Note 3 - CONVERTIBLE NOTES PAYABLES | Convertible notes payable at January 31, 2017 and July 31, 2016 consisted of the following: January 31, July 31, 2017 2016 Promissory Note #2 30,000 30,000 Promissory Note #31- in default 10,320 23,741 Promissory Note #39 - in default - 12,969 Promissory Note #42 - in default 430 13,955 Promissory Note #44 - in default 13,400 25,000 Promissory Note #45 - in default 28,285 28,285 Promissory Note #46 - in default 33,000 33,000 Promissory Note #50 - in default - 313,145 Promissory Note #52 14,810 211,945 Promissory Note #59 54,460 219,460 Promissory Note #68-Related party 795,712 1,045,712 Promissory Note #69 38,000 - Notes payable, principal $ 1,018,417 $ 1,957,212 Debt discount 36,511 (277,798 ) Notes payable, net of discount 981,906 1,679,414 Accrued interest 122,073 259,169 Total notes payable $ 1,103,979 $ 1,938,583 Promissory Note #2 On March 19, 2012, the Company received $30,000 cash from the issuance of a convertible promissory note in the amount of $30,000. The promissory note is unsecured, interest free and repayable upon demand. The note may be converted at the option of the holder into Common stock of the Company. The fixed conversion price is $0.01 per share. Accordingly the note may be converted into 3,000,000 common shares of the Company. The Company determined that this Promissory note should be accounted for in accordance with FASB ASC 470-20 which addresses Accounting for Convertible Securities with Beneficial Conversion Features". The beneficial conversion feature is calculated at its intrinsic value (that is, the difference between the conversion price $0.01 and the fair value of the common stock into which the debt is convertible at the commitment date (per share being $0.08), multiplied by the number of shares into which the debt is convertible. The valuation of the beneficial conversion feature recorded cannot be greater than the face value of the note issued. Promissory Note #31 On March 17, 2014, the Company received funding pursuant to a convertible promissory note in the amount of $26,500. The promissory note is unsecured, bears interest at 8% per annum, and matures on March 17, 2015. Any principal amount not paid by the maturity date bears interest at 24% per annum. During the six months ended January 31, 2017, the Company accrued $2,041 (January 31, 2016 $3,206) in interest expense. This note is currently in default. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $42,329 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $8,453(six months ended January 31, 2016 a gain of $0) due to the change in value of the derivative liability during the period, and debt discount of $0 (three months ended October 31, 2015$ 0 ) was accreted to the statement of operations. During three months ended January 31, 2017, the Company issued 4,733,877 common shares upon the conversion of $13,421 in principal and $6,514 in interest, $28,281 of the derivative liability was re-classified as additional paid in capital upon conversion. As of January 31, 2017, principal balance of $10,320 (January 31, 2016 $26,500), accrued interest of $5,484 (January 31, 2016 $6,696), debt discount of $0 (January 31, 2016 $0) and derivative liability of $6,000 (January 31, 2016 $53,000) was recorded. Promissory Note #39 On May 19, 2014, the Company received funding pursuant to a convertible promissory note in the amount of $25,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on May 19, 2015. Any principal amount not paid by the maturity date bears interest at 16% per annum. During the six months ended O January 31, 2017, the Company accrued $325 (October 31, 2015 $1,905) in interest expense. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $32,007 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $7,375 (six months ended January 31, 2016 a loss of $6,672) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $25,000 was accreted to the statement of operations. During six months ended January 31, 2017, the Company issued 620,473 common shares upon the conversion of $12,969 in principal and $4,771 in interest, and $15,969 of the derivative liability was re-classified as additional paid in capital upon conversion. As of January 31, 2017, principal balance of $0 (January 31, 2016 $22,969), accrued interest of $0 (January 31, 2016 $4,636) and derivative liability of $0 (January 31, 2016 $38,282) was recorded. Promissory Note #42 On June 6, 2014, the Company received funding pursuant to a convertible promissory note in the amount of $25,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on June 6, 2015. Any principal amount not paid by the maturity date bears interest at 16% per annum. During the six months ended January 31, 2017, the Company accrued $298 (January 31, 2016 $1,926) in interest expense. This note is currently in default. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $33,550 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $3,580 (six months ended January 31, 2016 a loss of $580) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $25,000 was accreted to the statement of operations. During the six months ended January 31, 2017, the Company issued 1,054,799 common shares upon the conversion of $13,525 in principal and $3,466 in interest, $21,253 of the derivative liability was re-classified as additional paid in capital upon conversion. As of January 31, 2017, principal balance of $430 (January 31, 2017 $23,000), accrued interest of $1,841 (January 31, 2016 $4,472 and derivative liability of $286 (January 31, 2016 $38,333) was recorded. Promissory Note #44 On July 2, 2014, the Company received funding pursuant to a convertible promissory note in the amount of $25,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on July 2, 2015. Any principal amount not paid by the maturity date bears interest at 16% per annum. During the six months ended January 31, 2017, the Company accrued $1,282 (January 31, 2016 $2,016) in interest expense. This note is currently in default. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $40,725 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $12,516 (six months ended January 31, 2016 a gain of $1) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $25,000 was accreted to the statement of operations. During the six months ended January 31, 2017, the Company issued 1,531,458 common shares upon the conversion of $11,600 in principal and $2,183 in interest, $10,567 of the derivative liability was re-classified as additional paid in capital upon conversion As of January 31, 2017, principal balance of $13,400 (January 31, 2016 $25,000), accrued interest of $5,427 (January 31, 2016 $4,334), and derivative liability of $21,916 (January 31, 2016 $41,666) was recorded. Promissory Note #45 On July 9, 2014, the Company arranged a debt swap for $75,000 which was transferred to LG Capital Funding, LLC. The promissory note is unsecured, bears interest at 8% per annum and matures on July 9, 2015. Any principal amount not paid by the maturity date bears interest at 16% per annum. The note also contains customary events of default. During the six months ended January 31, 2017, the Company accrued $2,282 (January 31, 2016 $3,045) in interest expense. This note is currently in default. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $202,937 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $22,628 (six months ended January 31, 2016 a loss of $11,407) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $75,000 was accreted to the statement of operations. As of January 31, 2017, principal balance of $28,285 (January 31, 2016 $32,000) accrued interest of $9,846 (January 31, 2016 $5,725), and a derivative liability of $28,284 (January 31, 2016 $79,812) was recorded. Promissory Note #46 On July 9, 2014, the Company received funding pursuant to a convertible promissory note in the amount of $33,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on July 9, 2015. Any principal amount not paid by the maturity date bears interest at 16% per annum. During the six months ended January 31, 2017, the Company accrued $2,662 (January 31, 2016 $1,331) in interest expense. This note is currently in default. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $130,556 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $26,400 (six months ended January 31, 2016 a gain of $0) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $33,000 was accreted to the statement of operations. As of October 31, 2016, principal balance of $33,000 (January 31, 2016 $33,000), accrued interest of $10,915 (January 31, 2016 $5,620), and derivative liability of $33,000 (January 31, 2016 $66,000) was recorded. Promissory Note #50 On December 31, 2014 the Company entered into a Convertible Promissory Note with Direct Capital Group, Inc. in the sum of $360,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on July 1, 2015. Any principal amount not paid by the maturity date bears interest at 22% per annum. The Conversion Price shall mean par .00001 multiplied by the number of Common Stock converted at the time. The transaction was handled as a private sale exempt from registration under Section 4(2) of the Securities Act of 1933. On April 27, 2016, the Company transferred the note to N600PG, LLC. (N600PG). On September 22, 2016, the Company entered into a Cancellation and Release Agreement with Direct Capital Group, Inc. (Direct) and N600PG, LLC. (N600PG). As of September 22, 2016, principal balance of $313,145 accrued interest of $96,092 was recorded. In terms of Cancellation and Release Agreement, Direct and N600PG agreed to cancel the convertible promissory note with the Company. In consideration for the cancellation of the convertible promissory notes and in terms of the Asset Purchase Agreement dated February 22, 2016, the Company has agreed to transfer ownership of mining claims held in the Companys name. It was also agreed by both the Company and Direct that Direct shall release all future claims to subsequent conversions of the Notes and the Company will have no further obligation to Direct under those Convertible Notes and Direct shall be forever barred from seeking further conversions or claiming obligations of the Company under the Convertible Notes. Promissory Note #52 On April 30, 2015 the Company entered into a Convertible Promissory Note with Direct Capital Group, Inc. in the sum of $240,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on October 30, 2015. Any principal amount not paid by the maturity date bears interest at 22% per annum. The Conversion Price shall mean par$0.00001 multiplied by the number of Common Stock converted at the time. The transaction was handled as a private sale exempt from registration under Section 4(2) of the Securities Act of 1933. This note is currently in default. A portion of the proceeds from issuance of the convertible debt, equal to the intrinsic value, is allocated to additional paid-in capital. Because the debt is due on demand and is convertible at the date of issuance, the valuation of the beneficial conversion feature is charged to interest expense at the date of issuance. On April 30, 2015, interest expense relating to the beneficial conversion feature of this convertible note of $240,000 was recorded in the financial statements, with a corresponding increase to additional paid in capital. During the life of the promissory note, the debt discount was accreted to the statement of operations. On January 19, 2016, the note was reassigned to Rockwell Capital Partners. At any time the note may be converted at the option of the holder into Common stock of the Company. The conversion price is 50% of the market price, where market price is defined as the lowest closing price on any day with a fifteen day look back. On 18th April 2016, Rockwell Capital Partners reassigned $165,000 of the original note back to Direct Capital Group, Inc. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $479,999 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $264,700 (January 31, 2016 $0) due to the change in value of the derivative liability during the period, and debt discount of $0 (six months ended January 31, 2016 $0) was accreted to the statement of operations. During the six months ended January 31, 2017, the Company issued 3,933,334 common shares upon the conversion of $32,135 in principal, and $82,485 of the derivative liability was re-classified as additional paid in capital upon conversion. On September 22, 2016, the Company entered into a Cancellation and Release Agreement with Direct Capital Group, Inc. (Direct). In terms of Cancellation and Release Agreement Direct agreed to cancel the convertible promissory note with the Company totaling $198,530. In consideration for the cancellation of the convertible promissory notes and in terms of the Asset Purchase Agreement dated February 22, 2016, the Company has agreed to transfer ownership of mining claims held in the Companys name. It was also agreed by both the Company and Direct that Direct shall release all future claims to subsequent conversions of the Notes and the Company will have no further obligation to Direct under those Convertible Notes and Direct shall be forever barred from seeking further conversions or claiming obligations of the Company under the Convertible Notes. As of January 31, 2017, principal balance of $14,810 (January 31, 2016 $236,000) and accrued interest of $3,689 (January 31, 2016 $21,252), and derivative liability of $34,319 (January 31, 2016 $471,995) was recorded. Promissory Note #59 On July 31, 2015 the Company entered into a Convertible Promissory Note with Direct Capital Group, Inc. in the sum of $240,000. The promissory note is unsecured, bears interest at 8% per annum, and matures on January 31, 2016. Any principal amount not paid by the maturity date bears interest at 22% per annum. The Conversion Price shall mean par $0.00001 multiplied by the number of Common Stock converted at the time. The transaction was handled as a private sale exempt from registration under Section 4(2) of the Securities Act of 1933. On July 21, 2016, $25,000 was reassigned to Istvan Elek. At any time the note may be converted at the option of the holder into Common stock of the Company. The conversion price is 50% of the market price, where market price is defined as the lowest closing price on any day with a fifteen day look back. This note is currently in default. A portion of the proceeds from issuance of the convertible debt, equal to the intrinsic value, is allocated to additional paid-in capital. Because the debt is due on demand and is convertible at the date of issuance, the valuation of the beneficial conversion feature is charged to interest expense at the date of issuance. On July 31, 2015, interest expense relating to the beneficial conversion feature of this convertible note of $0 was recorded in the financial statements, with a corresponding increase to additional paid in capital. On September 22, 2016, the Company entered into a Cancellation and Release Agreement with Direct Capital Group, Inc. (Direct). In terms of Cancellation and Release Agreement Direct agreed to cancel the convertible promissory note with the Company totaling $183,157. In consideration for the cancellation of the convertible promissory notes and in terms of the Asset Purchase Agreement dated February 22, 2016, the Company has agreed to transfer ownership of mining claims held in the Companys name. It was also agreed by both the Company and Direct that Direct shall release all future claims to subsequent conversions of the Notes and the Company will have no further obligation to Direct under those Convertible Notes and Direct shall be forever barred from seeking further conversions or claiming obligations of the Company under the Convertible Notes. As of January 31, 2017, principal balance of $54,460 (October 31, 2015 $240,000) and accrued interest of $2,014 (January 31, 2016 $9,679), and derivative liability of $23,171 (January 31, 2016 $0) was recorded Promissory Note #68 On March 1, 2016 the Company entered into a convertible promissory note with Luxor Capital, LLC in the amount of $2,374,712. The promissory note is unsecured, bears interest at 6% per annum, and matures on March 1, 2017. During the six months ended January 31, 2017, the Company accrued $31,458 (January 31, 2016 $0) in interest expense. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $2,330,680 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a gain of $830,072 (six months ended January 31, 2016 $0) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $1,662,243 was accreted to the statement of operations. During the six months ended January 31, 2017, the Company issued 34,113,061 common shares upon the conversion of $250,000 in principal, and $50,399 of the derivative liability was re-classified as additional paid in capital upon conversion. As of January 31, 2017, principal balance of $795,712 (January 31, 2017 $0) and accrued interest of $82,027 (January 31, 2017 $0), and derivative liability of $413,269 (January 31, 2016 $0) was recorded. Promissory Note #69 On January 11, 2017 the Company entered into a convertible promissory note with in the amount of $38,000. The promissory note bears interest at 8% per annum, and matures on October 28, 2017. During the six months ended January 31, 2017, the Company accrued $92 (January 31, 2016 $0) in interest expense. Upon the holders option to convert becoming active the Company recorded a debt discount and derivative liability of $61,883 being the fair value of the conversion feature which was determined using the Black-Scholes valuation model. The debt discount is accreted to the statement of operations using the effective interest rate method over the term of the note or to the date of conversion, and the derivative liability is revalued at each reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended January 31, 2017, the Company recorded a loss of $24,240 (six months ended January 31, 2016 $0) due to the change in value of the derivative liability during the period. During the life of the promissory note, the debt discount of $38,000 was accreted to the statement of operations. As of January 31, 2017, principal balance of $38,000 (January 31, 2017 $0) and accrued interest of $92 (January 31, 2017 $0), and derivative liability of $86,123 (January 31, 2016 $0) was recorded. |