Mexico Equity & Income Fund : Notice of Annual Meeting of Stockholders to be Held December 12, 2024

THE MEXICO EQUITY AND INCOME FUND, INC.

615 East Michigan Street, 4th Floor Milwaukee, Wisconsin 53202

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD DECEMBER 12, 2024

Important Notice regarding the Availability of Proxy Materials for the Annual Meeting of

Stockholders to Be Held on December 12, 2024: The Notice of Annual Meeting of

Stockholders and Proxy Statement are Available on the Internet at www.mxefund.com.

To the Stockholders:

NOTICE IS HEREBY GIVEN that the Annual Meeting (the "Meeting") of holders of shares of the common stock (the "Stockholders") of The Mexico Equity and Income Fund, Inc., a Maryland corporation (the "Fund"), will be held on December 12, 2024 at 11:00 a.m., Eastern time, at the offices of U.S. Bancorp Fund Services, LLC (d/b/a U.S. Bank Global Fund Services), 777 E. Wisconsin Ave, Floor 6. Milwaukee, WI, 53202, or any adjournment or postponement thereof, for the following purposes:

1. To elect one Class II Director to the Fund's Board of Directors (Proposal 1); and
2. To consider and vote upon such other matters as may properly come before the Meeting or any adjournment thereof.

The Board of Directors has fixed the close of business on October 28, 2024 as the record date for the determination of Stockholders entitled to notice of, and to vote at, this Meeting or any adjournment or postponement thereof. The stock transfer books will not be closed.

Copies of the Fund's most recent annual and semi-annual reports may be ordered free of charge by any Stockholder by writing to the Fund c/o U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202, or by telephone at [phone]. The Fund's most recent annual report was mailed to Stockholders on September 29, 2024.

You are entitled to vote at the Meeting and any adjournment or postponement thereof if you owned shares of the Fund's common stock at the close of business on October 28, 2024. If you attend the Meeting, you may vote your shares in person. Whether or not you expect to attend the Meeting, please complete, date, sign and return the enclosed proxy card in the enclosed postage paid envelope so that a quorum will be present and the maximum number of shares may be voted. You may change your vote at any time by submitting a later-dated proxy or by voting in person at the Meeting. Stockholders that plan on attending the Meeting in person are requested to email U.S. Bank Global Fund Services at [e-mail] by December 4, 2024 so we may accommodate all who plan on attending.

By Order of the Board of Directors,

	Luis Calzada
Dated: November 15, 2024	Secretary

UNLESS YOU EXPECT TO BE PRESENT AT THE MEETING, PLEASE FILL IN, DATE, SIGN AND

MAIL THE ENCLOSED PROXY CARD IN THE ENCLOSED REPLY ENVELOPE. YOUR PROMPT RESPONSE WILL ASSURE A QUORUM AT THE MEETING.

INSTRUCTIONS FOR SIGNING PROXY CARDS

The following general rules for signing proxy cards may be of assistance to you and avoid the time and expense to the Fund involved in validating your vote if you fail to sign your proxy card properly.

1. Individual Accounts: Sign your name exactly as it appears in the registration on the proxy card.
2. Joint Accounts: Either party may sign, but the name of the party signing should conform exactly to the name shown in the registration on the proxy card.
3. Other Accounts: The capacity of the individual signing the proxy card should be indicated unless it is reflected in the form of registration. For example:

		REGISTRATION
Corporate Accounts	Valid Signature
(1)	ABC Corp.	ABC Corp. (by John Doe, Treasurer)
(2)	ABC Corp.	John Doe, Treasurer
(3)	ABC Corp. c/o John Doe,	John Doe
Treasurer
(4)	ABC Corp. Profit Sharing Plan	John Doe, Trustee
Trust Accounts
(1)	ABC Trust	Jane B. Doe
(2)	Jane B. Doe, Trustee u/t/d/	Jane B. Doe, Trustee
12/28/78
Custodial or Estate Accounts
(1)	John B. Smith, Cust.	John B. Smith
	f/b/o John B. Smith, Jr. UGMA
(2)	John B. Smith	John B. Smith, Jr., Executor

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THE MEXICO EQUITY AND INCOME FUND, INC.

615 East Michigan Street, 4th Floor

Milwaukee, Wisconsin 53202

_______________________________

PROXY STATEMENT

FOR

ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON DECEMBER 12, 2024

_______________________________

PROXY STATEMENT

This proxy statement (the "Proxy Statement") is furnished in connection with the solicitation of proxies by the Board of Directors of The Mexico Equity and Income Fund, Inc. (the "Fund") for use at the Annual Meeting of Stockholders (the "Meeting") to be held on December 12, 2024 at 11:00 a.m., Eastern time at the offices of U.S.

Bancorp Fund Services, LLC (d/b/a U.S. Bank Global Fund Services), 777 E. Wisconsin Ave, Floor 6. Milwaukee, WI, 53202, and at any and all adjournments or postponements thereof. A form of proxy for each of the holders of shares of the Fund's common stock (the "Stockholders") is enclosed herewith. This Proxy Statement and accompanying forms of proxy are being first mailed to Stockholders on or about November 15, 2024.

The presence, in person or by proxy, of Stockholders entitled to cast a majority of the votes entitled to be cast at the Meeting (i.e., the presence of a majority of the outstanding shares of common stock of the Fund on the record date, October 28, 2024) is necessary to constitute a quorum for the transaction of business. In the event that a quorum is not present at the Meeting, or if a quorum is present at the Meeting but sufficient votes to approve any of the proposals are not received, the chairman of the Meeting may adjourn the Meeting, or the persons named as proxies may propose one or more adjournments of the Meeting to a date not more than one hundred twenty (120) days after the original record date to permit further solicitation of proxies. Any such adjournment will require the affirmative vote of a majority of those shares represented at the Meeting in person or by proxy. A Stockholder vote may be taken on one or more of the proposals in this Proxy Statement prior to any such adjournment if sufficient votes have been received and it is otherwise appropriate. The persons named as proxies will vote those proxies that they are entitled to vote "FOR" or "AGAINST" any such proposal in their discretion.

Stockholders can vote by Internet by going to the following website address, www.voteproxy.com; by telephone, using the toll-free number listed on the proxy card; or by mail by completing the proxy card and returning it in the envelope provided. If the enclosed proxy is executed and returned, or an internet or telephonic vote is delivered, that vote may nevertheless be revoked at any time prior to its use by written notification received by the Fund, by the execution of a later-dated proxy, by the Fund's receipt of a subsequent valid internet or telephonic vote, or by attending the Meeting and voting in person. To be effective, such revocation must be received by the Fund prior to the Meeting and must indicate the Stockholder's name and account number. Unrevoked proxies will be voted in accordance with the specifications therein and, unless specified to the contrary, will be voted "FOR" the election of the nominee for Class II Director.

In general, abstentions and broker non-votes (reflected by signed but unvoted proxies as to one or more proposals), as defined below, count for purposes of obtaining a quorum but do not count as votes cast with respect to any proposal where the broker does not have discretion. With respect to a proposal requiring the affirmative vote of a majority of the Fund's outstanding shares of common stock, the effect of abstentions and broker non-votes is the same as a vote against such proposal. Otherwise, abstentions and broker non-votes will have no effect on a proposal requiring a majority of votes cast for approval (i.e., Proposal 1). Broker non-votes occur when shares, held in the name of the broker or nominees for whom an executed proxy is received by the Fund, are not voted on a proposal because voting instructions have not been received from the beneficial owners or persons entitled to vote and the broker or nominee does not have discretionary voting power.

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Only holders of issued and outstanding shares of the Fund's common stock of record on the close of business on October 28, 2024 are entitled to notice of, and to vote at, the Meeting. Each such holder is entitled to one vote per share of common stock so held. On October 28, 2024, there were 4,400,209 shares of the Fund's common stock issued and outstanding. The Fund is a closed-end, management investment company.

A copy of the Fund's most recent annual report for the fiscal year ended July 31, 2024 and semi-annual report for the period ended January 31, 2024 may be obtained by visiting the Fund's website at www.mxefund.comor may be ordered free of charge by any Stockholder by writing to the Fund c/o U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202, or by telephone at [phone]. These reports are also available on the U.S. Securities and Exchange Commission's (the "SEC") website at www.sec.gov. The Fund's most recent annual report was mailed to Stockholders on or about September 29, 2024.

Required Vote for Adoption of Proposals.

Proposal 1 (to elect one Class II Director to the Fund's Board of Directors) requires the affirmative vote of a majority of votes cast at the Meeting by the holders of the Fund's common stock voting in person or by proxy on such Proposal, provided a quorum is present. A "majority of the votes" cast means that the number of shares voted "FOR" a Director's election exceeds 50% of the number of votes cast with respect to that Director's election. For purposes of the election of Directors, (i) votes cast shall include direction to withhold authority and (ii) abstentions and broker non-votes will be counted as shares present for quorum purposes, but otherwise will have no effect on the majority vote required for such Director.

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PROPOSAL 1: ELECTION OF DIRECTOR

In accordance with the Fund's Articles of Incorporation, the terms of the Fund's Board of Directors are staggered. The Board of Directors is divided into three classes: Class I, Class II and Class III, each class having a term of three years. Each year the term of office of one Class expires. The effect of these staggered terms is to limit the ability of other entities or persons to acquire control of the Fund by delaying the replacement of a majority of the Board of Directors.

The Board of Directors has nominated Rajeev Das to be elected by the holders of the Fund's common stock to serve as Class II Director of the Fund. Mr. Das currently serves on the Board of Directors.

In the event that the nominee becomes unavailable for election for any presently unforeseen reason, the persons named in the form of proxy will vote for any successor nominee who shall be designated by the present Board of Directors. The Class II Director shall be elected by a majority of the shares voting at the Meeting.

At the Meeting, the holders of the Fund's common stock will be asked to vote for the election of Mr. Das and as Class II Director. If elected, Mr. Das will serve until the Fund's annual meeting of Stockholders in 2027 or until his successor is duly elected and qualified. If elected, Mr. Das has consented to serve as Director of the Fund until his successor is duly elected and qualified.

The persons named in the accompanying forms of proxy intend to vote at the Meeting (unless directed not to vote) "FOR" the election of Mr. Das. The nominee named above has indicated that he will serve if elected, and the Board of Directors has no reason to believe that the nominee will become unavailable for election as Director; however, if Mr. Das should be unable to serve, the proxy will be voted for any other person determined by the persons named in the accompanying forms of proxy in accordance with their judgment.

Required Vote. Mr. Das must be elected by a majority of the votes cast by the holders of shares of the Fund's common stock, present in person or represented by proxy at the Meeting, provided a quorum is present. A "majority of the votes" cast means that the number of shares voted "FOR" a Director's election exceeds 50% of the number of votes cast with respect to that Director's election. For purposes of the election of Directors, (i) votes cast shall include direction to withhold authority and (ii) abstentions and broker non-votes will be counted as shares present for quorum purposes, but otherwise will have no effect on the majority vote required for such Director.

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Directors and Officers

Set forth below are the Directors, nominee for Director and officers of the Fund, and their respective ages, business addresses, positions and terms of office, principal occupations during the past five years, and other directorships held by them at October 28, 2024.

Messrs. Abraham, Das, Goldstein, Goodstein and Hellerman are each not considered an "interested person" of the Fund within the meaning of the Investment Company Act of 1940, as amended (the "1940 Act") (each an "Independent Director").

		Class II Director Nominee:
Name,	Position(s) Held	Term of	Principal	Number of	Other
Address	with the Fund	Office	Occupation	Portfolios in	Directorships
and Age		and Length	During the Past	Fund	held
		of	Five	Complex	by Director or
		Time Served	Years	Overseen	Nominee for
				by Director(1)	Director
					During
					the Past 5
					Years
Rajeev Das(2)	Independent	2024; since	Since 2004, Mr.	1	Trustee, High
(55)	Director	2001	Das has been a		Income
			Principal of the		Securities Fund.

entities previously serving as the general partner of the private investment partnerships in the Bulldog Investors group of investment funds; Head Trader of Bulldog Investors, LLP, the investment adviser to Special Opportunities Fund, Inc., since its inception in 2009, and Principal of Ryan Heritage, LLP, an affiliate of Bulldog Investors; Secretary of the Swiss Helvetia Fund; Vice President of Special

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Opportunities

Fund, Inc.

Class II Director serving until the year 2024 Annual Meeting of Stockholders:

Name,	Position(s) Held	Term of	Principal	Number of	Other
Address	with the Fund	Office	Occupation	Portfolios in	Directorships
and Age		and Length	During the Past	Fund	held
		of	Five	Complex	by Director or
		Time Served	Years	Overseen	Nominee for
				by Director(1)	Director
					During
					the Past 5
					Years
Richard	Independent	2024; since	Since 1998, Mr.	1	None
Abraham(2)	Director	2015	Abraham has
(68)			been self
			employed as a
			securities trader.

Class III Directors serving until the year 2025 Annual Meeting of Stockholders:

Name,	Position(s) Held	Term of	Principal	Number of	Other
Address	with the Fund	Office	Occupation	Portfolios in	Directorships
and Age		and Length	During the Past	Fund	held
		of	Five	Complex	by Director or
		Time Served	Years	Overseen	Nominee for
				by Director(1)	Director
					During
					the Past 5
					Years
Glenn	Independent	2025; since	Investment	1	None
Goodstein(2)	Director	2001	Advisor
(61)			Representative,
			The Investment
			House, LLC; held
			numerous
			executive
			positions with
			Automatic Data
			Processing until
			1996.
Gerald	Independent	2025;	Managing	1	Director, Special
Hellerman(2)(3)	Director	Director	Director of		Opportunities
(87)		since 2001	Hellerman		Fund, Inc.;

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Associates (a	Trustee, High
financial and	Income
corporate	Securities Fund;
consulting firm)	Director, Swiss
since 1993	Helvetia Fund,
(which terminated	Inc.; Trustee,
activities as of	Fiera Capital
December 31,	Series Trust
2013).	(until August
	2023); Director,
	MVC Capital,
	Inc (until 2020);
	Trustee,
	Crossroads
	Liquidating
	Trust (until
	2020).

Class I Director serving until the year 2026 Annual Meeting of Stockholders:

Name,	Position(s) Held	Term of	Principal	Number of	Other
Address	with the Fund	Office	Occupation	Portfolios in	Directorships
and Age		and Length	During the Past	Fund	held
		of	Five	Complex	by Director or
		Time Served	Years	Overseen	Nominee for
				by Director(1)	Director
					During
					the Past 5
					Years
Phillip	Independent	2026; since	Partner of	1	Chairman, High
Goldstein(2)	Director;	2000	Bulldog Investors,		Income
(79)	Chairman		LLP since 2009;		Securities Fund;
			Partner of Ryan		Chairman,
			Heritage, LLP		Special
			since 2019;		Opportunities
			Principal of the		Fund, Inc.;
			former general		Director,
			partner of several		Brookfield
			private investment		DTLA Fund
			partnerships in the		Office Trust
			Bulldog Investors		Investor, Inc.;
			group of private		Director, BNY
			funds.		Mellon
					Municipal
					Income Inc.;
					Director, Swiss
					Helvetia Fund,
					Inc.; Trustee,
					Crossroads
					Liquidating
					Trust (until
					2020); Director,
					MVC Capital,
					Inc. (until 2020).

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	Officers
Name, Address and Age	Position(s) Held with	Term of Office and	Principal Occupation
	the Fund	Length of Time	During the Past Five Years
		Served
Stephanie Darling(2)	Chief Compliance Officer	Since 2020	General Counsel and Chief
(54)			Compliance Officer of Bulldog
			Investors, LLP; Chief
			Compliance Officer of Ryan
			Heritage, LLP, High Income
			Securities Fund, Swiss Helvetia
			Fund and Special Opportunities
			Fund, Inc.; Principal, the Law
			Office of Stephanie Darling;
			Editor-In-Chief, The
			Investment Lawyer.
Elisa Estevez(2)	Chief Financial Officer	Since 2021	Corporate Risk Management,
(33)			Pichardo Asset Management
			S.A. de C.V.
Luis Calzada(2)	Secretary	Since 2022	Portfolio Administration &
(59)			Compliance, Pichardo Asset
			Management, S.A. de C.V.
Maria Eugenia Pichardo(2)	President	Since 2004	Portfolio Manager of the Fund
(72)			since the Fund's inception;
			President and General Partner,

Pichardo Asset Management, S.A. de C.V. since 2003; Managing Director, Acciones y Valores de Mexico, S.A. de C.V. from 1979 - 2002.

_________

1. The Fund Complex is comprised of only the Fund.
2. The address for all Directors and officers of the Fund is The Mexico Equity and Income Fund, Inc. c/o U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202.
3. Prior to April 1, 2020, Mr. Hellerman was considered an "interested person" of the Fund within the meaning of the 1940 Act because he served as the Fund's Chief Compliance Officer.

The Board believes that the significance of each Director's experience, qualifications, attributes or skills is an individual matter (meaning that experience that is important for one Director may not have the same value for another) and that these factors are best evaluated at the Board level, with no single Director, or particular factor, being indicative of the Board's effectiveness. The Board currently does not have a formal diversity policy in place. The Board determined that each of the Directors is qualified to serve as a Director of the Fund based on a review of the experience, qualifications, attributes and skills of each Director. In reaching this determination, the Board has considered a variety of criteria, including, among other things: character and integrity; ability to review critically, evaluate, question and discuss information provided, to exercise effective business judgment in protecting stockholder interests and to interact effectively with the other Directors, the Adviser, other service providers, counsel and the Fund's independent registered public accounting firm ("independent auditors"); and willingness and ability to commit the time necessary to perform the duties of a Director. Each Director's ability to perform his duties effectively is evidenced by his experience or achievements in one or more of the following areas: management or board experience in the investment management industry or companies in other fields, educational background and professional training; and experience as a Director of the Fund. Information as of October 28, 2024 indicating the specific

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