Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2016 | Jun. 29, 2016 | Sep. 30, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | Gold Torrent, Inc. | ||
Entity Central Index Key | 1,463,792 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 1,890,000 | ||
Entity Common Stock, Shares Outstanding | 12,768,602 | ||
Trading Symbol | GTOR | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 |
Balance Sheets
Balance Sheets - USD ($) | Mar. 31, 2016 | Mar. 31, 2015 |
Current | ||
Cash | $ 265,315 | $ 80,037 |
Prepaids and deposits | 138,248 | 121,250 |
Total assets | 403,563 | 201,287 |
Current | ||
Accounts payable (Note 6) | 226,619 | 148,922 |
Accrued liabilities (Note 8) | 279,750 | 12,000 |
Stockholders' loans (Note 7) | 93,793 | 282,172 |
Total liabilities | 600,162 | 443,094 |
Stockholders' Deficiency | ||
Common Stock (Note 4) Authorized: 200,000,000 common shares, $0.001 par value Issued and outstanding: 10,828,600 common shares, $0.001 par value (2015 - 5,465,000 common shares) | 29,157 | 23,793 |
Additional Paid-in Capital | 1,606,193 | 270,657 |
Contributed Surplus (Notes 4 and 5) | 208,808 | 199,958 |
Deficit | (2,040,757) | (736,215) |
Total stockholders' deficit | (196,599) | (241,807) |
Total liabilities and stockholders' deficit | $ 403,563 | $ 201,287 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Mar. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 10,828,600 | 5,465,000 |
Common stock, shares outstanding | 10,828,600 | 5,465,000 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Expenses | ||
Accounting and legal | $ 83,305 | $ 119,671 |
Advertising and promotion | 3,744 | |
Bank charges and finance fees | 14,296 | 30,449 |
Consulting fees | 20,000 | |
Executive compensation (Note 8) | 363,750 | |
Exploration and evaluation (Note 10) | 762,065 | 163,036 |
Finder's fees | 31,250 | |
Licenses and fees | 19,613 | 14,905 |
Office | 20,223 | 16,084 |
Share-based payments (Note 5) | 8,850 | 199,958 |
Travel and entertainment | 28,696 | |
Loss from Continuing Operations | (1,304,542) | (595,353) |
Gain on sale of discontinued operations | 418,593 | |
Net Income from Discontinued Operations | 418,593 | |
Net Loss and Comprehensive Loss for the Year | $ (1,304,542) | $ (176,760) |
Weighted average number of common shares outstanding | 8,595,185 | 4,748,797 |
Basic and diluted loss per share – continuing operations | $ (0.15) | $ (0.13) |
Basic and diluted earnings per share – discontinued operations | 0.09 | |
Basic and diluted loss per share | $ (0.15) | $ (0.04) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flow from Operating Activities | ||
Net loss for the year | $ (1,304,542) | $ (176,760) |
Items not involving cash: | ||
Shares issued for services | 81,250 | |
Share-based payments | 8,850 | 199,958 |
Accrued interest | 13,446 | 11,686 |
Gain on sale of discontinued operations | (418,593) | |
Changes in non-cash working capital items: | ||
Prepaids and deposits | (16,998) | (121,250) |
Accounts payable and accrued liabilities | 345,447 | 118,220 |
Cash Used in Operating Activities | (953,797) | (305,489) |
Cash Flow from Financing Activities | ||
Net proceeds from issuance of common stock | 1,340,900 | 120,000 |
Loans received from stockholders | 245,000 | |
Repayment of stockholders’ loans | (201,825) | (15,170) |
Cash Provided by Financing Activities | 1,139,075 | 349,830 |
Increase in Cash | 185,278 | 44,341 |
Cash, Beginning of Year | 80,037 | 35,696 |
Cash, End of Year | 265,315 | 80,037 |
Supplemental Information | ||
Tax paid | ||
Interest paid |
Statements of Stockholders' Def
Statements of Stockholders' Deficiency - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Common Stock [Member] | ||
Balance | $ 23,793 | $ 22,938 |
Balance, shares | 5,465,000 | 4,610,000 |
Shares issued for cash | $ 5,364 | $ 480 |
Shares issued for cash, shares | 5,363,600 | 480,000 |
Shares issued for services | $ 375 | |
Shares issued for services, shares | 375,000 | |
Share-based payments | ||
Net loss for the year | ||
Balance | $ 29,157 | $ 23,793 |
Balance, shares | 10,828,600 | 5,465,000 |
Additional Paid-In Capital [Member] | ||
Balance | $ 270,657 | $ 70,262 |
Shares issued for cash | 1,335,536 | 119,520 |
Shares issued for services | 80,875 | |
Share-based payments | ||
Net loss for the year | ||
Balance | 1,606,193 | 270,657 |
Contributed Surplus [Member] | ||
Balance | 199,958 | |
Shares issued for cash | ||
Shares issued for services | ||
Share-based payments | 8,850 | 199,958 |
Net loss for the year | ||
Balance | 208,808 | 199,958 |
Deficit [Member] | ||
Balance | (736,215) | (559,455) |
Shares issued for cash | ||
Shares issued for services | ||
Share-based payments | ||
Net loss for the year | (1,304,542) | (176,760) |
Balance | (2,040,757) | (736,215) |
Balance | (241,807) | (466,255) |
Shares issued for cash | 1,340,900 | 120,000 |
Shares issued for services | 81,250 | |
Share-based payments | 8,850 | 199,958 |
Net loss for the year | (1,304,542) | (176,760) |
Balance | $ (196,599) | $ (241,807) |
Nature of Operations and Going
Nature of Operations and Going Concern | 12 Months Ended |
Mar. 31, 2016 | |
Nature Of Operations And Going Concern | |
Nature of Operations and Going Concern | 1 Nature of Operations and Going Concern GOLD TORRENT, INC. (the Company) was incorporated as a Nevada company on August 15, 2006. Since inception, the Company had been creating, testing and developing mobile applications, games and tools designed to engage consumers in transacting business via mobile devices. On November 19, 2014, the Company entered into a Spin-off Agreement (the Agreement) with a company controlled by a former stockholder to sell all intellectual property and assets associated with the previous business of the Company, pursuant to which the Company was released from certain liabilities amounting to $420,653. Going forward, the Company plans to focus on acquiring ownership in late-stage exploration to development stage gold mining projects and/or royalty or streaming interests in low capital intensity, late-stage mining projects in North America. During the fiscal year ended March 31, 2015, the Company entered into an Exploration and Option to Enter Joint Venture Agreement with a third party (Note 10). The Company has incurred losses since inception and has an accumulated deficit of $2,040,757 (2015 - $736,215) as of March 31, 2016, with limited resources and no source of operating cash flows. As at March 31, 2016, the Company has a working capital deficiency of $196,599 (2015 - $241,807). As a result of the Agreement, the Company recognized a net income from discontinued operations of $Nil (2015 - $418,593) and a net loss from continuing operations of $1,304,542 (2015 - $595,353) during the fiscal year ended March 31, 2016. The Companys continuance as a going concern is dependent on the success of the efforts of its directors and principal stockholders in providing financial support in the short-term, raising additional capital through equity or debt financing either from its own resources or from third parties, and achieving profitable operations. In the event that such resources are not secured, the assets may not be realized or liabilities discharged at their carrying amounts, and the difference from the carrying amounts reported in these financial statements could be material. These financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of the assets or the amounts and classifications of the liabilities that may result from the inability of the Company to continue as a going concern. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies (a) Basis of presentation These financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP). The Companys functional and reporting currency is the US dollar. (b) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to accounts payable and accrued liabilities, the fair value of warrants attached to common shares issued, the fair value of shares issued for services, the fair value of stock options granted, and the recoverability of income tax assets. While management believes the estimates used are reasonable, actual results could differ from those estimates and could impact future results of operations and cash flows. (c) Basic and diluted earnings (loss) per share Basic earnings (loss) per share is computed using the weighted average number of common shares outstanding. Diluted earnings (loss) per share assumes the exercise of common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. However, the calculation of diluted loss per share excludes the effects of various conversions and exercise of options and warrants that would be anti-dilutive. (d) Foreign currency translation Transactions in currencies other than the US dollar are translated into US dollars at the exchange rate in effect at the balance sheet date for monetary assets and liabilities, and at historical exchange rates for non-monetary assets and liabilities. Expenses are translated at the average rates for the period, except amortization, which is translated on the same basis as the related assets. Resulting translation gains or losses are reflected in net loss. (e) Financial instruments All financial instruments are classified as one of the following: held-to-maturity, loans and receivables, held-for-trading, available-for-sale or other financial liabilities. Financial assets and liabilities held-for-trading are measured at fair value with gains and losses recognized in net income. Financial assets held-to-maturity, loans and receivables, and other financial liabilities are measured at amortized cost using the effective interest method. Available-for-sale instruments are measured at fair value with unrealized gains and losses recognized in other comprehensive income and reported in stockholders equity. A financial instruments categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company prioritizes the inputs into three levels that may be used to measure fair value: (i) Level 1 Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. (ii) Level 2 Applies to assets or liabilities for which there are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly, such as quoted prices for similar assets or liabilities in active markets, or indirectly, such as quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions. (iii) Level 3 Applies to assets or liabilities for which there are unobservable market data. Transaction costs that are directly attributable to the acquisition or issue of financial instruments that are classified as held-to-maturity, loans and receivables or other financial liabilities are included in the initial carrying value of such instruments and amortized using the effective interest method. Transaction costs classified as held-for-trading are expensed when incurred, while those classified as available-for-sale are included in the initial carrying value. (f) Income taxes The Company uses the asset and liability approach in its method of accounting for income taxes that requires the recognition of deferred tax liabilities and assets for expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. The Company recognizes the effect of uncertain tax positions where it is more likely than not based on technical merits that the position could be sustained where the tax benefit has a greater than 50% likelihood of being realized upon settlement. A valuation allowance against deferred tax assets is recorded if based upon available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. (g) Share-based payments The Company records all share-based payments at fair value. Where equity instruments are granted to employees, they are recorded at the fair value of the equity instrument granted at the grant date. The grant date fair value is recognized through profit or loss over the vesting period, described as the period during which all the vesting conditions are to be satisfied. Where equity instruments are granted to non-employees, they are recorded at the fair value of the goods or services received. When the value of goods or services received in exchange for the share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. At each balance sheet date, the amount recognized as an expense is adjusted to reflect the actual number of stock options expected to vest. On the exercise of stock options, common stock is recorded for the consideration received and for the fair value amounts previously recorded to contributed surplus. The Company uses the Black-Scholes option pricing model to estimate the fair value of share-based payments. (h) Exploration and evaluation The Company is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred. An impairment loss is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral property over its estimated fair value. (i) Recent accounting guidance adopted The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | 3. Financial Instruments The Company has designated its cash as held-for-trading; and accounts payable, accrued liabilities and stockholders loans, as other financial liabilities. (a) Fair value The fair values of the Companys cash, accounts payable, accrued liabilities and stockholders loans approximate their carrying values due to the short-term maturity of these instruments. (b) Credit risk Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company is not exposed to significant credit risk as at March 31, 2016 and 2015. (c) Translation risk The Companys functional currency is the US dollar. The Company translates transactions in foreign currencies into US currency using rates on the date of the transactions. Translation risk is considered minimal, as the Company does not incur any significant transactions in currencies other than US dollars. (d) Interest rate risk The Company is not exposed to significant interest rate risk due to the short-term maturity of its monetary current assets and liabilities. (e) Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in satisfying its financial obligations as they become due. The Company manages its liquidity risk by forecasting cash flows from operations and anticipated investing and financing activities. At March 31, 2016, the Company had accounts payable of $226,619 (2015 - $148,922), which are due within 30 days or less. The Companys stockholders loans (Note 7) of $93,793 (2015 - $282,172) are due within one year and are 11% interest-bearing. The extended loans are 10% interest bearing. As at March 31, 2016, accrued liabilities consist of accrued accounting and legal fees of $15,000 (2015 - $12,000), and accrued executive compensation of $264,750 (2015 - $Nil). |
Common Stock
Common Stock | 12 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Common Stock | 4. Common Stock On April 22, 2014, the Company entered into a Finders Fee agreement for the issuance of 25,000 common shares at an estimated fair value of $1.25 per share for a total amount of $31,250 as a retainer for services. The agreement continued for one year and has been terminated by the Company. On January 9, 2015, the Company entered into a Consulting agreement for the issuance of 200,000 common shares at an estimated fair value of $0.10 per share for a total amount of $20,000 as a retainer for services. The agreement continued for one year and has been terminated by the Company. On January 12, 2015, the Company entered into a Finance Term Fee agreement for the issuance of 100,000 common shares due upon financing term sheet or receipt of a minimum of $250,000. The agreement also calls for a reduction of monthly legal fees of $1,500 for 10,000 shares of common stock. This agreement will continue from month to month thereafter unless terminated by either party. On January 28, 2015, the Company entered into a subscription agreement for the issuance of 200,000 shares of common stock at a purchase price of $0.25 per share for a total amount of $50,000 in cash. On February 4, 2015, the Company entered into a subscription agreement for the issuance of 280,000 shares of common stock at a purchase price of $0.25 per share for a total amount of $70,000 in cash. On March 10, 2015, the Company entered into an accounts payable agreement for the issuance of 150,000 common shares for a reduction of $30,000 in the outstanding amount due. During the year ended March 31, 2016, the Company entered into subscription agreements for the issuance of 5,363,600 shares of common stock at a purchase price of $0.25 per share for a total amount of $1,340,900 in cash. Subsequent to year-end, in April 2016, the Company entered into subscription agreements for the issuance of 1,500,000 shares of common stock at a purchase price of $0.25 per share for a total amount of $375,000 in cash. |
Stock Options
Stock Options | 12 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Options | 5. Stock Options The stock options have been granted in conjunction with an Equity Incentive Plan (the Plan) for employees, directors and consultants, whereby a maximum aggregate number of common shares that may be issued under the Plan are 20,000,000 common shares. The term of the options is determined by the Board of Directors and cannot exceed 10 years. The exercise price of the stock options is determined by the Board of Directors, but shall not be less than the fair market value of the common stock on the date of grant. Stock options granted under the Plan vest over varying periods at the discretion of the Board of Directors. During the fiscal year ended March 31, 2015, the Company granted 175,000 stock options to officers and directors of the Company with the following vesting terms: 1/3 on date of grant, 1/3 six months from date of grant, and 1/3 one year from date of grant. The following table summarizes information about the Companys stock options in accordance with its Plan: Number Weighted-average exercise price Balance, March 31, 2014 - $ - Granted 175,000 $ 1.27 Balance, March 31, 2016 and 2015 175,000 $ 1.27 The Companys stock options are outstanding and exercisable as follows: March 31, 2016 Expiry date Exercise price Options outstanding Options exercisable July 30, 2019 $ 1.25 150,000 100,000 July 30, 2019 $ 1.38 25,000 16,667 175,000 116,667 The weighted average remaining contractual life of stock options outstanding at March 31, 2016 is 3.33 (2015 4.33) years. As at March 31, 2016, unamortized share-based payment expense on the outstanding options is $Nil (2015 - $8,850). The fair value of all stock options granted were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions and resulting in the following weighted-average fair values: March 31, 2015 Risk-free interest rate 1.77 % Expected dividend yield 0 % Expected share price volatility 178 % Expected option life in years 5 Fair value $ 1.20 Companies are required to utilize an estimated forfeiture rate when calculating the expense for the reporting period. Based on the best estimate, management applied the estimated forfeiture rate of Nil% in determining the expense recorded in the accompanying statements of operations. Expected share price volatility is determined with reference to the Companys historical daily share price volatility. |
Accounts Payable
Accounts Payable | 12 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable | 6. Accounts Payable Accounts payable as at March 31, 2016 includes the following: - $96,624 due to a company controlled by an officer and stockholder of the Company; - $10,000 due to an officer and stockholder of the Company; - $56,000 due to a company, who is a stockholder of the Company for payment of legal services made on behalf of the Company; and - $63,995 due to unrelated parties. |
Stockholders' Loans
Stockholders' Loans | 12 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Stockholders' Loans | 7. Stockholders Loans As at March 31, 2016, current officers and stockholders of the Company had loans outstanding of $93,793 (2015 - $282,172). These loans were due on dates between October 31, 2015 and January 23, 2016, were unsecured and 10% and 11% interest-bearing. As at March 31, 2016, the Company had accrued interest of $13,446 (2015 - $11,686). The Company entered into loan extension agreements with its current officers and stockholders. The loans are due on March 31, 2017 and 10% and 11% interest-bearing. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. Related Party Transactions Transactions with related parties for goods and services are based on the exchange amount as agreed to by the related parties. Details of related party transactions are as follows: (a) Effective October 1, 2014, the Company signed a technical services and administration consulting agreement with a company controlled by a director, pursuant to which the Company agreed to pay a monthly fee of $9,529 including overhead and rent. During the year ended March 31, 2016, the Company paid or accrued various expenses of $447,817 (2015 - $57,178) relating to this agreement. In addition, as at March 31, 2016, the Company accrued finance fees of $10,000 (2015 - $10,000) to this director. (b) During the year ended March 31, 2015, the Company issued 125,000 stock options to directors and officers with a total fair value of $142,502. During the year ended March 31, 2016, a further fair value of $8,850 vested into share-based payments expense. (c) During the year ended March 31, 2016, the Company signed employment agreements with three directors and officers. A total of $363,750 (2015 - $Nil) was accrued in the period as a result of these contracts, and $264,750 (2015 - $Nil) were owing as at March 31, 2016. |
Segmented Information
Segmented Information | 12 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segmented Information | 9. Segmented Information The Company operates primarily in one business segment being the identification and development of mining projects with substantially all of its assets and operations located in the United States. |
Exploration and Evaluation
Exploration and Evaluation | 12 Months Ended |
Mar. 31, 2016 | |
Extractive Industries [Abstract] | |
Exploration and Evaluation | 10. Exploration and Evaluation On July 28, 2014, the Company entered into a non-binding Letter of Intent (LOI) with a third party to negotiate and enter into a Joint Venture Agreement for the development of the gold property known as Willow Creek, Alaska. On November 5, 2014, the Company signed an Exploration and Option to Enter Joint Venture Agreement for the Willow Creek project in Alaska. The Exploration and Option Agreement provides the Company with the right to earn up to 70% interest in a joint venture with Miranda USA Inc. (Miranda) by making certain expenditures over the next three years totaling $10,000,000. The principal terms of the Exploration and Option Agreement provide that the Company can earn an initial 20% interest in the Willow Creek gold project by incurring an initial work commitment of $1,070,000 before November 5, 2015 in costs related to exploration and development of the project. On September 2, 2015, Miranda granted the Company a six-month extension to the dates related to the earn-in. Therefore, the Company can earn an initial 20% interest in the Willow Creek gold project by incurring an initial work commitment of $1,070,000 before May 5, 2016 in costs related to exploration and development of the project. On January 15, 2015 and January 6, 2016, the Company paid $150,000 for a Lease Agreement between Miranda and a private company, and the amount was included in prepaid expenses and expensed over 12 months. In addition, the Company is committed to paying $150,000 every year on January 15. The purpose As of March 31, 2016, $949,932 was expended toward the Companys initial 20% interest in the Willow Creek project for engineering and technical services related to: research and development of a project permitting plan; support of the technical and geological assessment of the project; mine planning and engineering for the Coleman and Lucky Shot areas of the project; Coleman area access studies; preparation of a project preliminary economic assessment; a proprietary gravity-only gold recovery processing plant preliminary design and report; and the preparation of an updated independent draft mineral resource report on the Willow Creek project. The exploration and evaluation costs for the year ended March 31, 2016 are associated with hourly fees of geological, metallurgical and mining engineering consultants employed by a company controlled by a director, and third party geological computer modeling services and the office cost required for this work. |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes Deferred income taxes reflect the tax consequences for future years of differences between the tax basis of assets and liabilities and their financial reporting amounts. The provision for income taxes differs from the result that would be obtained by applying the statutory tax rate of 35% (2015 - 35%) to income before income taxes as follows: March 31, 2016 March 31, 2015 Computed expected income tax benefit $ (453,000 ) $ (138,000 ) Change in valuation allowance 453,000 138,000 Income tax provision $ - $ - The potential benefit of net operating loss carry-forwards has not been recognized in these financial statements since the Company cannot be assured that it is more likely than not that such benefit will be utilized in future years. The components of deferred income tax assets and the amount of the valuation allowance are as follows: March 31, 2016 March 31, 2015 Net operating losses carried forward $ 787,000 $ 334,000 Valuation allowance (787,000 ) (334,000 ) Net deferred income tax assets $ - $ - The Company believes that, based on a number of factors, the available objective evidence creates sufficient uncertainty regarding the reliability of the deferred income tax assets such that a full valuation allowance has been recorded. These factors include the Companys current history of net losses and the expected near-term future losses. The operating losses amounting to $2,249,000 will expire between 2027 and 2036 if they are not utilized. The following table lists the fiscal year in which the loss was incurred and the expiration date of the operating loss carry-forwards: Fiscal Year Amount Expiry Date 2007 $ 55,000 2027 2008 38,000 2028 2009 52,000 2029 2010 63,000 2030 2011 60,000 2031 2012 63,000 2032 2013 96,000 2033 2014 131,000 2034 2015 395,000 2035 2016 1,296,000 2036 $ 2,249,000 For the years ended March 31, 2016 and 2015, the Company did not have any unrecognized tax benefits, and thus no interest and penalties relating to unrecognized tax benefits were recognized. The Company records interest and penalties on unrecognized tax benefits, if any, as a component of income tax expense. In addition, the Company does not expect that the amount of unrecognized tax benefits will change substantially within the next twelve months. The Companys US federal income tax returns are open to examination by the Internal Revenue Service for the 2009, 2010, 2011, 2012, 2013, 2014 and 2015 taxation years. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | 12. Subsequent Events (a) In April 2016, the Company entered into subscription agreements for the issuance of 1,500,000 shares of common stock at a purchase price of $0.25 per share for a total amount of $375,000 in cash. (b) An additional amount of approximately $200,000 has been expended toward the Companys initial 20% interest in the Willow Creek project. (c) On April 21, 2016, the Company repaid in full a loan from an officer in the amount of $3,513. The Company evaluates events that have occurred after the balance sheet date, but before the financial statements are issued. Based upon the evaluation, other than what is described above, the Company did not identify any recognized or non-recognized subsequent events that would have required further adjustments or disclosures in the financial statements. |
Significant Accounting Polici19
Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | (a) Basis of presentation These financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP). The Companys functional and reporting currency is the US dollar. |
Use of Estimates | (b) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to accounts payable and accrued liabilities, the fair value of warrants attached to common shares issued, the fair value of shares issued for services, the fair value of stock options granted, and the recoverability of income tax assets. While management believes the estimates used are reasonable, actual results could differ from those estimates and could impact future results of operations and cash flows. |
Basic and Diluted Earnings (Loss) Per Share | (c) Basic and diluted earnings (loss) per share Basic earnings (loss) per share is computed using the weighted average number of common shares outstanding. Diluted earnings (loss) per share assumes the exercise of common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. However, the calculation of diluted loss per share excludes the effects of various conversions and exercise of options and warrants that would be anti-dilutive. |
Foreign Currency Translation | (d) Foreign currency translation Transactions in currencies other than the US dollar are translated into US dollars at the exchange rate in effect at the balance sheet date for monetary assets and liabilities, and at historical exchange rates for non-monetary assets and liabilities. Expenses are translated at the average rates for the period, except amortization, which is translated on the same basis as the related assets. Resulting translation gains or losses are reflected in net loss. |
Financial Instruments | (e) Financial instruments All financial instruments are classified as one of the following: held-to-maturity, loans and receivables, held-for-trading, available-for-sale or other financial liabilities. Financial assets and liabilities held-for-trading are measured at fair value with gains and losses recognized in net income. Financial assets held-to-maturity, loans and receivables, and other financial liabilities are measured at amortized cost using the effective interest method. Available-for-sale instruments are measured at fair value with unrealized gains and losses recognized in other comprehensive income and reported in stockholders equity. A financial instruments categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company prioritizes the inputs into three levels that may be used to measure fair value: (i) Level 1 Applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. (ii) Level 2 Applies to assets or liabilities for which there are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly, such as quoted prices for similar assets or liabilities in active markets, or indirectly, such as quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions. (iii) Level 3 Applies to assets or liabilities for which there are unobservable market data. Transaction costs that are directly attributable to the acquisition or issue of financial instruments that are classified as held-to-maturity, loans and receivables or other financial liabilities are included in the initial carrying value of such instruments and amortized using the effective interest method. Transaction costs classified as held-for-trading are expensed when incurred, while those classified as available-for-sale are included in the initial carrying value. |
Income Taxes | (f) Income taxes The Company uses the asset and liability approach in its method of accounting for income taxes that requires the recognition of deferred tax liabilities and assets for expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. The Company recognizes the effect of uncertain tax positions where it is more likely than not based on technical merits that the position could be sustained where the tax benefit has a greater than 50% likelihood of being realized upon settlement. A valuation allowance against deferred tax assets is recorded if based upon available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. |
Share-based Payments | (g) Share-based payments The Company records all share-based payments at fair value. Where equity instruments are granted to employees, they are recorded at the fair value of the equity instrument granted at the grant date. The grant date fair value is recognized through profit or loss over the vesting period, described as the period during which all the vesting conditions are to be satisfied. Where equity instruments are granted to non-employees, they are recorded at the fair value of the goods or services received. When the value of goods or services received in exchange for the share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. At each balance sheet date, the amount recognized as an expense is adjusted to reflect the actual number of stock options expected to vest. On the exercise of stock options, common stock is recorded for the consideration received and for the fair value amounts previously recorded to contributed surplus. The Company uses the Black-Scholes option pricing model to estimate the fair value of share-based payments. |
Exploration and Evaluation | (h) Exploration and evaluation The Company is primarily engaged in the acquisition and exploration of mining properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized when incurred. An impairment loss is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying amount of the mineral property over its estimated fair value. |
Recent Accounting Guidance Adopted | (i) Recent accounting guidance adopted The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
Stock Options (Tables)
Stock Options (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Share Options | The following table summarizes information about the Companys stock options in accordance with its Plan: Number Weighted-average exercise price Balance, March 31, 2014 - $ - Granted 175,000 $ 1.27 Balance, March 31, 2016 and 2015 175,000 $ 1.27 |
Schedule of Stock Options Outstanding and Exercisable | The Companys stock options are outstanding and exercisable as follows: March 31, 2016 Expiry date Exercise price Options outstanding Options exercisable July 30, 2019 $ 1.25 150,000 100,000 July 30, 2019 $ 1.38 25,000 16,667 175,000 116,667 |
Schedule of Black-Scholes Option Pricing Model | The fair value of all stock options granted were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions and resulting in the following weighted-average fair values: March 31, 2015 Risk-free interest rate 1.77 % Expected dividend yield 0 % Expected share price volatility 178 % Expected option life in years 5 Fair value $ 1.20 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Taxes Provision | The provision for income taxes differs from the result that would be obtained by applying the statutory tax rate of 35% (2015 - 35%) to income before income taxes as follows: March 31, 2016 March 31, 2015 Computed expected income tax benefit $ (453,000 ) $ (138,000 ) Change in valuation allowance 453,000 138,000 Income tax provision $ - $ - |
Schedule of Net Deferred Income Tax Assets | The components of deferred income tax assets and the amount of the valuation allowance are as follows: March 31, 2016 March 31, 2015 Net operating losses carried forward $ 787,000 $ 334,000 Valuation allowance (787,000 ) (334,000 ) Net deferred income tax assets $ - $ - |
Schedule of Income Tax Expiration Date | The following table lists the fiscal year in which the loss was incurred and the expiration date of the operating loss carry-forwards: Fiscal Year Amount Expiry Date 2007 $ 55,000 2027 2008 38,000 2028 2009 52,000 2029 2010 63,000 2030 2011 60,000 2031 2012 63,000 2032 2013 96,000 2033 2014 131,000 2034 2015 395,000 2035 2016 1,296,000 2036 $ 2,249,000 |
Nature of Operations and Goin22
Nature of Operations and Going Concern (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Nov. 19, 2014 | |
Nature Of Operations And Going Concern | |||
Accounts payable | $ 420,653 | ||
Accumulated deficit | $ 2,040,757 | $ 736,215 | |
Working capital deficiency | 196,599 | 241,807 | |
Net income (loss) from discontinued operations | 418,593 | ||
Net loss from continuing operations | $ 1,304,542 | $ 595,353 |
Significant Accounting Polici23
Significant Accounting Policies (Details Narrative) | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Percentage of tax benefits likelihood of being realized upon settlement | greater than 50% |
Financial Instruments (Details
Financial Instruments (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accounts payable | $ 226,619 | $ 148,922 |
Accounts payable due period | due within 30 days or less | |
Stockholders' loans | $ 93,793 | 282,172 |
Loan repayment of due period | 1 year | |
Loan interest bearing rate | 11.00% | |
Accrued accounting and legal fees | $ 15,000 | 12,000 |
Accrued executive compensation | $ 264,750 | |
Extended Loans [Member] | ||
Loan interest bearing rate | 10.00% |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | Mar. 10, 2015 | Feb. 04, 2015 | Jan. 28, 2015 | Jan. 12, 2015 | Jan. 09, 2015 | Apr. 22, 2014 | Mar. 31, 2016 | Mar. 31, 2015 |
Issuance of common stock for services | $ 81,250 | |||||||
Number of common stock issued in cash | $ 1,340,900 | $ 120,000 | ||||||
Finder's Fee Agreement [Member] | ||||||||
Issuance of common stock for services. shares | 25,000 | |||||||
Common stock, price per share | $ 1.25 | |||||||
Issuance of common stock for services | $ 31,250 | |||||||
Agreement initial term | 1 year | |||||||
Consulting Agreement [Member] | ||||||||
Issuance of common stock for services. shares | 200,000 | |||||||
Common stock, price per share | $ 0.10 | |||||||
Issuance of common stock for services | $ 20,000 | |||||||
Agreement initial term | 1 year | |||||||
Finance Term Fee Agreement [Member] | ||||||||
Number of common stock shares issued in cash | 100,000 | |||||||
Number of common stock issued in cash | $ 250,000 | |||||||
Number of common stock value issued for reduction of legal fees | $ 1,500 | |||||||
Number of common stock shares issued for reduction of legal fees | 10,000 | |||||||
Subscription Agreements [Member] | ||||||||
Common stock, price per share | $ 0.25 | $ 0.25 | $ 0.25 | |||||
Number of common stock shares issued in cash | 280,000 | 200,000 | 5,363,600 | |||||
Number of common stock issued in cash | $ 70,000 | $ 50,000 | $ 1,340,900 | |||||
Subscription Agreements [Member] | April 2016 [Member] | ||||||||
Common stock, price per share | $ 0.25 | |||||||
Number of common stock shares issued in cash | 1,500,000 | |||||||
Number of common stock issued in cash | $ 375,000 | |||||||
Accounts Payable Agreement [Member] | ||||||||
Number of common stock value issued for reduction of legal fees | $ 30,000 | |||||||
Number of common stock shares issued for reduction of legal fees | 150,000 |
Stock Options (Details Narrativ
Stock Options (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Weighted average remaining contractual life of stock options outstanding | 3 years 3 months 29 days | 4 years 3 months 29 days |
Unamortized share-based payment | $ 8,850 | |
Officers and Directors [Member] | ||
Number of options granted | 175,000 | |
Vesting terms | vesting terms: 1/3 on date of grant, 1/3 six months from date of grant, and 1/3 one year from date of grant. | |
Equity Incentive Plan [Member] | Employees, Directors And Consultants [Member] | ||
Number of common stock issued maximum under the plan | 20,000,000 | |
Term of stock options | 10 years |
Stock Options - Summary of Shar
Stock Options - Summary of Share Options (Details) - $ / shares | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Number of stock options, beginning balance | 175,000 | |
Number of stock options, granted | 175,000 | 175,000 |
Number of stock options, ending balance | 175,000 | 175,000 |
Weighted-average exercise price, beginning balance | $ 1.27 | |
Weighted-average exercise price, granted | 1.27 | 1.27 |
Weighted-average exercise price, ending balance | $ 1.27 | $ 1.27 |
Stock Options - Schedule of Sto
Stock Options - Schedule of Stock Options Outstanding and Exercisable (Details) | 12 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Stock options outstanding | 175,000 |
Stock options exercisable | 116,667 |
Range 1 [Member] | |
Stock options expiry date | Jul. 30, 2019 |
Stock options exercise price | $ / shares | $ 1.25 |
Stock options outstanding | 150,000 |
Stock options exercisable | 100,000 |
Range 2 [Member] | |
Stock options expiry date | Jul. 30, 2019 |
Stock options exercise price | $ / shares | $ 1.38 |
Stock options outstanding | 25,000 |
Stock options exercisable | 16,667 |
Stock Options - Schedule of Bla
Stock Options - Schedule of Black-Scholes Option Pricing Model (Details) | 12 Months Ended |
Mar. 31, 2015$ / shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Risk-free interest rate | 1.77% |
Expected dividend yield | 0.00% |
Expected share price volatility | 178.00% |
Expected option life in years | 5 years |
Fair value | $ 1.20 |
Accounts Payable (Details Narra
Accounts Payable (Details Narrative) | Mar. 31, 2016USD ($) |
Legal Services [Member] | |
Due to officer and stockholder | $ 56,000 |
Accounts Payable [Member] | |
Due to officer and stockholder | 96,624 |
Due to unrelated parties | 63,995 |
Accounts Payable One [Member] | |
Due to officer and stockholder | $ 10,000 |
Stockholders' Loans (Details Na
Stockholders' Loans (Details Narrative) - USD ($) | 12 Months Ended | |||
Mar. 31, 2016 | Jan. 23, 2016 | Oct. 31, 2015 | Mar. 31, 2015 | |
Stockholders' loan | $ 93,793 | $ 282,172 | ||
Loan maturity due date description | due within 30 days or less | |||
Accrued interest | $ 13,446 | $ 11,686 | ||
Unsecured Debt [Member] | ||||
Loan maturity due date description | October 31, 2015 and January 23, 2016 | |||
Loan interest, per annum | 11.00% | 10.00% | ||
Current Officers And Stockholders [Member] | Loan Extension Agreements [Member] | ||||
Loan maturity due date | Mar. 31, 2017 | |||
Current Officers [Member] | ||||
Loan interest, per annum | 10.00% | |||
Stockholders [Member] | ||||
Loan interest, per annum | 11.00% |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Oct. 02, 2014 | |
Due to related parties | $ 9,529 | ||
Paid or accrued various expenses | $ 447,817 | $ 57,178 | |
Due to directors | $ 10,000 | $ 10,000 | |
Stock issued during period shares due to related parties | 175,000 | 175,000 | |
Share-based payment expense | $ 8,850 | $ 199,958 | |
Directors And Officers [Member] | |||
Stock issued during period shares due to related parties | 125,000 | ||
Stock issued during period value due to related parties | $ 142,502 | ||
Directors And Officers [Member] | Employment Agreements [Member] | |||
Paid or accrued various expenses | 363,750 | ||
Due to directors | $ 264,750 |
Segmented Information (Details
Segmented Information (Details Narrative) | 12 Months Ended |
Mar. 31, 2016Segment | |
Unites States [Member] | |
Number of business segment | 1 |
Exploration and Evaluation (Det
Exploration and Evaluation (Details Narrative) - USD ($) | Jan. 06, 2016 | Jan. 15, 2015 | Nov. 05, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 02, 2015 |
Business acquisition expenditures over next three years | $ 31,250 | |||||
Willow Creek Project [Member] | ||||||
Technical services | $ 949,932 | |||||
Percentage of initial interest for engineering and technical services related project | 20.00% | |||||
Miranda USA Inc [Member] | ||||||
Business acquisition equity interest | 70.00% | |||||
Business acquisition expenditures over next three years | $ 10,000,000 | |||||
Percentage of initial earnings in the project | 20.00% | 20.00% | ||||
Project incurring initial work commitment | $ 1,070,000 | $ 1,070,000 | ||||
Lease agreement | $ 150,000 | $ 150,000 | ||||
Committed to pay lease agreement amount | $ 150,000 | $ 150,000 | ||||
Percentage of initial earning interest | 20.00% | 20.00% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Statutory tax rate percentage | 35.00% | 35.00% |
Operating loss carry forward | $ 2,249,000 | |
Operating loss expiration date | 2027 and 2036 | |
Unrecognized tax benefits | ||
Unrecognized tax benefits income tax penalties and interest expense |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Taxes Provision (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Computed expected income tax benefit | $ (453,000) | $ (138,000) |
Change in valuation allowance | 453,000 | 138,000 |
Income tax provision |
Income Taxes - Schedule of Net
Income Taxes - Schedule of Net Deferred Income Tax Assets (Details) - USD ($) | Mar. 31, 2016 | Mar. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Net operating losses carried forward | $ 787,000 | $ 334,000 |
Valuation allowance | (787,000) | (334,000) |
Net deferred income tax assets |
Income Taxes - Schedule of In38
Income Taxes - Schedule of Income Tax Expiration Date (Details) | 12 Months Ended |
Mar. 31, 2016USD ($) | |
Operating loss carry forward, Amount | $ 2,249,000 |
2007 [Member] | |
Operating loss carry forward, Amount | $ 55,000 |
Operating loss carry forward, Expiry Date | 2,027 |
2008 [Member] | |
Operating loss carry forward, Amount | $ 38,000 |
Operating loss carry forward, Expiry Date | 2,028 |
2009 [Member] | |
Operating loss carry forward, Amount | $ 52,000 |
Operating loss carry forward, Expiry Date | 2,029 |
2010 [Member] | |
Operating loss carry forward, Amount | $ 63,000 |
Operating loss carry forward, Expiry Date | 2,030 |
2011 [Member] | |
Operating loss carry forward, Amount | $ 60,000 |
Operating loss carry forward, Expiry Date | 2,031 |
2012 [Member] | |
Operating loss carry forward, Amount | $ 63,000 |
Operating loss carry forward, Expiry Date | 2,032 |
2013 [Member] | |
Operating loss carry forward, Amount | $ 96,000 |
Operating loss carry forward, Expiry Date | 2,033 |
2014 [Member] | |
Operating loss carry forward, Amount | $ 131,000 |
Operating loss carry forward, Expiry Date | 2,034 |
2015 [Member] | |
Operating loss carry forward, Amount | $ 395,000 |
Operating loss carry forward, Expiry Date | 2,035 |
2016 [Member] | |
Operating loss carry forward, Amount | $ 1,296,000 |
Operating loss carry forward, Expiry Date | 2,036 |
Subsequent Event (Details Narra
Subsequent Event (Details Narrative) - USD ($) | Apr. 21, 2016 | Apr. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Repayment of related party debt | $ 201,825 | $ 15,170 | ||
Subsequent Event [Member] | ||||
Number of stock issued for cash | 1,500,000 | |||
Sale of stock price per share | $ 0.25 | |||
Number of stock issued for cash, value | $ 375,000 | |||
Proceeds from debt | $ 200,000 | |||
Debt instruments interest rate | 20.00% | |||
Repayment of related party debt | $ 3,513 |