		31,000			31,000
Note payable-stockholder		~~100,000~~—			—100,000
Convertible notes payable		~~300~~400,000			300,000
Convertible notes payable - related party		920,101			890,101
Convertible notes payable - related parties		935,101			920,101
TOTAL CURRENT LIABILITIES		2,~~050~~090,~~898~~563			12,~~874~~050,~~164~~898
LONG-TERM LIABILITIES
Convertible note payable		~~100,000~~—			50100,000
TOTAL LONG-TERM LIABILITIES		~~100,000~~—			50100,000
TOTAL LIABILITIES		2,~~150~~090,~~898~~563			12,~~924~~150,~~164~~898
STOCKHOLDERS’ DEFICIT
Common stock, $0.00005 par value; 200,000,000 shares authorized, 55,276,518 and 54,401,518 shares issued and outstanding, respectively		2,764			2,720
Common stock, $0.00005 par value; 200,000,000 shares authorized, 59,301,518 and 55,276,518 shares issued and outstanding, respectively		2,965			2,764
Additional paid-in capital		5,~~689~~879,~~654~~625			5,~~649~~689,~~704~~654
Accumulated deficit		(7,~~600~~762,~~834~~559	)		(7,~~349~~600,~~792~~834	)
Other comprehensive loss		(100,000	)		(100,000	)
TOTAL STOCKHOLDERS’ DEFICIT		(21,~~008~~979,~~416~~969	)		(12,~~797~~008,~~368~~416	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	~~142~~110,~~482~~594		$	~~126~~142,~~796~~482

The accompanying notes are an integral part of these consolidated financial statements.

F-2

ENXNET, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

	For the Years Ended
	March 31,
	2018			2017
	2019			2018
EXPENSES
Oil and gas exploration	$	~~600~~—		$	~~649~~600
Impairment of oil and gas properties, unproven		123,191			—
Impairment of oil and gas properties, unproved		56,367			123,191
Consulting		121,~~196~~672			112,~~200~~196
Payroll		236,~~498~~000			623,~~000~~498
Professional services		2830,~~975~~520			2728,~~993~~975
Occupancy and office		65,~~519~~453			46,~~781~~519
Travel		1,~~106~~146			~~651~~1,106
Other		2,~~388~~383			2,~~130~~388
Total Expenses		~~198~~103,~~473~~541			43198,~~404~~473
LOSS FROM OPERATIONS		(~~198~~103,~~473~~541	)		(43198,~~404~~473	)
OTHER EXPENSE
Interest expense		(52,569	)		(35,747	)
Loss on conversion of notes payable		(17,500	)		—
NET LOSS	$	(251,042	)	$	(79,151	)
Interest expense		(40,684	)		(52,569	)
Total other expenses		(58,184	)		(52,569	)
NET LOSS	$	(161,725	)	$	(251,042	)
BASIC AND DILUTED NET LOSS PER SHARE	$	(0.00	)	$	(0.00	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED		5457,~~953~~486,~~778~~313			54,~~328~~953,~~093~~778

The accompanying notes are an integral part of these consolidated financial statements.

F-3

ENXNET, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

For the years ended March 31, ~~2018~~2019 and ~~2017~~ 2018

					Additional					Other			Total
	Common Stock				Paid-in		Accumulated			Comprehensive			Stockholders’
	Shares		Amount		Capital		Deficit			Loss			Deficit
Balance, March 31, 2016		54,201,518	$	2,710	$	5,647,714	$	(7,270,641	)	$	(100,000	)	$	(1,720,217	)
Balance, March 31, 2017		54,401,518	$	2,720	$	5,649,654	$	(7,349,792	)	$	(100,000	)	$	(1,797,368	)
Common stock issued for:
Additional interest		200,000		10		1,990		—			—			2,000
Net loss		—		—		—		(79,151	)		—			(79,151	)
Balance, March 31, 2017		54,401,518		2,720		5,649,704		(7,349,792	)		(100,000	)		(1,797,368	)
Common stock issued for:
Additional interest		450,000		23		10,277		—			—			10,300
Compensation		425,000		21		7,629		—			—			7,650
Stock options expense		—		—		22,044		—			—			22,044
Stock option expense		—		—		22,044		—			—			22,044
Net loss		—		—		—		(251,042	)		—			(251,042	)
Balance, March 31, 2018		55,276,518	$	2,764	$	5,689,654	$	(7,600,834	)	$	(100,000	)	$	(2,008,416	)
Common stock issued for:
Conversion of notes payable		2,500,000		125		117,375		—			—			117,500
Cash		1,525,000		76		70,924		—			—			71,000
Stock options expense		—		—		1,672		—			—			1,672
Net loss		—		—		—		(161,725	)		—			(161,725	)
Balance, March 31, 2019		59,301,518	$	2,965	$	5,879,625	$	(7,762,559	)	$	(100,000	)	$	(1,979,969	)

The accompanying notes are an integral part of these consolidated financial statements.

F-4

ENXNET, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	~~For the Years Ended~~	For the Years Ended
	~~March 31,~~	March 31,
	2018				2017
		2019				2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	~~(251,042~~$	)(161,725	$)	~~(79,151~~	)$	(251,042	)
Adjustments to reconcile net loss to net cash used in operating activities:
Common stock issued for additional interest		~~10,300~~	—		~~2,000~~		10,300
Common stock issued for compensation		~~7,650~~	—		-		7,650
Stock options extended		~~22,044~~	1,672		-		22,044
Impairment of oil and gas properties, unproved		~~123,191~~	56,367		-		123,191
Changes in operating assets and liabilities:					-
Loss on conversion of notes payable			17,500				—
Prepaid expenses		(1,118)			-
Changes in operating assets and liabilities:
Accounts payable & accrued expenses		37,734			33,860
Prepaid expenses			1,118				(1,118	)
Net cash used in operating activities		(51,241	)		(43,291	)
Accounts payable & accrued expenses			39,665				37,734
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash used in operating activities			(45,403	)			(51,241	)
Changes in restricted cash		32,657			2,094
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to oil and gas properties, unproved		~~(56,795~~	)(56,367	)	~~(46,288~~	)	(56,795	)
Purchase of cash bond		~~(100,000~~	)—		-		(100,000	)
Net cash used in investing activities		~~(124,138~~	)(56,367	)	~~(44,194~~	)	(156,795	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from advances from officer-related party		~~15,500~~	—		~~21,000~~		15,500
Payment of advances from officer-related party		~~(500~~	)—		-		(500	)
Proceeds from convertible note payable-stockholder		~~24,000~~	—		~~50,000~~		24,000
Proceeds from convertible note payable		~~50,000~~	—		-		50,000
Proceeds from note payable-stockholder		~~100,000~~	—			-	100,000
Net cash provided by financing activities		189,000			71,000
Proceeds from sale of stock			71,000				—
NET INCREASE (DECREASE) IN CASH		13,621			(16,485	)
Net cash provided by financing activities			71,000				189,000
CASH - Beginning of period		8,123			24,608
NET DECREASE IN CASH AND RESTRICTED CASH			(30,770	)			(19,036	)
CASH - End of period	$	21,744		$	8,123
CASH AND RESTRICTED CASH - Beginning of period			41,364				60,400
SUPPLEMENTAL CASH FLOW DISCLOSURES:
CASH AND RESTRICTED CASH - End of period		$	10,594			$	41,364
Cash paid for interest	$	5,625		$	-
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Cash paid for taxes	$	-		$	-
Cash paid for interest		$	—			$	5,625
NON-CASH FINANCING AND INVESTING TRANSACTIONS:
Cash paid for taxes		$	—			$	—
Conversion of advances from officer-related party to convertible notes payable-related party	$	6,000		$	15,000
NON-CASH FINANCING AND INVESTING TRANSACTIONS:
Conversion of advances from officer-related party to convertible notes payable-related party		$	15,000			$	6,000
Conversion of notes payable stockholder with stock issuance		$	100,000			$	—

The accompanying notes are an integral part of these consolidated financial statements.

F-5

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

NOTE 1 – DESCRIPTION OF BUSINESS AND GOING CONCERN

EnXnet, Inc. (“EnXnet”, “we”, “our”, the “Company”) was formed in Oklahoma on March 30, 1999. On August 7, 2015, the Company incorporated EnXnet Energy Company LLC. in the State of Colorado as a wholly owned subsidiary. EnXnet Inc. and its wholly owned subsidiary, EnXnet Energy Company, LLC. (“the Company”) is a natural gas and petroleum exploitation, development and production company engaged in locating and developing hydrocarbon resources, primarily in the Rocky Mountain region. The Company’s principal business strategy is to enhance stockholder value by generating and developing high-potential exploitation resources in these areas. The Company’s principal business is the acquisition of leasehold interests in petroleum and natural gas rights, either directly or indirectly, and the exploitation and development of properties subject to these leases. The Company has leased property in Colorado and is currently searching for additional opportunities in the natural gas and petroleum industry. Our goal is to lease the oil and gas properties of acreage that has a high likelihood of becoming a producing property. We will require additional funding to drill and complete a producing natural gas and petroleum well.

The Company has a working capital deficit and has incurred losses since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern.

Funds ~~required~~ required to carry out management’s plans are expected to be derived from future stock sales and borrowings from outside and related parties. There can be no assurances that the Company will be successful in executing its plans.

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES

Cash ~~and cash equivalents~~

Cash equivalents are highly liquid investments with an original maturity date of three months or less.

Restricted Cash

The Company has cash that is restricted for use in natural gas and petroleum exploration.

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States necessarily requires management to make estimates and assumptions that affect the amounts reported in the financial statements. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Actual results could differ from those estimates.

Fair Value of Financial Instruments

The carrying amounts reported in the consolidated balance sheets as of March 31, ~~2018~~2019 and ~~2017~~2018 for cash, accounts payable, accrued expenses, advances from officer and stockholders, notes payable and convertible notes payable approximate fair value because of the immediate or short-term maturity of these financial instruments.

F-6

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

Oil and gas properties, unproved (full cost method)

Impairment of long-lived assets

The ~~Company~~ Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that ~~the~~ the historical-cost carrying value of an asset may no longer be appropriate. The Company assesses recoverability of the asset by comparing the undiscounted future net cash flows expected to result from the asset to its carrying value. If the carrying value ~~exceeds~~ exceeds the undiscounted future net cash flows of the asset, an impairment loss is measured and recognized. An impairment loss is measured as the difference between the net book value and the fair value of the long-lived asset. Fair value is estimated based upon either discounted cash flow analysis or estimated salvage value. The Company recognized impairment expense in the years ended March 31, ~~2018~~ 2019 and ~~2017~~2018 in the amounts of $~~123~~56,~~191~~367 and $~~-0-~~123,191, respectively.

Stock Based Compensation

The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based Compensation and ASC 505, Equity Based Payments to Non-Employees, using the fair value method. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Equity instruments issued to employees and the cost of the services received as consideration are measured and recognized based on the fair value of the equity instruments issued.

Income taxes

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to reverse.

We have net operating loss carryforwards available to reduce future taxable income. Future tax benefits for these net operating loss carryforwards are recognized to the extent that realization of these benefits is considered more likely than not. To the extent that we will not realize a future tax benefit, a valuation allowance is established.

F-7

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

Basic and diluted net loss per share

Basic loss per share is computed using the weighted average number of shares of common stock outstanding during each period. Diluted loss per share includes the dilutive effects of common stock equivalents on an “as if converted” basis. For the year ended March 31, ~~2018~~2019 and ~~2017~~2018 share Diluted EPS excludes all dilutive potential shares if their effect is antidilutive. During periods of net loss, all common stock equivalents are excluded from the diluted EPS calculation because they are antidilutive. As of March 31, ~~2018~~2019, the Company has common stock equivalents related to options outstanding to acquire 1,~~290~~240,000 shares of the Company’s common stock and 4849,~~110~~575,~~834~~649 shares issuable upon conversion of convertible notes payable and accrued interest.

Recent Accounting Pronouncements

In May 2014, the FASB issued guidance regarding the accounting for revenue from contracts with customers. In April 2016, May 2016 and December 2016, the FASB issued additional guidance, addressed implementation issues and provided technical corrections. The guidance may be applied retrospectively or using a modified retrospective approach to adjust retained earnings (deficit). The guidance is effective for interim and annual periods beginning after December 15, 2017. EnXnet adopted this ASU on January 1, 2018 using the full retrospective approach. EnXnet has concluded that the adoption of this ASU did not have an impact on its consolidated financial statements.

In February 2016, the FASB issued guidance regarding the accounting for leases. The guidance requires recognition of most leases on the balance sheet. The guidance requires lessees and lessors to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The guidance is effective for interim and annual periods beginning after December 15, 2018. EnXnet will adopt this ASU on April 1, 2019. EnXnet believes that the adoption of this ASU will not have a material impact on its consolidated financial statements.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force). ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for all interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company does not expect the adoption of ASU 2016-18 to have a material impact on the Company’s Consolidated Financial Statements.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This update clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This ASU is effective for public business entities for fiscal years beginning after December 15, 2017, and for interim periods therein with early adoption permitted and must be applied retrospectively to all periods presented. The Company does not currently anticipate that the adoption of this standard will have a material impact on its consolidated financial statements.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiary. All significant inter-company transactions and balances have been eliminated in consolidation. References herein to the Company include the Company and its subsidiary, unless the context otherwise requires.

Cash and Restricted Cash

Cash and restricted cash as reported in the consolidated statements of cash flows consist of the following:

	March 31, 2019		March 31, 2018
Cash	$	8,155	$	21,744
Restricted cash		2,439		19,620
Total cash and restricted cash	$	10,594	$	41,364

F-8

Reclassification

Certain amounts in the 2018 financial statements have been reclassified to conform to the 2019 financial presentation. These reclassifications have no impact on net loss.

Recent Accounting Pronouncements

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force). ASU 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for all interim and annual reporting periods beginning after December 15, 2017. The attached financial statements include the adoption of ASU 2016-18 which was adopted by the Company on April 1, 2018. The adoption did not have a material impact on the Company’s Consolidated Financial Statements, other than certain reclassifications have been made in the Company’s consolidated statements of cash flows to conform with the current period presentation.

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606), which superseded nearly all then-existing revenue recognition guidance. Subsequent to the issuance of Topic 606, the FASB clarified the guidance through several Accounting Standard Updates; the collection of such revenue guidance is referred to herein as “ASC 606”. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

The Company adapted ASC 606 in the first quarter of our fiscal year ending March 31, 2018 using modified retrospective approach. The adoption of ASC 606 did not have a significant impact on the Company’s consolidated financial statements as of the period ended March 31, 2019 and, as a result, comparisons of revenues and operating profit performance between periods are not affected by the adoption of this ASU. The adoption of ASC 606 did not change judgements or affect the determination of the amounts and timing of revenue, the timing of satisfaction of performance obligations, the transaction price or the amounts allocated to performance obligations.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which amended authoritative guidance on leases and is codified in ASC 842. The amended guidance requires lessees to recognize substantially all leases on their balance sheets as right-of-use (“ROU”) assets along with corresponding lease liabilities. The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification determines whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. The new standard also requires increased disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The adoption will not have a material impact on the Company’s Consolidated Financial Statements when adopted.

The Company does not expect the adoption of other recently issued accounting pronouncements to have a significant impact on the Company's results of operation, financial position or cash flows.

NOTE 3 – OIL AND GAS CASH BOND

The Company has deposited with the Colorado State Land Board $100,000 as a cash bond. The bond will be used to secure the payment for damages caused by the Company’s operations on the oil and gas leased properties, and to assure compliance with all the terms and provisions of the oil and gas leases.

NOTE 4 – OIL AND GAS PROPERTIES, UNPROVED

At March 31, ~~2018~~ 2019 and ~~2017~~2018, the Company had $~~123~~179,~~191~~558 and $66123,~~396~~191 in unproved oil and gas properties representing 2122,~~867~~507 and 17,306 acres in the Rocky Mountain range located in the State of Colorado, respectively. In the years ended March 31, ~~2018~~2019 and ~~2017~~2018, the Company paid $56,~~795~~367 and $4656,~~288~~795 to lease 422,~~561~~507 ~~and 16,346~~ acres for a 5-year term, respectively. Initially the Company is required to to pay the first year’s lease plus any lease bonus payments. Thereafter, the Company is responsible for making annual lease payments of $2.50 per acre to the State of Colorado for the next four years. Annual lease payments for future fiscal years are as follows:

F-89

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

Fiscal Year Ended March 31,	~~Acres Leased~~	~~Annual Lease Commitment~~	Acres Leased		Annual Lease Commitment
2019	21,867	$54,688
	2020			22,507	$	56,268
2020	21,867	$54,688
	2021			22,507	$	56,268
2021	21,867	$54,688
	2022			21,547	$	53,868
2022	20,907	$52,268
	2023			3,521	$	8,803
2023	9,030	$7,203
	2024			—		—

Annually, the oil and gas properties are tested for impairment. The Company determined that there was impairment of the unproved oil and gas properties for the years ended March 31, ~~2018~~2019 and ~~2017~~2018 in the amounts of $~~123~~56,~~191~~367 and $~~-0-.~~123,191

NOTE 5 – INCOME TAXES

On December 22, 2017, H.R. 1, originally known as the Tax Cuts and Jobs Act (“the Tax Reform Act”) was enacted. The Tax Reform Act significantly revised the U.S. corporate income tax regime by, among other things, lowering the U.S. corporate tax rate from 35% to 21% effective January 1, 2018, while also repealing the deduction for domestic production activities, implementing a territorial tax system and removing the expiration of net operating losses. U.S. GAAP requires that the impact of tax legislation be recognized in the period in which the law was enacted. The Company did not record any tax expense or benefit due to a remeasurement of deferred tax assets and liabilities.

At March 31, ~~2018~~2019 and ~~2017~~2018, the Company had net deferred tax assets of approximately $1,~~393~~427,000 and $21,~~177~~393,000 principally arising from net operating loss carryforwards for income tax purposes. ~~Because of the Tax Reform Act, the Company reduced the deferred tax asset and allowance by $832,000 on January 1, 2018.~~ As management of the Company cannot determine that it is more likely than not that the Company will realize the benefit of the net deferred tax asset, a valuation allowance equal to the net deferred tax asset has been established at March 31, ~~2018~~2019 and ~~2017~~2018. At March 31, ~~2018~~2019, the Company has net operating loss carry forwards totaling approximately $6,~~632~~792,000 of which $6,~~403~~632,000 is from the years ended March 31, 2000 through March 31, ~~2017~~ 2018 and these will begin to expire in the year 2020. Under the Tax Reform Act the loss from 2018 will not expire.

Income tax provision (benefit) for the years ended March 31, ~~2018~~2019 and ~~2017~~2018 is summarized below:

		2018			2017
	2019			2018
Current:
Federal	$	-—		$	-—
State		-—			-—
Total current		-—			-—
Deferred:
Federal		(4834,000	)		(2748,000	)
State		—			—
Total deferred		(4834,000	)		(2748,000	)
Increase in valuation allowance		4834,000			2748,000

The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate before provision for income taxes. The sources and tax effect of the differences are as follows:

	2018			2017
Income tax provision at the federal statutory rate		21.0	%		3421.0	%
State income taxes, net of federal benefit		—	%		—	%
Effect of net operating loss		(21.0	%)		(3421.0	%)
		—	%		—	%

F-910

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

Components of the net deferred income tax assets at March 31, ~~2018~~2019 and ~~2017~~2018 were as follows:

	2018			2017
	2019			2018
Net operating loss carryover	$	1,~~393~~427,000		$	21,~~177~~393,000
Valuation allowance		(1,~~393~~427,000	)		(21,~~177~~393,000	)
	$	—		$	—
		—		$	—

ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of evidence, it is more than likely than not that some portion or all of the deferred tax assets will not be recognized. After consideration of all the evidence, both positive and negative, management has determined that a $1,~~393~~427,000 and $21,~~177~~393,000 allowance at March 31, ~~2018~~2019 and ~~2017~~ 2018, respectively, is necessary to reduce the deferred tax assets to the amount that will more likely than not be realized. The change in the valuation allowance for the current year is $4834,000.

As of March 31, ~~2018~~2019, we have a net operating loss carry forward of approximately $6,~~632~~792,000. The loss will be available to offset future taxable income.

The Company has identified its “major” tax jurisdictions to include the U.S. government. The Company's fiscal ~~2015~~2016 through ~~2017~~ 2018 federal tax returns remain open by statute.

NOTE 6 – ~~CONVERTIBLE~~- NOTES PAYABLE

Note payable-stockholder consists of the following:	March 31,
		2018		2017
5.75% note payable to stockholder, due May 17, 2018.	$	100,000	$	-
Convertible notes payable-related party consists of the following:	March 31,
		2018		2017
2% convertible notes payable to Ryan Corley, President of the Company, due on demand, convertible into a maximum of 37,638,984 common shares	$	749,455	$	719,455
2% convertible note payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 978,000 common shares		48,900		48,900
3% convertible notes payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 1,619,500 common shares		111,350		111,350
2% convertible notes payable to Douglas Goodsell, a related party, due on demand, convertible into a maximum of 519,828 common shares		10,396		10,396
Total notes payable-related party	$	920,101	$	890,101

Note payable-stockholder consists of the following:	March 31,
		2019		2018
5.75% note payable to stockholder, due May 17, 2018.	$	-	$	100,000

F-1011

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

Convertible notes payable consists of the following:		March 31,
Convertible notes payable-related party consists of the following:
		2018		2017
	March 31, 2019		March 31, 2018
7% convertible notes payable to stockholder, which is past due, convertible into a maximum of 250,000 common shares,		$	50,000	$	100,000
2% convertible notes payable to Ryan Corley, President of the Company, due on demand, convertible into a maximum of 38,238,984 common shares	764,455		749,455
7% convertible notes payable to stockholder, due August 12, 2018 convertible into a maximum of 250,000 common shares,			50,000		—
2% convertible note payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 978,000 common shares	48,900		48,900
4% convertible notes payable to a stockholder, due on demand, convertible into a maximum of 350,000 common shares			175,000		175,000
3% convertible notes payable to an entity controlled by Ryan Corley, President of the Company, due on demand, convertible into a maximum of 1,619,500 common shares	111,350		111,350
2% convertible notes payable to stockholders, due on demand, convertible into a maximum of 1,100,000 common shares			25,000		25,000
2% convertible notes payable to Douglas Goodsell, a related party, due on demand, convertible into a maximum of 519,828 common shares	10,396		10,396
Total notes payable		$	300,000	$	350,000
Total notes payable-related party	$ 935,101		$ 920,101
Convertible notes payable consists of the following:
	March 31, 2019		March 31, 2018
7% convertible note payable to stockholder, due on August 15, 2019, convertible into a maximum of 250,000 common shares,	50,000		-
7% convertible note payable to stockholder, due on September 10, 2019, convertible into a maximum of 250,000 common shares,	50,000		-
7% convertible notes payable to stockholder, due on demand, convertible into a maximum of 250,000 common shares,	50,000		50,000
7% convertible notes payable to stockholder, due on demand, which is past due, convertible into a maximum of 250,000 common shares,	50,000		50,000
4% convertible notes payable to a stockholder, due on demand, convertible into a maximum of 350,000 common shares	175,000		175,000
2% convertible notes payable to stockholders, due on demand, convertible into a maximum of 1,100,000 common shares	25,000		25,000
Total notes payable	$ 400,000		$ 300,000
Long Term Convertible notes payable consists of the following:
	March 31, 2019		March 31, 2018
7% convertible note payable to stockholder, due on August 15, 2019, convertible into a maximum of 250,000 common shares,	-		50,000
7% convertible note payable to stockholder, due on September 10, 2019, convertible into a maximum of 250,000 common shares,	-		50,000
Total notes payable	$ -		$ 100,000

Long Term Convertible notes payable consists of the following:	March 31,
	2018		2017
7% convertible notes payable to stockholders, due August 12, 2018 convertible into a maximum of 250,000 common shares,	$	—	$	50,000
7% convertible note payable to stockholder, due on August 15, 2019, convertible into a maximum of 250,000 common shares,		50,000		—
7% convertible note payable to stockholder, due on September 10, 2019, convertible into a maximum of 250,000 common shares,		50,000		—
Total notes payable	$	100,000	$	50,000

On April 1, 2018, the Company converted $15,000 of the advances from an officer into a convertible note payable. The note bears interest of 2% and is convertible with the accrued interest into common shares of the Company at a rate of $0.025 per share.

In April 2018, our CEO and President acquired a $50,000 interest in a note payable-stockholder that was due May 17, 2018, On August 13, 2018 the Company paid this note with the issuance of 1,250,000 shares of stock. In addition, on August 13, 2018, The Company issued another 1,250,000 shares of stock to pay a note payable-stockholder in the amount of $50,000. A total of 2,500,000 shares of stock were issued to pay notes payable aggregating $100,000. The fair market value of the 2,500,000 shares issued was $117,500. The Company recognized a loss on conversion of the notes payable in the amount of $17,500.

On April 1, 2017, the Company converted $6,000 of the advances from our CEO, Ryan Corley into a convertible note payable. The note bears interest of 2% and is convertible with the accrued interest into common shares of the Company at a rate of $0.05 per share. The Company determined that the note did not contain a beneficial conversion feature nor did the conversion option qualify for derivative accounting.

On May 30, 2017, the Company’s subsidiary, EnXnet Energy Company, LLC, entered into a loan agreement with an individual to borrow $100,000 for an initial term of 6 months with the option to extend the note for an additional 6 months. The note was due November 30, 2017 with interest of 5.5% in the amount of $2,750 which was paid in December 2017. The Company also issued 100,000 shares of common stock with a fair value of $4,000 which was recognized as interest expense during the year. The loan was extended on December 1, 2017 for six months with interest of 5.75% in the amount of $2,875 which was paid in January 2018. The Company also issued 100,000 shares of common stock with a fair value of $2,000 which was recognized as interest expense during the year. The extension agreement is not considered an extinguishment of debt. The loan was used to secure a one hundred thousand ($100,000) Cash Oil and Gas Blanket Activity Bond with the State of Colorado.

On June 16, 2017, the Company borrowed $16,000 from our CEO, Ryan Corley. The note bears interest of 2% and is convertible with the accrued interest into common shares of the Company at a rate of $0.016 per share. The Company determined that the note did not contain a beneficial conversion feature nor did the conversion option qualify for derivative accounting.F-12

On August 15, 2017, the Company borrowed $50,000 from a stockholder with the primary use of the proceeds to acquire oil and gas leases in Colorado. The note bears interest of 7% and is convertible with the accrued interest into common shares of the Company at a rate of $0.20 per share. The note matures on August 15, 2019. The Company also issued 200,000 shares of Common Stock with a fair value of $3,600 which was recognized as interest expense during current year.

F-11

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

On September 7, 2017, the Company entered into an extension agreement with a stockholder loan in the amount of $50,000 and bearing interest of 7%. The original date of the note was September 10, 2015 with an original maturity date of September 10, 2017. The extension agreement is for 2 years with the maturity date being September 10, 2019. The Company also issued 50,000 shares of common stock with a fair value of $700 which was recognized as interest expense during the current year. The extension agreement is not considered an extinguishment of debt.

On November 21, 2017, the Company borrowed $8,000 from our CEO, Ryan Corley. The note bears interest of 2% and is convertible with the accrued interest into common shares of the Company at a rate of $0.0125 per share. The Company determined that the note did not contain a beneficial conversion feature nor did the conversion option qualify for derivative accounting.

NOTE 7 – RELATED PARTY TRANSACTIONS

Advances from Stockholder:

Advances from a stockholder at March 31, ~~2018~~2019 and ~~2017~~2018 were $31,000 and $31,000, respectively.

Advances from Officer:

Our CEO, Ryan Corley, has made advances to the Company in prior years. During the years ended March 31, ~~2018~~2019 and ~~2017~~2018, the CEO made ~~additional~~ additional unsecured advances totaling $~~15,500~~-0- and $2115,~~000~~500, respectively. During the years ended March 31, ~~2018~~2019 and ~~2017~~2018, the Company ~~made~~ made payments on these advances of $~~500~~-0- and $~~-0-~~500, respectively. Also during the years ended March 31, ~~2018~~2019 and ~~2017~~2018, the Company ~~converted~~ converted $615,000 and $156,000 of the advances into notes payable, respectively. At March 31, ~~2018~~2019 and ~~2017~~2018, advances from the CEO were $~~15,000~~ -0- and $615,~~000~~500 respectively.

The ~~Company~~ Company has notes payable to the CEO in the aggregate amount of $~~749~~764,455 and $~~719~~749,455 as of March 31, ~~2018~~2019 and ~~2017~~2018, respectively. ~~Accrued~~ Accrued interest owed on these notes at March 31, ~~2018~~2019 and ~~2017~~2018 amounted to $~~204~~220,~~861~~150 and $~~190~~204,~~007~~861, respectively. These notes and ~~accrued~~ accrued interest are convertible into 4142,~~411~~770,~~316~~550 and 3841,~~901~~411,~~957~~316 shares of restricted common stock of the Company, respectively.

At March 31, ~~2018~~ 2019 and ~~2017~~2018, advances from the entity controlled by the CEO were $10,500 and $10,500, respectively, and notes payable ~~totaled~~ totaled $160,250 and $160,250, respectively. Accrued interest owed on these notes at March 31, ~~2018~~2019 and ~~2017~~2018 amounted to $3537,~~188~~ 926 and $3235,~~449~~188, respectively. These notes and accrued interest are convertible into 3,~~155~~204,~~917~~312 and 3,~~104~~155,~~417~~917 shares of restricted common stock of the Company, respectively.

Oil and Gas Leases

During the ~~year~~years ended March 31, 2019 and 2018, the Company paid $100 and $300, respectively in transfer fees to acquire aleases ~~lease~~ on an additional 400 and 1,280 acres in the Rocky Mountain range located in the state of Colorado for a 4-year term. The lease was acquired from our President and CEO. Each year, the Company is responsible for making additional lease payments of $2.50 per acre to keep the lease

The Company conducts its business from the office of its CEO, Ryan Corley, rent free.

NOTE 8- COMMON STOCK TRANSACTIONS

The Company issued 425,000 common shares during the year ended March 31, 2018 for services valued at $7,650. Of these shares, 300,000 and 125,000 respectively were issued to the CFO and to a director.

The ~~Company~~ Company issued ~~450,000~~-0- and ~~200~~450,000 common shares during the ~~year~~years ended March 31, ~~2018~~2019 and ~~2017~~2018 with a fair value of $~~10,300~~-0- and $210,~~000~~300, respectively, which were recorded as additional interest on its outstanding notes.

~~F-12~~On November 9, 2018, the Company issued 400,000 common shares to a stockholder in exchange for $20,000 in cash. On July 16, 2018, the Company issued 600,000 common shares in exchange for $30,000 in cash. On February 8, 2019, the Company received $21,000 in cash for 525,000 common shares to be issued to a stockholder.

F-13

ENXNET, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THE YEARS ENDED March 31, ~~2018~~2019 and ~~2017~~ 2018

NOTE 9 – STOCK OPTIONS

On July 24, 2001, the Company filed with the SEC Form S-8, for its 2002 Stock Option Plan, (the Plan). An aggregate amount of common stock that may be awarded and purchased under the Plan is 3,000,000 shares of the Company’s common stock. A summary of the status of the Company’s stock options as of March 31, 2019 and 2018 is presented below:

A summary of the status of the Company’s stock options as of March 31, 2018 and 2017 is presented below:

	2019			2018
Options outstanding at beginning of year		1,290,000			1,590,000
Options granted		—			—
Options exercised		—			—
Options canceled/expired		(50,000	)		(300,000	)
Options outstanding at end of year		1,240,000			1,290,000

	2018			2017
Options outstanding at beginning of year		1,590,000			2,390,000
Options granted		—			—
Options exercised		—			—
Options canceled/expired		(300,000	)		(800,000	)
Options outstanding at end of year		1,290,000			1,590,000

On July 13, 2017, the Company extended and repriced options that were expiring. A total of 1,290,000 options were extended. Of these, 900,000 were extended for 5 years at a price of $0.08 per option; 240,000 were extended for 5 years at a price of $0.10 per option and 150,000 were extended for 1 year with no change in the option price. The Company used the Black-Scholes option pricing method to determine if there were additional compensation expenses to recognize. The extension and repricing resulted in the recognition of $22,044 in compensation expense.

On July 10, 2018, the Company extended and repriced options that were expiring. A total of 150,000 options were expiring, of these 100,000 options were extended for 1 year at an exercise price of $0.25 per option. The Company used the Black-Scholes option pricing method to determine if there were additional compensation expenses to recognize. The extension and repricing resulted in the recognition of $1,672 in compensation expense.

The following table summarizes the information about the stock options as of March 31, 2019:

Weighted Average Range of Exercise Price		Number Outstanding	Weighted Average Remaining Contractual Life Years	Number Exercisable
	0.08	900,000	3.30	900,000
	0.10	240,000	3.30	240,000
	0.25	100,000	0.30	100,000
$	0.08 - 0.25	1,240,000	3.06	1,240,000

The following table summarizes the information about the stock options as of March 31, 2018:

Weighted Average Range of Exercise Price		Number Outstanding	Weighted Average Remaining Contractual Life Years	Number Exercisable
	0.08	900,000	4.30	900,000
	0.10	240,000	4.30	240,000
	0.12	150,000	0.30	150,000
$	0.8008 - 0.12	1,290,000	3.84	1,290,000

The following table summarizes the information about the stock options as of March 31, 2017:

Weighted Average Range of Exercise Price			Number Outstanding		Weighted Average Remaining Contractual Life Years		Number Exercisable
$	0.12		1,590,000		0.30		1,590,000

NOTE 10 – SUBSEQUENT EVENTS

On April 117, ~~2018~~ 2019, the Company ~~converted~~received $1535,000 ofin ~~the~~cash ~~advances~~for ~~from~~875,000 ~~officer into a convertible note payable. The note bears interest of 2% and is convertible with the accrued interest into~~ common shares ofto ~~the~~be ~~Company~~issued atto a ~~rate of $~~stockholder.~~025 per share.~~

~~In April 2018, the Company paid $100 to acquire a lease on an additional 640 acres in the Rocky Mountain range located in the state of Colorado for a 4~~F-~~year term. The lease was acquired from our President and CEO. Each year, the Company is responsible for making additional lease payments of $2.50 per acre to keep the lease.~~14

In April 2018, the Company issued 2,500,000 common stock shares in payment of a $100,000 note that matured on May 31, 2018. Prior to this payment, our CEO and President had acquired one half interest in the loan.

F-13

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A.

CONTROL AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

In connection with the preparation of this annual report on Form 10K, EnXnet’s management, under the supervision and with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow timely decisions regarding required disclosures.

During ~~the~~ the evaluation of disclosure controls and procedures as of March 31, ~~2018~~2019, management identified a material weakness in internal ~~control~~ control over financial reporting, which management considers an integral component of disclosure controls and procedures. The ~~material~~ material weakness identified relates to a lack of appropriate accounting policies and related procedures. As a result of the material ~~weakness~~ weakness identified, management concluded that EnXnet’s disclosure controls and procedures were not effective.

Notwithstanding the existence of this material weakness, EnXnet believes that the consolidated financial statements in this annual report on Form 10K fairly present, in all material respects, EnXnet’s financial condition as of March 31, ~~2018~~2019 and ~~2017~~2018, and the results of its operations and cash flows for the years ended March 31, ~~2018~~2019 and ~~2017~~2018, in conformity with United States generally accepted accounting principles (GAAP).

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management of EnXnet is responsible for establishing and maintaining adequate internal control over financial reporting. EnXnet’s internal control over financial reporting is a process, under the supervision of the Chief Executive Officer and the Chief Financial Officer, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with United States generally accepted accounting principles (GAAP). Internal control over financial reporting includes those policies and procedures that:

• Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company’s assets;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the Board of Directors; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

EnXnet’s management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting as of of March 31, ~~2018~~2019, based on criteria established in Internal Control – Integrated Framework (2013) issued by the ~~Committee~~ Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). As a result of this assessment, management identified a material ~~weakness~~weaknesses in internal control over financial reporting.

2423

A material weakness is a control deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

The material weaknesses identified are disclosed below:

• We do not have adequate personnel and other resources to assure that significant and complex transactions are timely analyzed and reviewed.

• We have limited personnel and financial resources available to plan, develop, and implement disclosure and procedure controls and other procedures that are designed to ensure that information required to be disclosed in our periodic reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms.

• Our limited financial resources restrict our employment of adequate personnel needed and desirable to separate the various receiving, recording, reviewing and oversight functions for the exercise of effective control over financial reporting.

• Our limited resources restrict our ability to ensure that information required to be disclosed in our periodic reports filed under the Exchange Act is accumulated and communicated to management to allow timely decisions regarding required disclosure.

As a result of the material weaknesses in internal control over financial reporting described above, EnXnet management has concluded that, as of March 31, ~~2018~~2019, EnXnet’s internal control over financial reporting was not effective based on the criteria in ~~Internal~~ Internal Control – Integrated Framework issued by the COSO.

This annual report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. We were not required to have, nor have we, engaged our independent registered public accounting firm to perform an audit of internal control over financial reporting pursuant to the rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

The Company intends, as capital resources allow, remedying its material weaknesses by identifying steps that can be taken in the process of documenting and evaluating the applicable accounting treatment for non-routine or complex transactions as they may arise. Despite the Company’s intention to remedy its material weaknesses in the manner described, the actions required to accomplish these objectives may require the Company to engage additional personnel which actions may not be possible in the near term due to our limited financial resources and operations.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

AsDuring the offourth ~~the end~~quarter of ~~the~~fiscal ~~period~~year ~~covered~~ended byMarch ~~this~~31, ~~report~~2019, there have been no changes in internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the quarter ended March 31, ~~2018~~2019, that materially affected, or are reasonably likely to materially affect, EnXnet internal control over financial reporting.

ITEM 9B.

OTHER INFORMATION.

Not applicable.

2524

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERANCE.

Directors and Executive Officers

Set forth below are the names, ages, and positions of each of our executive officers and directors, together with such person’s business experience during the past five (5) years.

Name	Age	Position(s)
Ryan Corley	7475	President, Chief Executive Officer, Chairman of the Board of Directors
Stephen Hoelscher	5960	Chief Financial Officer, Chief Accounting Officer, Treasurer
Richard W Martel, Jr.	6061	Director

Ryan Corley - President, CEO, and a member of the Board of Directors.

Mr. Corley has served as president and a member of the Board of Directors of the Company since February 5, 2000. Mr. Corley is the managing member of Treasure Finders LLC since it was founded on September 9, 2009. Mr. Corley became the Managing member of San Juan Minerals, LLC in April 2006. Mr. Corley received a Bachelor of Science in Business Administration and a Masters in Business Administration from the University of Tulsa.

Stephen Hoelscher - Chief Financial Officer and Treasurer

Mr. ~~Hoelscher~~ Hoelscher has been Chief Financial Officer of the Company since May 21, 2004 and has been providing accounting consulting services to the Company since January 2001. Mr. Hoelscher is a Certified Public Accountant and has 3738 years of accounting and ~~auditing~~ auditing experience. Prior to joining the Company, Mr. Hoelscher was and continues to be the CFO for Mastodon Ventures, Inc., a financial consulting business in Austin, Texas since June 2000. Mr. Hoelscher will continue his work with EnXnet and Mastadon and does not anticipate that this will interfere with his work for the Company. Mr. Hoelscher received a Bachelor of Business Administration from West Texas A&M University (formerly West Texas State University) in Canyon, Texas in 1981.

Richard W. Martel, Jr. - Member of the Board of Directors

Mr. ~~Martel~~ Martel was elected to the Board of Directors and began serving on October 1, 2006. Mr. Martel had been the President of Gem Depot, Inc which was an ecommerce company that sold and distributed gemstones, gold and jewelry over the internet. Mr. Martel is ~~also~~ also the co-founder and President of Detekt Corporation, a company that provides nondestructive infrared services to diagnose ~~electrical~~ electrical and roofing problems for facilities. Detekt was founded in April 1986. Mr. Martel received his B.S. in Chemistry from Oklahoma State University in Stillwater, Oklahoma in 1981 and aan MBA in Telecommunications Management from St. Edwards University in Austin, Texas in 1998.

Election of Officers and Directors

All directors hold office until the next annual meeting of shareholders and until their successors have been elected and qualified. The Company’s officers are elected by the Board of Directors after each annual meeting of the Company’s shareholders and hold office until their death, or until they resign or have been removed from office.

Compensation of Directors

It is intended that each member of our board of directors who is not also an employee (a “non-employee director”) will receive an annual retainer in shares of our common stock as determined by our board of directors and all directors will be reimbursed for costs and expenses related to attending meetings of the board of directors or committees of the board of directors on which they serve.

2625

Our employee directors will not receive any additional compensation for serving on our board of directors or any committee of our board of directors, and our non-employee directors will not receive any compensation from us for their roles as directors other than the stock and stock option grants.

Committees of the Board of Directors

The Board of Directors currently consists of two members and the entire Board acts as the Company’s audit committee. There are no other committees of the Board. The board meets as needed.

Audit Committee and Code of Ethics.

The entire Board serves as the audit committee of the Company. We have not adopted an audit committee charter or made a determination as to whether any of our directors would qualify as an audit committee financial expert. The Company has not yet adopted a code of ethics applicable to its chief executive officer and chief accounting officer, or persons performing those functions, because of the small number of persons involved in management of the Company.

Family Relationships

There are no family relationships among our officers or directors.

Legal Proceedings

Based on our inquiries of all of our officers and directors, we are not aware of any pending or threatened legal proceedings involving any of our officers or directors that would be material to an evaluation of our management.

ITEM 11.

EXECUTIVE COMPENSATION.

The ~~following~~ following table sets forth certain information concerning all cash and non-cash compensation awarded to, earned by or paid to our Chief Executive Officer and other executive officers whose total compensation exceeded $100,000 for the fiscal years ended March 31, ~~2018~~ 2019 and ~~2017~~2018.

Summary Compensation Table

Summary Compensation Table

Stock

Option

Salary

Bonus

Awards

Total

Name and Principal Position

Year

($)

Ryan Corley

2019

-0-

President and Chief Executive Officer

2018

-0-

Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Total ($)
Ryan Corley	2018	-0-	-0-	-0-	-0-	-0-
President and Chief Executive Officer	2017	-0-	-0-	-0-	-0-	-0-

(1) There is a stock option plan for the benefit of the Company’s officers and directors. There is no pension, or profit sharing plan for the benefit of the Company’s officers and directors.

Employment Agreements

We do not have an employment agreement with our CEO, Mr. Corley.

Other Compensation

We may issue to our independent director stock options and common stock as compensation as determined by the Board of directors.

2726

Stock option Plan

2002 Stock Option Plan

We ~~adopted~~ adopted our 2002 Stock Option Plan on July 24, 2001. The plan provides for the grant of options intended to qualify as “incentive stock options” and options that are not intended to so qualify or “non-statutory stock options”. The total number of shares of common stock reserved for issuance under the plan is 3,000,000 shares. We have issued 1,~~290~~240,000 stock options under this plan that are outstanding at March 31, ~~2018~~2019.

The plan is administered by our board of directors, which selects the eligible persons to whom options or stock awards shall be granted, determines the number of shares subject to each option or stock award, the exercise price therefore and the periods during which options are exercisable, interprets the provisions of the plan and, subject to certain limitations, may amend the plan. Each option or stock award granted under the plan shall be evidenced by a written agreement between us and the optionee.

Grants may be made to our employees that includes officers and directors and to certain consultants and advisors.

The exercise price for incentive stock options granted under the plan may not be less than the fair market value of the common stock on the date the option is granted. The exercise price for non-statutory options is determined by the board of directors. Incentive stock options granted under the plan have a maximum term of ten years. Options granted under the plan are not transferable, except by will and the laws of descent and distribution.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

OPTION AWARDS

Equity Incentive Plan Awards:

Option

Number of Securities

Exercise

Option

Underlying Unexercised

Price

Expiration

Options (#)

Unearned Options (#)

($)

Date

Name

Exercisable Unexercisable

Ryan Corley

200,000

0.08

2022

Richard Martel, Jr.

200,000

0.08

2022

Stephen Hoelscher

500,000

0.08

2022

Compensation of Directors

Fees

DIRECTOR COMPENSATION

Non-Qualified

Earned

Non-Equity

Deferred

or Paid

Stock

Option

Incentive Plan

Compensation

All Other

in Cash

Awards

Compensation

Earnings

Compensation

Total

Name

($)

Ryan Corley

Richard Martel, Jr.

~~OPTION AWARDS~~27

	Number of Securities Underlying Unexercised Options (#)		Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)	Option Exercise Price ($)		Option Expiration Date
Name	Exercisable	Unexercisable
Ryan Corley	200,000	-	200,000	$	0.08	2022
Richard Martel, Jr.	200,000	-	200,000	$	0.08	2022
Stephen Hoelscher	500,000	-	500,000	$	0.08	2022

Compensation of Directors

DIRECTOR COMPENSATION

Name	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Non-Qualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Ryan Corley	0	0	0	0	0	0	0
Richard Martel, Jr.	0	0	0	0	0	0	0

Securities Authorized for Issuance under Equity Compensation Plans

The ~~following~~ following table shows information about securities authorized for issuance under our equity compensation plans as of March 31, ~~2018~~ 2019:

Plan Category	Number of Securities to be issued upon exercise of outstanding options (a)	Weighted- average exercise price of outstanding (b)		Number of Securities remaining for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c)
				Number of Securities
Equity compensation plans approved by security holders	1,290,000	$	0.12	-0-
				remaining for future
	Number of			issuance under
	Securities to			equity
	be issued upon		Weighted-	compensation plans
	exercise of		average	(excluding securities
	outstanding	exercise price of		reflected in column
	options		outstanding	(a))
Plan Category	(a)		(b)	(c)
Equity compensation plans approved by security holders	1,240,000	$	0.10	-0-
Equity compensation plans not approved by security holders	-0-	$	-0-	-0-
Total	1,~~290~~240,000	$	0.1210	-0-

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The ~~following~~ following table sets forth certain information as of March 31, ~~2018~~2019 regarding the beneficial ownership of our common stock by (i) each person who, to our knowledge, beneficially owns more than 5% of our Common Stock; (ii) each of our directors and named executive officers; and (iii) all of our named executive officers and directors as a group:

Name and address of Beneficial Owner (2)	Amount (1)		~~Percent of Class~~		Percent of Class
Directors and Named Executive Officers:
Ryan Corley (3)	~~8,274,948~~	9,543,948	~~14.97~~	%		16.04	%
Steve Hoelscher (4)	~~1,440,760~~	1,440,760	~~1.70~~	%		2.41	%
Richard W Martel, Jr. (5)	~~645,000~~	645,000	~~.81~~	%		1.08	%
All directors and named executive officers as a group (3 persons)	~~10,360,708~~	10,360,708	~~18.74~~	%		19.32	%
Other 5% or Greater Beneficial Owners	~~-0-~~	5,511,152	~~N/A~~			9.29	%
* Less than 1%.

*(1) ~~Less~~Beneficial ~~than 1%~~ownership is calculated based on 59,301,518 shares of our common stock issued and outstanding. Beneficial ownership is determined in accordance with Rule 13d-3 of the Securities and Exchange Commission. The number of shares beneficially owned by a person includes shares of common stock subject to options or warrants held by that person that are currently exercisable or exercisable within 60 days following the date hereof. The shares issuable pursuant to those options or warrants are deemed outstanding for computing the percentage ownership of the person holding these options and warrants but are not deemed outstanding for the purposes of computing the percentage ownership of any other person. The persons and entities named in the table have sole voting and sole investment power with respect to the shares set forth opposite the stockholder’s name, subject to community property laws, where applicable.

(1) Beneficial ownership is calculated based on 55,276,518 shares of our common stock issued and outstanding. Beneficial ownership is determined in accordance with Rule 13d-3 of the Securities and Exchange Commission. The number of shares beneficially owned by a person includes shares of common stock subject to options or warrants held by that person that are currently exercisable or exercisable within 60 days following the date hereof. The shares issuable pursuant to those options or warrants are deemed outstanding for computing the percentage ownership of the person holding these options and warrants but are not deemed outstanding for the purposes of computing the percentage ownership of any other person. The persons and entities named in the table have sole voting and sole investment power with respect to the shares set forth opposite the stockholder’s name, subject to community property laws, where applicable.

(2)

The address for the directors and named executive officers is c/o EnXnet, Inc. 7450 S. Winston Ave, Tulsa, OK 74136

(3)

Includes 200,000 shares of common stock issuable upon the exercise of options at an average price of $.08 per share.

(4)

Includes 500,000 shares of common stock issuable upon the exercise of options at an average price of $.08 per share.

(5)

Includes 200,000 shares of common stock issuable upon the exercise of options at an average price of $.08 per share.

2928

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

Oil and Gas Leases

During the years ended March 31, 2019 and 2018, the Company paid $100 and $300, respectively in transfer fees to acquire leases on an additional 400 and 1,280 acres in the Rocky Mountain range located in the state of Colorado for a 4-year term. The lease was acquired from our President and CEO. Each year, the Company is responsible for making additional lease payments of $2.50 per acre to keep the lease

The Company conducts its business from the office of its CEO, Ryan Corley, rent free.

During the year ended March 31, 2018 the Company issued 300,000 shares of stock to the CFO valued at $5,400 and 125,000 shares of common stock to a director valued at $2,250.

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees

Our ~~board~~ board of directors appointed MaloneBailey, LLP as independent auditors to audit our financial statements for the years ended March 31, ~~2018~~ 2019 and ~~2017~~2018. The aggregate fees billed by MaloneBailey LLP for professional services rendered for the audit of our annual ~~financial~~ financial statements included in this Annual report on Form 10K and for the review of our quarterly financial statements included in our Quarterly reports on Form 10Q for the fiscal years ended March 31, ~~2018~~2019 and ~~2017~~2018 were $2223,750 and $1922,~~600~~750, respectively.

Audit Related Fees

None.

Tax Related Fees

None.

All Other Fees

None.

3029

PART IV

ITEM 15.

EXHIBITS.

(a)		Exhibits

Exhibit Number		Exhibit Description
3.1		Articles of Incorporation (1)
3.2		First Amendment to Articles of Incorporation (1)
3.3		Second Amendment to Articles of Incorporation (1)
3.4		Bylaws (1)
10.1		Sub-License Agreement with Ryan Corley as Nominee (1)
10.2		License agreement for Clear Video (1)
10.3		License agreement for Clear Video - addendum (1)
31.1		Chief Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
31.2		Chief Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
32.1		Chief Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)
32.2		Chief Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)

(1)

Filed as an exhibit to Registrant’s Form 10-SB filed on May 22, 2000 and incorporated herein by reference.

(2)

Filed herewith.

3130

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

June 29, 2018	EnXnet, Inc.
June 28, 2019	EnXnet, Inc.
	By:/s/ Ryan Corley
	Name: Ryan Corley
	Title: President, Chief Executive Officer and Director (principal executive officer)

In accordance with the Securities Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

June 29, 2018	/s/ Ryan Corley
June 28, 2019	/s/ Ryan Corley
	Ryan Corley, President, Chief Executive Officer and Director (principal executive officer)
	Ryan Corley, President, Chief Executive Officer and Director
June 29, 2018	/s/ Stephen Hoelscher
	(principal executive officer)
	Stephen Hoelscher, Chief Financial Officer (principal financial and accounting officer)
June 28, 2019	/s/ Stephen Hoelscher
June 29, 2018	/s/ Richard W. Martel
	Stephen Hoelscher, Chief Financial Officer
	(principal financial and accounting officer)
June 28, 2019	/s/ Richard W. Martel
	Richard W. Martel, Director

3231

EXHIBIT INDEX

*EXHIBIT INDEX*

Exhibit Number		Exhibit Description
3.1		Articles of Incorporation (1)
3.2		First Amendment to Articles of Incorporation (1)
3.3		Second Amendment to Articles of Incorporation (1)
3.4		Bylaws (1)
10.1		Sub-License Agreement with Ryan Corley as Nominee (1)
10.2		License agreement for Clear Video (1)
10.3		License agreement for Clear Video - addendum (1)
31.1		Chief Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
31.2		Chief Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
32.1		Chief Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)
32.2		Chief Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)

Exhibit Number		Exhibit Description
3.1		Articles of Incorporation (1)
3.2		First Amendment to Articles of Incorporation (1)
3.3		Second Amendment to Articles of Incorporation (1)
3.4		Bylaws (1)
10.1		Sub-License Agreement with Ryan Corley as Nominee (1)
10.2		License agreement for Clear Video (1)
10.3		License agreement for Clear Video - addendum (1)
31.1		Chief Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
31.2		Chief Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (2)
32.1		Chief Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)
32.2		Chief Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)

(1)

Filed as an exhibit to Registrant’s Form 10-SB filed on May 22, 2000 and incorporated herein by reference.

(2)

Filed herewith.

3332

Filing Compare · ENXNET INC