Goldrich Mining (GRMC) 10-Q 16 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 16, 2015
Entity Registrant Name	Goldrich Mining Company
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Entity Central Index Key	59,860
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		131,232,809
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Trading Symbol	grmc

Goldrich Mining Company Consoli

Goldrich Mining Company Consolidated Balance Sheets (Interim period unaudited) - USD ($)		Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents		$ 7,745	$ 78,609
Gold Inventory		2,433	2,433
Prepaid claim fees		34,821	55,713
Prepaid expenses		67,226	21,466
Deferred financing costs		10,217	13,539
Other current assets		49,176	49,176
Total current assets		171,618	220,936
Property, plant, equipment, and mining claims:
Equipment, net of accumulated depreciation		39,259	47,886
Mining properties and claims		582,166	582,166
Total property, plant, equipment and mining claims		621,425	630,052
Total assets		793,043	850,988
Current liabilities:
Accounts payable and accrued liabilities		320,589	219,723
Related party payable		115,315	96,824
Deferred compensation		37,500
Notes payable in gold		509,568	509,568
Note payable, net of discount		284,038
Dividend payable on preferred stock		30,618	30,618
Total current liabilities		1,297,628	856,733
Long-term liabilities:
Note payable, net of discount			278,962
Remediation and asset retirement obligation		362,265	359,173
Total long-term liabilities		362,265	638,135
Total liabilities		1,659,893	1,494,868
Commitments	[1]	0	0
Stockholders' deficit:
Convertible preferred stock series A; 5% cumulative dividends, no par value, 1,000,000 shares authorized; 150,000 shares issued and outstanding, $300,000 liquidation preferences		150,000	150,000
Convertible preferred stock series B; no par value, 300 shares authorized, 200 shares issued and outstanding, $200,000 liquidation preference		57,758	57,758
Convertible preferred stock series C; no par value, 250 shares authorized, issued and outstanding, $250,000 liquidation preference		52,588	52,588
Common stock; $.10 par value, 250,000,000 shares authorized; 131,232,809 issued and outstanding		13,123,281	13,123,281
Additional paid-in capital		13,384,498	13,384,498
Accumulated deficit		(27,634,975)	(27,412,005)
Total stockholders' deficit		(866,850)	(643,880)
Total liabilities and stockholders' deficit		$ 793,043	$ 850,988
[1]	Note 8

Statement of Financial Position

Statement of Financial Position - Parenthetical - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Statement of financial position
Preferred Stock, Par Value	$ 0	$ 0
Preferred Stock, Shares Authorized	8,999,450	8,999,450
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Convertible preferred stock series A, no par value, 5% cumulative dividends, shares authorized	1,000,000	1,000,000
Convertible preferred stock series A, shares issued	150,000	150,000
Convertible preferred stock series A, shares outstanding	150,000	150,000
Liquidation preference	$ 300,000	$ 300,000
Convertible preferred stock series B, no par value, shares authorized	300	300
Convertible preferred stock series B, shares issued	200	200
Convertible preferred stock series B, shares outstanding	200	200
Liquidation preference, additional series	$ 200,000	$ 200,000
Convertible preferred stock series C no par value, shares authorized	250	250
Convertible preferred stock series C, shares issued	250	250
Convertible preferred stock series C, shares outstanding	250	250
Liquidation preference, series C	$ 250,000	$ 250,000
Common Stock, Par Value	$ 0.10	$ 0.10
Common Stock, Shares Authorized	250,000,000	250,000,000
Common Stock, Shares Issued	131,232,809	131,232,809
Common Stock, Shares Outstanding	131,232,809	131,232,809

Goldrich Mining Company Consol4

Goldrich Mining Company Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating expenses:
Exploration	$ 12,989	$ 15,492
Depreciation and amortization	8,628	23,823
Management fees and salaries	53,906	65,188
Professional services	31,341	31,579
General and admin	53,225	56,185
Office supplies and other	1,778	2,177
Directors' fees	10,800	14,500
Mineral property maintenance	20,893	17,338
Loss on sale of gold purchased to satisfy notes payable in gold		8,476
Total operating expenses	193,560	234,758
Other (income) expense:
Interest income		(2)
Interest expense and finance costs	29,410	31,822
Total other (income) expense	29,410	31,820
Net loss	222,970	266,578
Preferred dividends	1,896	4,424
Net loss available to common stockholders	$ 224,866	$ 271,001
Net loss per common share - basic and diluted	$ 0	$ 0
Weighted average common shares outstanding-basic and diluted	131,232,809	127,537,062

Goldrich Mining Company Consol5

Goldrich Mining Company Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash flows from operating activities:
Net loss	$ (222,970)	$ (266,578)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	8,628	23,823
Loss on sale of gold purchased		8,476
Amortization of discount on note payable and notes payable in gold	5,076	5,669
Amortization of deferred financing costs	3,322	3,852
Accretion of asset retirement obligation	3,092	2,973
Change in:
Gold inventory		60,112
Prepaid claim fees	20,892	17,337
Prepaid expenses	(45,761)	(286,777)
Accounts payable and accrued liabilities	100,866	66,462
Deferred compensation	37,500
Related party payable	18,491	11,387
Net cash used - operating activities	(70,864)	(353,264)
Cash flows from financing activities:
Proceeds from issuance of common stock and warrants, net of offering costs		239,193
Net cash provided - financing activities		239,193
Net (decrease) in cash and cash equivalents	(70,864)	(114,071)
Cash and cash equivalents, beginning of period	78,609	206,025
Cash and cash equivalents, end of period	$ 7,745	$ 91,954

1. Basis of Presentation

1. Basis of Presentation	3 Months Ended
	Mar. 31, 2016
Notes
1. Basis of Presentation:	1. BASIS OF PRESENTATION: The unaudited financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of the Company’s management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included. Operating results for the three-month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2016. For further information refer to the financial statements and footnotes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. Going Concern The accompanying consolidated financial statements have been prepared under the assumption that the Company will continue as a going concern. The Company has incurred losses since its inception and does not have sufficient cash to fund normal operations and meet debt obligations for the next 12 months without deferring payment on certain current liabilities and/or raising additional funds. The Company currently has no historical recurring source of revenue and its ability to continue as a going concern is dependent on the Company’s ability to raise capital to fund its future exploration and working capital requirements or its ability to profitably execute its business plan. The Company’s plans for the long-term return to and continuation as a going concern include the profitable exploitation of its mining properties and financing the Company’s future operations through sales of its common stock and/or debt. Additionally, the current capital markets and general economic conditions in the United States are significant obstacles to raising the required funds. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. If the going concern basis were not appropriate for these financial statements, adjustments would be necessary in the carrying value of assets and liabilities, the reported expenses and the balance sheet classifications used.

2. Summary of Significant Accou

2. Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
Notes
2. Summary of Significant Accounting Policies	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting for Investments in Joint Ventures For joint ventures in which the Company does not have joint control or significant influence, the cost method is used. Under the cost method, these investments are carried at the lower of cost or fair value. For those joint ventures in which there is joint control between the parties and in which the Company has significant influence, the equity method is utilized whereby the Company’s share of the ventures’ earnings and losses is included in the statement of operations as earnings in joint ventures and its investments therein are adjusted by a similar amount. Goldrich has no significant influence over its joint venture described in Note 3 Joint Venture For joint ventures where the Company holds more than 50% of the voting interest and has significant influence, the joint venture is consolidated with the presentation of a non-controlling interest. In determining whether significant influence exists, the Company considers its participation in policy-making decisions and its representation on the venture’s management committee. Goldrich currently has no joint venture of this nature. The Company periodically assesses its investments in joint ventures for impairment. If management determines that a decline in fair value is other than temporary it will write-down the investment and charge the impairment against operations. Net Loss Per Share Basic earnings per share (“EPS”) is computed as net loss available to common shareholders after dividends to preferred shareholders, divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options, warrants, and other convertible debt and securities. The dilutive effect of vested convertible and exercisable securities would be: For periods ended March 31, 2016 2015 Convertible preferred stock Series A 900,000 1,050,000 Convertible preferred stock Series B 2,857,142 2,857,142 Convertible preferred stock Series C 8,333,333 - Stock options 3,200,000 3,350,000 Warrants 66,586,063 48,969,397 Total possible dilution 81,876,538 56,226,539 Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. Reclassifications Certain reclassifications have been made to conform prior period’s data to the current presentation. These reclassifications have no effect on the results of reported operations, cash flows or stockholders’ deficit.

3. Joint Venture

3. Joint Venture	3 Months Ended
	Mar. 31, 2016
Notes
3. Joint Venture	3. JOINT VENTURE On May 7, 2012, the Company entered into a joint venture (“the JV”) with NyacAU, LLC (“NyacAU”), an Alaskan private company, to bring Goldrich’s Chandalar placer gold properties into production as defined in the joint venture agreement. In each case as used herein in reference to the JV, “production” is as defined by the JV agreement. As part of the agreement, Goldrich and NyacAU formed a 50:50 joint venture company, Goldrich NyacAU Placer LLC (“GNP”), to operate the Chandalar placer mines, with NyacAU acting as managing partner. Goldrich has no significant control or influence over the JV, and therefore accounts for its investment using the cost method, which totals $nil at March 31, 2016 and December 31, 2015. Under the terms of the joint venture agreement (the “Agreement”), NyacAU provided funding to the JV. The loans are to be repaid from future production. No funding has been advanced to Goldrich itself. According to the Agreement, on at least an annual basis, the JV shall allocate and distribute all revenue (whether in cash or as gold) generated from the JV’s placer operation in the following order: 1. Current year operating expenses, 2. Members’ distribution of 20% (10% to Goldrich and 10% to NyacAU) provided that, for so long as the loan (LOC2) to GNP from NyacAU for the purchase of a royalty is not paid in full, the JV shall retain 100% of Goldrich’s distribution and apply against the loan, 3. After payment of operating expenses and the member’s distribution of 20%, the JV will apply any remaining revenue to reduce the remaining balance of the loan from NyacAU to GNP for the development of the mine (LOC1), 4. Reserves for future operating expenses and capital needs, not to exceed $3,000,000 in any year, and 5. Member distributions of any remaining gold production on a 50:50 basis to each of the JV partners provided that, for so long as the loan LOC2 is not paid in full, the JV shall retain 100% of Goldrich’s distribution and apply against the loan. On June 23, 2015, the Company raised net proceeds of $1.1 million through the sale of 12% of the cash flows Goldrich receives in the future from its interest in GNP (“Distribution Interest”) to Chandalar Gold, LLC (“CGL”), a non-related entity. Goldrich retained its ownership of its 50% interest in GNP but, after the transaction, subject to the terms of the GNP operating agreement, Goldrich will effectively receive approximately 44% and CGL will receive 6% (12% of Goldrich’s 50% of GNP = 6%) of any cash distributions produced by GNP. As part of the purchase, CGL received 2,250,000 Series P Warrants and an option to acquire an additional 10% Distribution Interest in the cash flows Goldrich receives from its interest in GNP. Each Series P Warrant is exercisable to purchase one share of common stock of the Company at $0.07, for a period of five (5) years. The Distribution Interest option to purchase an additional 10% of Goldrich’s future cash flow from GNP must be exercised before July 1, 2016 in consideration of a one-time cash payment of $1.3 million. Should the option be exercised, Goldrich would effectively receive, subject to the terms of the GNP operating agreement, approximately 38.5% and CGL would receive 11% (22% of Goldrich’s 50% of GNP = 11%) of any cash distributions produced by GNP. The lead agent for the sale received a commission equal to 5% of gross proceeds raised, was granted a perpetual undivided 0.5% interest in distributions paid out by GNP to Goldrich, and was issued 1.2 million Series P-2 Warrants. Each Series P-2 Warrant is exercisable into one share of common stock of the Company for a period of five (5) years at a price of $0.05 per share. Should CGL exercise its option, the same fee structure would apply as above, including an additional 0.5% interest in distributions paid out by GNP to Goldrich. The gross fair values of the Series P and Series P-2 warrants were estimated on the issue date at $110,250 and $60,000, respectively, using the following weighted average assumptions: Risk-free interest rate 1.71% Expected dividend yield 0 Expected term (in years) 5 Expected volatility 141.7% After applying the out of pocket costs of sale of $125,164 and recognizing the relative fair value of the Series P Warrants of $88,644, the Company recognized a gain of $930,892 on the sale of the joint venture cash distribution interest after applying an adjustment of $55,300 of the Investment in joint venture asset, reducing it to $nil at December 31, 2015.

4. Related Party Transactions

4. Related Party Transactions	3 Months Ended
	Mar. 31, 2016
Notes
4. Related Party Transactions	4. RELATED PARTY TRANSACTIONS Beginning in January 2016, this Company’s President and Chief Executive Officer (“CEO”) elected to defer a portion of his salary until the Company is successful in securing financing sufficient to fund future operations. An amount of $37,500 has been deferred and is recorded as deferred compensation at March 31, 2016. An amount of $8,726 was accrued for fees due to the Company’s Chief Financial Officer (“CFO”) at December 31, 2015. An amount of $16,917 and $10,406 has been accrued for fees at March 31, 2016 and March 31, 2015, respectively. These amounts are included in related party payable. A total of $88,098 had been accrued for consultants and directors’ fees at December 31, 2015. At March 31, 2016, $98,398 is accrued for services performed, which is included in related party payable.

5. Note Payable

5. Note Payable	3 Months Ended
	Mar. 31, 2016
Notes
5. Note Payable	5. NOTE PAYABLE On January 24, 2014, the Company closed an unsecured senior note financing for $300,000 with a private investment firm (“the lender”) with a maturity date of January 24, 2017. Per the note agreement, the $300,000 is the first of six-staged loans for total aggregate amount of up to $2 million. The note bears interest at 15%, payable at the end of each quarter. Interest of $45,000 had been paid and expensed during the year ended December 31, 2015. During the three months ended March 31, 2016, interest of $11,250 has been paid and expensed. Repayment of all amounts owed under the note is guaranteed by Goldrich Placer LLC, the Company’s wholly owned subsidiary, which in turn owns a 50% interest in Goldrich NyacAU Placer LLC. See Note 3 Joint Venture. The note contains standard default provisions, including failure to pay interest and principal when due. At March 31, 2016, the Company had outstanding a total note payable of $300,000 less remaining unamortized discounts of $15,962 for a net liability of $284,038. The lender elected to defer at least the second through the fifth tranches of the note advances pending the resolution and additional due diligence related to a lien that was placed on our claims in December 2013 by our joint venture partner, which was subsequently released during the quarter ended March 31, 2014. At March 31, 2016, the lender retains the right to lend the contracted amounts of the second through fifth tranches of the note.

6. Notes Payable in Gold

6. Notes Payable in Gold	3 Months Ended
	Mar. 31, 2016
Notes
6. Notes Payable in Gold	6. NOTES PAYABLE IN GOLD At December 31, 2015, and March 31, 2016, the Company had outstanding total notes payable in gold of $509,568, representing 394.788 ounces of fine gold deliverable at November 30, 2016. The Company is not required to purchase gold on the open market to meet delivery obligations. In the event that sufficient gold is not produced to meet future distribution requirements, the Company may be required to renegotiate the terms of the notes with the holders to avoid default. A renegotiation or default may require a change in future accounting treatment to that of derivative accounting.

7. Stockholders' Equity

7. Stockholders' Equity	3 Months Ended
	Mar. 31, 2016
Notes
7. Stockholders' Equity	7. STOCKHOLDERS’ EQUITY Private Placement Offerings - Unit Private Placements 2015 Activity On December 7, 2015, the Company completed the offer and sale of 250 shares of Series C Preferred stock, resulting in net proceeds of $225,000 to the Company. These shares were issued from the designated 10,000,000 share of Preferred Stock, par value as the Board may determine. In connection with the issuance of the Series C Preferred Stock, the Company issued a total of 9,166,666, five-year Class Q warrants, including 833,333 broker warrants. The Class Q warrants have an exercise price of $0.03 per share of the Company’s common stock with a fair value of $116,162 as determined using a Black Scholes model and allocation between the preferred shares and the warrants. The fair value of the warrants was estimated on the issue date using the following weighted average assumptions: Risk-free interest rate 1.68% Expected dividend yield 0 Expected term (in years) 5 Expected volatility 141.9% Additionally, after accounting for the fair value of the warrant, a beneficial conversion feature of $81,250 was determined to exist, which represented a deemed dividend to the holder of the preferred shares recognizable immediately upon issue due to the ability to convert the shares concurrent with issuance of the preferred shares. Both the fair value of the warrants and the beneficial conversion feature were charged to Additional paid in capital at the date of issuance. The Series C Preferred Stock includes a redemption feature which, in the event the Company sells any or all of its assets for aggregate total compensation greater than $3,000,000 within a one-year period following the date of issuance of the Series C Preferred Shares, the Purchaser has the right to redeem all or some of the outstanding securities. The redemption price would be equal to the purchase price plus an additional amount equivalent to the amount of interest that would have accrued on the purchase price at a rate of 15% from the date of issuance of the Series C Preferred Shares through the date of redemption. The holders of the Series C Preferred Stock cannot trigger or otherwise require the sale of the assets through representation on the board of directors, or through other rights, because the decision to sell all or substantially all of the issuer's assets and the distribution to common stockholders is solely within the Company’s control. Company management has concluded under ASC 480 there could not be a "hostile" asset sale whereby a triggering event could occur without the Company’s approval, and therefore, classifying the Series C Preferred Stock and associated warrants in permanent equity is appropriate. On April 7, 2015, the Company completed a private placement consisting of 5,000,000 units issued at a price of $0.05 per unit and resulted in net proceeds of $241,832. Each unit consisted of one share of the Company’s common stock and one full share Class O warrant. Each full Class O warrant is exercisable to purchase one additional common share of the Company at $0.06, for a period of five years following the date of issue. Warrants At March 31, 2016, there were 66,586,063 common stock warrants outstanding with a weighted average exercise price of $0.19. No warrants were issued and none expired during the period. Stock Options and Stock-Based Compensation: A summary of stock option transactions for the period ended March 31, 2016 is as follows: Shares Weighted- Average Exercise Price (per share) Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Options outstanding at December 31, 2015 3,350,000 $ 0.24 3.81 $0 Granted - - Expired (150,000) 0.52 Options outstanding and exercisable at March 31, 2016 3,200,000 $ 0.22 3.73 $0 Options available for future grants 2,075,672 For the period ended March 31, 2016, the Company recognized total share-based compensation for employees and consulting directors of $nil.

8. Commitments

8. Commitments	3 Months Ended
	Mar. 31, 2016
Notes
8. Commitments	8. COMMITMENTS The Company has 426.5 acres of patented claims and 22,432 acres of non-patented claims. We are subject to annual claims rental fees in order to maintain our non-patented claims. In addition to the annual claims rental fees due November 30 of each year, we are also required to meet annual labor requirements due November 30 of each year. The Company is able to carry forward costs for annual labor that exceed the required yearly totals for four years. Following are the annual claims and labor requirements for 2016 and 2017. November 30, 2016 November 30, 2017 Claims Rental $ 84,770 $ 90,570 Annual Labor 61,100 61,100 Yearly Totals $ 145,870 $ 151,670 The Company has a carryover to 2016 of approximately $20.7 million to satisfy its annual labor requirements. This carryover expires in the years 2016 through 2021 if unneeded to satisfy requirements in those years.

9. Subsequent Events

9. Subsequent Events	3 Months Ended
	Mar. 31, 2016
Notes
9. Subsequent Events	9. SUBSEQUENT EVENTS On April 6, 2016, the Company closed the first tranche of a private placement for total proceeds of $50,000. The Company sold 50 shares of Series D Preferred Stock of the Company and warrants at a price per preferred share of $1,000. Each share of Series D Preferred Stock is convertible into common shares of the Company equal in number to $1,000 divided by $0.03 per share. The purchaser of each share of Series D Preferred Stock also received warrants to purchase shares of common stock of the Company equal in number to the total purchase price divided by 0.03 (rounded down), exercisable at any time beginning one year after the closing date for a term ending five years from the closing date at an exercise price of $0.045 per common share. The placement agent received a sales commission of 5% of gross proceeds and warrants equal to 5% of the total number of warrants issued. Under certain specified circumstances, the shares are redeemable at the option of the purchaser at a rate of return on the purchase price of 15% from the date of issuance of the Preferred Shares through the date of the redemption.

2. Summary of Significant Acc15

2. Summary of Significant Accounting Policies: Accounting For Investments in Joint Ventures (Policies)	3 Months Ended
	Mar. 31, 2016
Policies
Accounting For Investments in Joint Ventures	Accounting for Investments in Joint Ventures For joint ventures in which the Company does not have joint control or significant influence, the cost method is used. Under the cost method, these investments are carried at the lower of cost or fair value. For those joint ventures in which there is joint control between the parties and in which the Company has significant influence, the equity method is utilized whereby the Company’s share of the ventures’ earnings and losses is included in the statement of operations as earnings in joint ventures and its investments therein are adjusted by a similar amount. Goldrich has no significant influence over its joint venture described in Note 3 Joint Venture For joint ventures where the Company holds more than 50% of the voting interest and has significant influence, the joint venture is consolidated with the presentation of a non-controlling interest. In determining whether significant influence exists, the Company considers its participation in policy-making decisions and its representation on the venture’s management committee. Goldrich currently has no joint venture of this nature. The Company periodically assesses its investments in joint ventures for impairment. If management determines that a decline in fair value is other than temporary it will write-down the investment and charge the impairment against operations.

2. Summary of Significant Acc16

2. Summary of Significant Accounting Policies: Net Loss Per Share (Policies)	3 Months Ended
	Mar. 31, 2016
Policies
Net Loss Per Share	Net Loss Per Share Basic earnings per share (“EPS”) is computed as net loss available to common shareholders after dividends to preferred shareholders, divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options, warrants, and other convertible debt and securities. The dilutive effect of vested convertible and exercisable securities would be: For periods ended March 31, 2016 2015 Convertible preferred stock Series A 900,000 1,050,000 Convertible preferred stock Series B 2,857,142 2,857,142 Convertible preferred stock Series C 8,333,333 - Stock options 3,200,000 3,350,000 Warrants 66,586,063 48,969,397 Total possible dilution 81,876,538 56,226,539 Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures.

2. Summary of Significant Acc17

2. Summary of Significant Accounting Policies: Reclassifications (Policies)	3 Months Ended
	Mar. 31, 2016
Policies
Reclassifications	Reclassifications Certain reclassifications have been made to conform prior period’s data to the current presentation. These reclassifications have no effect on the results of reported operations, cash flows or stockholders’ deficit.

2. Summary of Significant Acc18

2. Summary of Significant Accounting Policies: Net Loss Per Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2016
Tables/Schedules
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	For periods ended March 31, 2016 2015 Convertible preferred stock Series A 900,000 1,050,000 Convertible preferred stock Series B 2,857,142 2,857,142 Convertible preferred stock Series C 8,333,333 - Stock options 3,200,000 3,350,000 Warrants 66,586,063 48,969,397 Total possible dilution 81,876,538 56,226,539

3. Joint Venture_ Schedule of S

3. Joint Venture: Schedule of Series P Warrants Weighted Average Assumptions (Tables)	3 Months Ended
	Mar. 31, 2016
Proceeds from sale of cash flow percentage
Schedule of Series P Warrants Weighted Average Assumptions	Risk-free interest rate 1.71% Expected dividend yield 0 Expected term (in years) 5 Expected volatility 141.7%

7. Stockholders' Equity_ Fair V

7. Stockholders' Equity: Fair Value of Warrants issued with Class L Warrants issued with Series C Preferred Stock (Tables)	3 Months Ended
	Mar. 31, 2016
Tables/Schedules
Fair Value of Warrants issued with Class L Warrants issued with Series C Preferred Stock	Risk-free interest rate 1.68% Expected dividend yield 0 Expected term (in years) 5 Expected volatility 141.9%

7. Stockholders' Equity_ Schedu

7. Stockholders' Equity: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Tables)	3 Months Ended
	Mar. 31, 2016
Tables/Schedules
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	Shares Weighted- Average Exercise Price (per share) Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Options outstanding at December 31, 2015 3,350,000 $ 0.24 3.81 $0 Granted - - Expired (150,000) 0.52 Options outstanding and exercisable at March 31, 2016 3,200,000 $ 0.22 3.73 $0 Options available for future grants 2,075,672

8. Commitments_ Patented and no

8. Commitments: Patented and nonpatented claims, annual costs (Tables)	3 Months Ended
	Mar. 31, 2016
Tables/Schedules
Patented and nonpatented claims, annual costs	November 30, 2016 November 30, 2017 Claims Rental $ 84,770 $ 90,570 Annual Labor 61,100 61,100 Yearly Totals $ 145,870 $ 151,670

1. Basis of Presentation (Detai

1. Basis of Presentation (Details)	3 Months Ended
	Mar. 31, 2016
Details
Substantial Doubt about Going Concern	Going Concern The accompanying consolidated financial statements have been prepared under the assumption that the Company will continue as a going concern. The Company has incurred losses since its inception and does not have sufficient cash to fund normal operations and meet debt obligations for the next 12 months without deferring payment on certain current liabilities and/or raising additional funds. The Company currently has no historical recurring source of revenue and its ability to continue as a going concern is dependent on the Company’s ability to raise capital to fund its future exploration and working capital requirements or its ability to profitably execute its business plan. The Company’s plans for the long-term return to and continuation as a going concern include the profitable exploitation of its mining properties and financing the Company’s future operations through sales of its common stock and/or debt. Additionally, the current capital markets and general economic conditions in the United States are significant obstacles to raising the required funds. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. If the going concern basis were not appropriate for these financial statements, adjustments would be necessary in the carrying value of assets and liabilities, the reported expenses and the balance sheet classifications used.

2. Summary of Significant Acc24

2. Summary of Significant Accounting Policies: Net Loss Per Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Details
Convertible preferred stock Series A	900,000	1,050,000
Convertible preferred stock Series B	2,857,142	2,857,142
Convertible preferred stock Series C	8,333,333
Stock options	3,200,000	3,350,000
Warrants	66,586,063	48,969,397
Total possible dilution	81,876,538	56,226,539

3. Joint Venture (Details)

3. Joint Venture (Details) - Proceeds from sale of cash flow percentage	Jun. 23, 2015USD ($)
Other Significant Noncash Transaction, Description	On June 23, 2015, the Company raised net proceeds of $1.1 million through the sale of 12% of the cash flows Goldrich receives in the future from its interest in GNP (“Distribution Interest”) to Chandalar Gold, LLC (“CGL”), a non-related entity. Goldrich retained its ownership of its 50% interest in GNP but, after the transaction, subject to the terms of the GNP operating agreement, Goldrich will effectively receive approximately 44% and CGL will receive 6% (12% of Goldrich’s 50% of GNP = 6%) of any cash distributions produced by GNP. As part of the purchase, CGL received 2,250,000 Series P Warrants and an option to acquire an additional 10% Distribution Interest in the cash flows Goldrich receives from its interest in GNP. Each Series P Warrant is exercisable to purchase one share of common stock of the Company at $0.07, for a period of five (5) years. The Distribution Interest option to purchase an additional 10% of Goldrich’s future cash flow from GNP must be exercised before July 1, 2016 in consideration of a one-time cash payment of $1.3 million. Should the option be exercised, Goldrich would effectively receive, subject to the terms of the GNP operating agreement, approximately 38.5% and CGL would receive 11% (22% of Goldrich’s 50% of GNP = 11%) of any cash distributions produced by GNP. The lead agent for the sale received a commission equal to 5% of gross proceeds raised, was granted a perpetual undivided 0.5% interest in distributions paid out by GNP to Goldrich, and was issued 1.2 million Series P-2 Warrants. Each Series P-2 Warrant is exercisable into one share of common stock of the Company for a period of five (5) years at a price of $0.05 per share. Should CGL exercise its option, the same fee structure would apply as above, including an additional 0.5% interest in distributions paid out by GNP to Goldrich.
Series P warrants fair value disclosure	$ 110,250
Series P 2 warrants fair value disclosure	60,000
Payments of Stock Issuance Costs	125,164
Relative fair value series P warrants	88,644
Gain (Loss) on Disposition of Other Assets	930,892
Adjustment to joint venture asset	$ 55,300

3. Joint Venture_ Schedule of26

3. Joint Venture: Schedule of Series P Warrants Weighted Average Assumptions (Details)	Jun. 23, 2015	Mar. 31, 2016
Fair Value Assumptions, Risk Free Interest Rate		1.68%
Fair Value Assumptions, Expected Dividend Rate		0.00%
Fair Value Assumptions, Expected Term		5 years
Fair Value Assumptions, Expected Volatility Rate		141.90%
Proceeds from sale of cash flow percentage
Fair Value Assumptions, Risk Free Interest Rate	1.71%
Fair Value Assumptions, Expected Dividend Rate	0.00%
Fair Value Assumptions, Expected Term	5 years
Fair Value Assumptions, Expected Volatility Rate	141.70%

4. Related Party Transactions (

4. Related Party Transactions (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Related Party Transaction, Amounts of Transaction	$ 37,500
Consultant and director fees	$ 98,398
CEO
Related Party Transaction, Description of Transaction	Beginning in January 2016, this Company’s President and Chief Executive Officer (“CEO”) elected to defer a portion of his salary until the Company is successful in securing financing sufficient to fund future operations. An amount of $37,500 has been deferred and is recorded as deferred compensation at March 31, 2016.
CFO
Related Party Transaction, Description of Transaction	An amount of $8,726 was accrued for fees due to the Company’s Chief Financial Officer (“CFO”) at December 31, 2015. An amount of $16,917 and $10,406 has been accrued for fees at March 31, 2016 and March 31, 2015, respectively. These amounts are included in related party payable.
Related Party Transaction, Amounts of Transaction	$ 16,917	$ 10,406	$ 8,726
Other
Related Party Transaction, Description of Transaction	A total of $88,098 had been accrued for consultants and directors’ fees at December 31, 2015. At March 31, 2016, $98,398 is accrued for services performed, which is included in related party payable.
Consultant and director fees			$ 88,098

5. Note Payable (Details)

5. Note Payable (Details) - USD ($)	3 Months Ended
	Mar. 31, 2016	Jan. 24, 2014
Details
Unsecured Debt	$ 300,000	$ 300,000
Interest paid on unsecured note	11,250
Debt Instrument, Unamortized Discount	15,962
Note payable, net of discount	$ 284,038

6. Notes Payable in Gold (Detai

6. Notes Payable in Gold (Details)	Mar. 31, 2016USD ($)	Dec. 31, 2015USD ($)
Details
Notes payable in gold	$ 509,568	$ 509,568
Gold Deliverable	394.788

7. Stockholders' Equity (Detail

7. Stockholders' Equity (Details)	Dec. 07, 2015USD ($)$ / sharesshares	Apr. 07, 2015USD ($)$ / shares	Jan. 23, 2014USD ($)	Mar. 31, 2016$ / sharesshares
All classes of warrants outstanding | shares				66,586,063
Weighted average exercise price of warrants | $ / shares				$ 0.19
Series C Preferred Stock
Preferred stock issued for cash | shares	250
Proceeds from Issuance of Preferred Stock and Preference Stock | $			$ 225,000
Warrants issued with preferred stock | shares	9,166,666
Broker Warrants issued with preferred stock | shares	833,333
Per share price of warrants issued with preferred stock | $ / shares	$ 0.03
Fair value of warrants issued with preferred stock | $	$ 116,162
Beneficial conversion feature on preferred stock | $	$ 81,250
Private Placement One
Private placement units sold		5,000,000
Per share unit | $ / shares		$ 0.05
Per share unit class O warrant | $ / shares		$ 0.06
Series B Preferred Stock
Proceeds from sale of units | $		$ 241,832

7. Stockholders' Equity_ Fair31

7. Stockholders' Equity: Fair Value of Warrants issued with Class L Warrants issued with Series C Preferred Stock (Details)	3 Months Ended
	Mar. 31, 2016
Details
Fair Value Assumptions, Risk Free Interest Rate	1.68%
Fair Value Assumptions, Expected Dividend Rate	0.00%
Fair Value Assumptions, Expected Term	5 years
Fair Value Assumptions, Expected Volatility Rate	141.90%

7. Stockholders' Equity_ Sche32

7. Stockholders' Equity: Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details)	Mar. 31, 2016$ / sharesshares	Mar. 31, 2016$ / sharesshares	Dec. 31, 2015$ / sharesshares
Details
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	3,200,000	3,200,000	3,350,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ / shares	$ 0.22	$ 0.22	$ 0.24
Weighted Averate Remaining Term		3.73	3.81
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period		(150,000)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ / shares		$ 0.52
Shares available for grant under stock option plan	2,075,672

8. Commitments_ Patented and 33

8. Commitments: Patented and nonpatented claims, annual costs (Details) - USD ($)	Nov. 30, 2017	Nov. 30, 2016
Details
Claims rental	$ 90,570	$ 84,770
Annual labor requirement	61,100	61,100
Non-patented claims expense	$ 151,670	$ 145,870

9. Subsequent Events (Details)

9. Subsequent Events (Details)	3 Months Ended
	Mar. 31, 2016
Details
Subsequent Event, Description	On April 6, 2016, the Company closed the first tranche of a private placement for total proceeds of $50,000. The Company sold 50 shares of Series D Preferred Stock of the Company and warrants at a price per preferred share of $1,000. Each share of Series D Preferred Stock is convertible into common shares of the Company equal in number to $1,000 divided by $0.03 per share. The purchaser of each share of Series D Preferred Stock also received warrants to purchase shares of common stock of the Company equal in number to the total purchase price divided by 0.03 (rounded down), exercisable at any time beginning one year after the closing date for a term ending five years from the closing date at an exercise price of $0.045 per common share. The placement agent received a sales commission of 5% of gross proceeds and warrants equal to 5% of the total number of warrants issued. Under certain specified circumstances, the shares are redeemable at the option of the purchaser at a rate of return on the purchase price of 15% from the date of issuance of the Preferred Shares through the date of the redemption.