Golden Goliath 6-K

0001217160-18-000037.txt : 20180214 0001217160-18-000037.hdr.sgml : 20180214 20180214155449 ACCESSION NUMBER: 0001217160-18-000037 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20180129 FILED AS OF DATE: 20180214 DATE AS OF CHANGE: 20180214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOLDEN GOLIATH RESOURCES LTD CENTRAL INDEX KEY: 0001127307 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31204 FILM NUMBER: 18612045 BUSINESS ADDRESS: STREET 1: 711 675 WEST HASTINGS STREET CITY: VANCOUVER BC CANADA V68 1N2 STATE: A1 ZIP: 00000 6-K 1 ggq12018fs6k.htm GOLDEN GOLIATH 6-K FOR JANUARY 2018 Golden Goliath 6-K


UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ISSUER PURSUANT TO RULE 13a-16 AND 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of:	January 2018

SEC File No. 000-31204

GOLDEN GOLIATH RESOURCES LTD.
(Exact name of registrant as specified in its charter)

675 West Hastings St., #711, Vancouver, British Columbia, Canada V6B 1N2
(Address of principal executive offices)
1. Interim Financial Statements for the period ended November 30, 2017 2. Management Discussion and Analysis 3. CEO Certification 4. CFO Certification

Indicate by check mark whether the Registrant files annual reports under cover of Form 20-F or Form 40-F. Form 20-F xxx Form 40-F ___ Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ___ Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ___ Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under Securities Exchange Act of 1934. Yes ___ No xxx

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 6-K to be signed on its behalf by the undersigned, thereunto duly authorized.

Golden Goliath Resources Ltd. -- SEC File No. 000-31204

(Registrant)


Date: February 7, 2018	/s/ J. Paul Sorbara
	J. Paul Sorbara, President/CEO/Director

EX-99.1 2 ggq1_2018fs.htm INTERIM FINANCIAL STATEMENTS FOR THE PERIOD ENDED NOVEMBER 30, 2017 Interim Financial Statements

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

PERIODS ENDED NOVEMBER 30, 2017 and 2016

(Expressed in Canadian Dollars)

(Unaudited)

NOTICE TO READERS

The attached condensed consolidated interim financial statements for the three months periods ended November 30, 2017 have been prepared by and are the responsibility of the Company’s management and have been approved by the Board of Directors of the Company. The Company’s independent auditor has not performed a review of these interim financial statements.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in Canadian Dollars)

(Unaudited)


	NOVEMBER 30,		AUGUST 31,
	2017		2017

ASSETS
Current Assets
Cash	$	148,721	$	68,123
Accounts receivable (Note 3)		2,404		2,694
Due from related parties (Note 11)		3,911		3,911
Prepaid expenses		23,593		35,298
Total Current Assets		178,629		110,026

Non-current Assets
Value-added taxes recoverable		54		423
Exploration and evaluation assets (Notes 4 and 12)		2,645,710		2,753,687
Property and equipment (Note 5)		23,236		22,872

Total Assets	$	2,847,629	$	2,887,008

LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	$	35,229	$	14,853
Due to related parties (Note 11)		581,164		542,390
Employment benefit obligations		45,251		74,159
Total Liabilities		661,644		631,402

EQUITY
Share capital (Note 6)		26,044,652		26,044,652
Share-based payments reserve		2,986,770		2,986,770
Deficit		(26,845,437)		(26,775,816)
Total Equity		2,185,985		2,255,606

Total Liabilities And Equity	$	2,847,629	$	2,887,008

Going Concern (Note 1)
These consolidated financial statements were authorized for issue by the Board of Directors on January 29, 2018. They are signed on behalf of the Company by:


“J. Paul Sorbara”		“Stephen W. Pearce”
Director		Director


See accompanying notes to consolidated financial statements.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE LOSS

(Expressed in Canadian Dollars)

(Unaudited)


	Three months ended November 30,
	2017		2016
Expenses
Amortization	$	824	$	227
Consulting (Note 11)		22,654		18,500
Foreign exchange loss		1,692		4,189
Investor relations		-		4,500
Management fees (Note 11)		30,000		30,000
Office and general		3,078		3,697
Professional fees		5,140		5,361
Rent and utilities		3,612		3,841
Transfer agent and filing fees		698		1,020
Travel		121		218
Wages and benefits (Note 11)		1,802		6,000

Comprehensive Loss For The Period	$	(69,621)	$	(77,553)

Loss Per Share – Basic and Diluted	$	(0.001)	$	(0.001)

Weighted Average Number Of Shares Outstanding – Basic and diluted		106,660,889		106,660,889

See accompanying notes to consolidated financial statements

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Expressed in Canadian Dollars)

(Unaudited)


	COMMON SHARES				SHARE-BASED PAYMENTS RESERVE
	WITHOUT PAR VALUE
	SHARES	AMOUNT					DEFICIT			TOTAL EQUITY
Balance, August 31, 2016	106,660,889		26,044,652			2,986,770			(26,442,141)		2,589,281

Net loss for the year	-		-			-			(333,675)		(333,675)
Balance, August 31, 2017	106,660,889		26,044,652			2,986,770			(26,775,816)		2,255,606

Net loss for the period	-		-			-			(69,621)		(69,621)
Balance, November 30, 2017	106,660,889	$	26,044,652	$		2,986,770		$	(26,845,437)	$	2,185,985

See accompanying notes to consolidated financial statements.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in Canadian Dollars)

(Unaudited)


	Three months ended November 30,
	2017		2016

Operating Activities
Net loss for the period	$	(69,621)	$	(77,553)
Adjustments to reconcile loss to net cash used in operating activities:
Accrual of management fees		38,774		41,001
Amortization		824		227
Change in non-cash operating assets and liabilities:
VAT and other receivable		659		(1,960)
Due from related parties		-		(90)
Prepaid expenses		11,705		(13,046)
Accounts payable and accrued liabilities		20,376		14,484
Employment benefit obligation		(28,908)		(4,224)

Cash Used In Operating Activities		(26,191)		(41,161)

Investing Activities
Expenditures on mineral properties		(22,239)		(5,840)
Purchase of property and equipment		(1,188)		-
Proceeds on sale of mineral property interest		130,216		119,526
Cash Provided By Investing Activities		106,789		113,686

Increase In Cash During the Period		80,598		72,525

Cash, Beginning Of Period		68,123		57,880

Cash, End Of Period	$	148,721	$	130,405

See accompanying notes to consolidated financial statements.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

NATURE OF OPERATIONS AND GOING CONCERN

Golden Goliath Resources Ltd. (the “Company”) was incorporated on June 12, 1996 under the Business Corporations Act of British Columbia, Canada. The Company is a public company listed on the TSX Venture Exchange (the “TSX.V”), trading under the symbol “GNG”. The address of the Company’s corporate office and principal place of business is Suite 711, 675 West Hastings Street, Vancouver, British Columbia, Canada. The Company’s principal business activity is the acquisition and exploration of resource properties.

The Company is in the exploration stage and is in the process of evaluating its Mexican resource properties and has not yet determined whether these properties contain reserves that are economically recoverable. The recoverability of amounts shown for exploration and evaluation assets are dependent upon the discovery of economically recoverable reserves, confirmation of the Company’s interest in the underlying mineral claims, the ability of the Company to obtain necessary financing to complete the development of the properties and upon future profitable production or proceeds from the disposition thereof. Managements’ plan in this regard is to secure additional funds through future equity financings, which either may not be available or may not be available on reasonable terms.

The consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern. This assumes the Company will operate for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations. Accordingly, they do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and liquidate its liabilities, contingent obligations and commitments other than in the normal course of business and at amounts different from those in the financial statements. The Company has incurred operating losses since inception, has no source of operating cash flow, minimal income from short-term investments, continues to rely on the cooperation of its related parties, and there can be no assurances that sufficient funding, including adequate financing, will be available to complete the exploration of its mineral properties and to cover general and administrative expenses necessary for the maintenance of a public company. The ability of the Company to arrange additional financing in the future depends in part, on the prevailing capital market conditions and mineral property exploration success. These factors cast substantial doubt on the Company’s ability to continue as a going concern. Accordingly, the financial statements do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and liquidate its liabilities, contingent obligations and commitments other than in the normal course of business and at amounts different from those in the financial statements.

BASIS OF PRESENTATION

Statement of Compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and interpretations issued by the International Financial Reporting Interpretations Committee (“IFRIC”).

Basis of Preparation

These consolidated financial statements have been prepared on a historical cost basis except for financial instruments that have been measured at fair value. These consolidated financial statements have also been prepared using the accrual basis of accounting, except for cash flow information. In the opinion of management, all adjustments (including normal recurring accruals), considered necessary for a fair presentation have been included.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

BASIS OF PRESENTATION (Continued)

Foreign Currencies

The Company’s reporting currency and functional currency is the Canadian dollar. The functional currency of the Mexican subsidiary is the Canadian dollar. Transactions in United States (“US”) and Mexican (“MXN”) foreign currencies have been translated into Canadian dollars as follows:

Monetary items at the rate prevailing at the statement of financial position date;

Non-monetary items are measured at historical cost at the exchange rate in effect at the date of the transaction;

Revenues and expenses are translated at the exchange rate in effect at the date of the transaction; and

Gains or losses arising on foreign currency translation are included in the consolidated statements of operations and comprehensive loss.

Significant Accounting Judgments and Estimates

The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The preparation of financial statements also requires management to exercise judgment in the process of applying the accounting policies.

On an on-going basis, management evaluates its judgments and estimates in relation to assets, liabilities and expenses. Management uses historical experience and various other factors it believes to be reasonable under the given circumstances, as the basis for its judgments and estimates. Revisions to accounting estimates are recognized prospectively from the period in which the estimates are revised. Actual outcomes may differ from those estimates under different assumptions and conditions.

The following are the key estimate and assumption uncertainties that have a significant risk of resulting in a material adjustment within the next financial year.

Critical Accounting Estimates

Impairment

Assets, especially exploration and evaluation assets are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts exceed their recoverable amounts. The assessment of the carrying amount often requires estimates and assumptions such as discount rates, exchange rates, commodity prices, future capital requirements and future operating performance.

Share-based payment transactions

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant of shares. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of a share option, volatility and dividend yield and making assumptions about them. The assumptions and model used for estimating fair value for share-based payment transactions are disclosed in Note 9.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

BASIS OF PRESENTATION (Continued)

Significant Accounting Judgments and Estimates (Continued)

Critical Judgments Used in Applying Accounting Policies

Determination of going concern assumption

The preparation of these consolidated financial statements requires management to make judgments regarding the applicability of going concern assumption to the Company as discussed in Note 1.

Determination of Cash Generating Units

In performing impairment assessments, assets are grouped together into the smallest group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Management is required to exercise judgment in identifying these cash generating units.

Determination of functional currency

The functional currency for the Company’s subsidiaries is the currency of the primary economic environment in which the entity operates. Determination of functional currency may involve certain judgments to determine the primary economic environment and the Company reconsiders the functional currency of its entities if there is a change in events and conditions which determined the primary economic environment.

Title to mineral property interests

Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

Exploration and evaluation expenditures

The application of the Company’s accounting policy for exploration and evaluation expenditures requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made may change if new information becomes available. If, after the expenditure is capitalized, information becomes available suggesting that the recovery of the expenditure is unlikely, the amount capitalized is written off in the statement of operations in the period the new information becomes available.

Income taxes

Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Company recognizes liabilities and contingencies for anticipated tax audit issues based on the Company’s current understanding of the tax law. For matters where it is probable that an adjustment will be made, the Company records its best estimate of the tax liability including the related interest and penalties in the current tax provision. Management believes they have adequately provided for the probable outcome of these matters; however, the final outcome may result in a materially different outcome than the amount included in the tax liabilities.

In addition, the Company recognizes deferred tax assets relating to tax losses carried forward to the extent there are sufficient taxable temporary differences (deferred tax liabilities) relating to the same taxation authority and the same taxable entity against which the unused tax losses can be utilized. However, utilization of the tax losses also depends on the ability of the taxable entity to satisfy certain tests at the time the losses are recouped.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

BASIS OF PRESENTATION (Continued)

Significant Accounting Judgments and Estimates (Continued)

Decommissioning liabilities

Judgment is required to determine if there are legal or constructive obligations to incur restoration, rehabilitation and environmental costs when there is an environmental disturbance caused by exploration, development or ongoing production of an exploration and evaluation asset. When it is determined that an obligation exists, a provision is recognized. The provision for decommissioning liabilities depends on estimates of current risk-free interest rates, future restoration and reclamation expenditures and the timing of those expenditures.

ACCOUNTS RECEIVABLE

Accounts receivable consists of the following:


	November 30	August 31
	2017	2016

Sales taxes recoverable	$ 1,330	$ 1,603
Other receivable	1,074	1,091
	$ 2,404	$ 2,694

EXPLORATION AND EVALUATION ASSETS

Detailed exploration and evaluation expenditures incurred in respect to the Company’s mineral property interests owned, leased or held under option are disclosed in Note 12. Property payments made on the Company’s mineral property interests are included in the property descriptions below. Acquisition costs paid through November 30, 2017 and August 31, 2017 are as follows:


	November 30		August 31
	2017		2017

San Timoteo, Oro Leon, Nueva Union, La Reforma	$	69,257	$	69,257
Los Hilos, Las Bolas, El Manto, Don Lazaro, La Verde		187,123		187,123
Nopalera, Flor de Trigo		78,393		78,393
Total acquisition costs		334,773		334,773
Exploration and evaluation assets (Note 16)		2,310,937		2,418,914
Total exploration and evaluation assets	$	2,645,710	$	2,753,687

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

EXPLORATION AND EVALUATION ASSETS (Continued)

The Company has an extensive property portfolio of mining concessions, acquired mainly through staking, in the Uruachic District of Mexico covering approximately 10,000 hectares. The Company has various net smelter returns on specific claims forming a part of the Company’s properties. The net smelter returns range from 1% to 3%, which have buyouts ranging from US$250,000 to US$2,000,000.

On November 5, 2015, the Company signed a definitive agreement with Fresnillo PLC (“Fresnillo”) granting Fresnillo an option over certain of the Company’s properties in the Uruachic mining camp. Under the terms of the agreement, Fresnillo may earn a 100% interest (subject to a 1% net smelter royalty half of which may be purchased for US$500,000) in the La Reforma, Nueva Union, Oteros, Las Bolas, Nopalera, La Barranca and Corona properties by making cash payments totaling approximately US$3,000,000 over 3 years and by paying all mining rights (property taxes) and conducting all assessment work required to keep the properties in good standing. As part of the US$3,000,000 in payments, approximately US$700,000 is due in regular instalments over 3 years in return for granting Fresnillo the right to perform exploration and assessment work to evaluate the properties. If at the end of the evaluation period they wish to continue with the acquisition of a 100% interest, a payment of US$2,300,000 is required. Fresnillo has the right to terminate this agreement at any time during the exploration period with no further payments required.

The Company and Comstock Metals Ltd. (“Comstock”) had previously entered into an option agreement whereby Comstock has earned a 50% undivided interest in the Corona property. On May 18, 2016 the Company, Comstock and Fresnillo signed an agreement whereby the Company is obligated to pay 50% of one seventh of certain option payments received from Fresnillo to Comstock in order to transfer Comstock’s 50% undivided interest to Fresnillo. These payments total US$200,000 and are to be made in accordance with specific instalment payments made by Fresnillo to the Company.

As at November 30, 2017, $1,191,906 in payments have been received. This includes the first five required payments for the exploration rights plus reimbursement of certain exploration costs incurred by the Company. Approximately US$100,000 is due, in six month intervals, from the exploration rights at year-end in addition to the final US$2,300,000 payment.

During the year ended August 31, 2017, $nil (August 31, 2017 - $2,129) in deferred expenditures related to certain mineral claims were written down. These write-downs were mainly related to the Company’s Corona/Las Trojas Property. The Company will continue to hold the claims, but they are not viewed as priorities. Management does not currently intend to conduct any exploration activities on these non-core claims in the next year.

The Company will keep an undivided 100% interest in its principal property in the District, San Timoteo, where work has been focused for the last several years. In the event that the Company’s plans change, Fresnillo has been granted a right of first refusal over this property.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

PROPERTY AND EQUIPMENT


		EQUIPMENT		VEHICLES		LAND		TOTAL
COST
Balance August 31, 2016 and 2017	$	157,324	$	13,771	$	18,917	$	190,012
Additions		1,188		-		-		1,188
Balance November 30, 2017	$	158,512	$	13,771	$	18,917	$	191,200

ACCUMULATED AMORTIZATION

Balance August 31, 2016	$	149,553	$	13,771	$	-	$	163,324
Amortization		3,816		-		-		3,816
Balance August 31, 2017	$	153,369	$	13,771	$	-	$	167,140
Amortization		824		-		-		824
Balance November 30, 2017	$	154,193	$	13,771	$	-	$	167,964

CARRYING AMOUNTS

As at August 31, 2017	$	3,955	$	-	$	18,917	$	22,872
As at November 30, 2017	$	4,319	$	-	$	18,917	$	23,236

SHARE CAPITAL AND RESERVES

Authorized

The authorized share capital of the Company consists of an unlimited number of common shares without par value.

Issued and Fully Paid

As at November 30, 2017, the Company had 106,660,889 (2015 – 106,660,889) common shares issued and fully paid.

Warrants

As at November 30, 2017 and August 31, 2017, there are no outstanding share purchase warrants.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

SHARE CAPITAL AND RESERVES (Continued)

Stock Options

The Company has a 10% rolling stock option plan for its directors, officers, employees and consultants to acquire common shares of the Company at a price determined with reference to the fair market value of the shares at the date of grant. The Company’s stock option plan provides for immediate vesting, or vesting at the discretion of the Board at the time of the option grant. Options and are exercisable for a period of up to 5 years. Stock options granted to investor relations’ consultants vest over a twelve month period, with one quarter of such options vesting in each three month period.

During the year ended August 31, 2016 the company granted 3,400,000 stock options to consultants and Directors of the Company at an exercise price of $0.085 per share, expiring on July 11, 2021. The fair value of the stock options granted has been calculated using the Black-Scholes pricing model, based on the following assumptions: weighted average risk free interest rate of 1.16%, volatility factor of 125.90% and an expected life of five years.

A summary of changes in stock options is presented below:


		WEIGHTED
	NUMBER	AVERAGE
	OF	EXERCISE
	SHARES	PRICE
Balance, August 31, 2017 and 2016	3,400,000	$ 0,085
Balance, November 30, 2017	3,400,000	$ 0.085

The weighted average remaining contractual life of the options outstanding at November 30, 2017 was 3.61 years (August 31, 2017 –3.86 years).

Nature and Purpose of Reserves

The reserves recorded in equity on the Company’s statements of financial position is comprised of “Share-based Payments Reserve” and is used to recognize the fair value of stock option grants prior to exercise, expiry or cancellation and the fair value of other share-based consideration paid at the date of payment.

LOSS PER SHARE

The Company calculates the basic and diluted loss per common share using the weighted average number of common shares outstanding during each period and the diluted loss per share assumes that the outstanding vested stock options and share purchase warrants had been exercised at the beginning of the year.

To compute diluted earnings per share, the average number of shares outstanding is adjusted for the number of all potentially dilutive shares. As of November 30, 2017, the Company had a total of 3,400,000 (August 31, 2017 - 3,400,000l) stock options outstanding. As of November 30, 2017, , there are no outstanding share purchase warrants outstanding. Dilutive options and warrants were not included in the Company’s loss per common share calculation because the result was anti-dilutive.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

SEGMENTED INFORMATION

The Company has one operating segment, which is mineral exploration. All mineral properties are located in Mexico. All mineral option proceeds are attributable to the Mexican mineral properties. Net loss and assets by geographic segment, at cost, are as follows:


	CANADA		MEXICO		TOTAL

November 30, 2017

Current assets	$	96,996	$	81,633	$	178,629
Property and equipment	$	1,201	$	22,035	$	23,236
Exploration and evaluation assets	$	-	$	2,645,710	$	2,645,710
Value-added taxes recoverable	$	-	$	54	$	54
Total assets	$	98,197	$	2,749,432	$	2,847,629
Accounts payable and accrued liabilities	$	7,626	$	23,775	$	31,401
Employment benefit obligations	$	-	$	45,251	$	45,251
Net loss for the period	$	64,206	$	5,415	$	69,621

August 31, 2017

Current assets	$	47,599	$	62,427	$	110,026
Property and equipment	$	71	$	22,801	$	22,872
Exploration and evaluation assets	$	-	$	2,753,687	$	2753,687
Value-added taxes recoverable	$	-	$	423	$	423
Total assets	$	47,670	$	2,839,338	$	2,887,008
Accounts payable and accrued liabilities	$	7,139	$	3,822	$	10,961
Employment benefit obligations	$	-	$	74,159	$	74,159
Net loss for the year	$	320,117	$	13,558	$	333,675

FINANCIAL INSTRUMENTS

As at November 30, 2017 and August 31, 2017, the carrying value of the Company’s financial instruments approximates their fair value. Cash is recorded at fair value and the Company’s other financial instruments are recorded at amortized cost, which approximates fair value due to their short term nature. The Company’s financial instruments are classified into the following categories:


		NOVEMBER 30				AUGUST 31
		2017				2017
	LEVEL	CARRYING VALUE		FAIR VALUE		CARRYING VALUE		FAIR VALUE
Fair value through profit or loss
Cash	1	$	148,721	$	148,721	$	68,123	$	68,123
Loans and receivables
Accounts receivable	2	$	2,404	$	2,404	$	2,694	$	2,694
Due from related parties	2	$	3,911	$	3,911	$	3,911	$	3,911
Other Financial Liabilities
Accounts payable and accrued liabilities	2	$	35,229	$	35,229	$	14,853	$	14,853
Due to related parties	2	$	581,164	$	581,164	$	542,390	$	542,390

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

FINANCIAL INSTRUMENTS (Continued)

There have been no transfers between levels 1 and 2, or transfers in or out of level 3 for the period end November 30, 2017 and the years ended August 31, 2017.

Financial Instrument Risk Exposure and Risk Management

The Company is exposed in varying degrees to a variety of financial instrument related risks. The Board of Directors approves and monitors the risk management process. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company’s competitiveness and flexibility. The types of risk exposure and the way in which such exposure is managed is provided as follows:

Credit Risk

Credit risk is the risk that one party to a financial instrument will fail to fulfil an obligation and cause the other party to incur a financial loss. The Company’s credit risk to its financial assets are summarized below:


	NOVEMBER 30, 2017		AUGUST 31, 2017

Cash	$	148,721	$	68,123
Accounts receivable	$	2,404	$	2,694
Due from related parties	$	3,911	$	3,911

The credit risk of accounts receivable securities is assessed as low. The carrying amount of these financial assets is their maximum exposure to credit risk. The Company does not invest in asset–backed commercial papers.

Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulties in meeting its financial obligations associated with its financial liabilities as they fall due. The Company ensures that there is sufficient capital in order to meet short term business requirements, after taking into account the Company’s holdings of cash.

As of November 30, 2017, the Company does not have sufficient cash and highly liquid investments on hand to meet current liabilities and its expected administrative requirements for the coming year. The Company has cash of $148,721 (August 31, 2017 - $68,123) and total liabilities of $661,644 (August 31, 2017 - $631,402). Accounts payable and accrued liabilities and due to related parties of $616,393 (August 31, 2017 - $557,243) are due within three months. Management has assessed liquidity risk as high. (Note 1)

Market Risk

The significant market risk exposures to which the Company is exposed are foreign exchange risk, interest rate risk, and commodity price risk.

Foreign Currency Risk

The Company has operations in Canada and Mexico subject to foreign currency fluctuations. The Company’s operating expenses are incurred in Canadian dollars and Mexican pesos, and the fluctuation of the Canadian dollar in relation to this other currency will have an impact upon the profitability of the Company and may also affect the value of the Company’s assets and the amount of equity. The Company has not entered into any agreements or purchased any instruments to hedge possible currency risks.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

FINANCIAL INSTRUMENTS (Continued)

Foreign Currency Risk (Continued)

Financial assets and liabilities denominated in Mexican Pesos and U.S. dollars were as follows:


	NOVEMBER 30, 2017		AUGUST 31, 2017
U.S. Dollars
Financial liabilities	$	4,000	$	4,000
Mexican Pesos
Financial assets	$	74,040	$	28,128
Financial liabilities	$	27,603	$	7,714

Based on the above net exposures as at November 30, 2017, and assuming that all other variables remain constant, a 10% change in the value of the Mexican peso against the Canadian dollar would result in an increase/decrease of approximately $4,400 (August 31, 2017 - $2,100) in loss from operations. Based on the above net exposures as at November 30, 2017, and assuming that all other variables remain constant, a 10% change in the value of the US dollar against the Canadian dollar would result in an increase/decrease of approximately $400 (August 31, 2017 - $400) in loss from operations.

Interest Rate Risk

As at November 30, 2017 the Company has no significant exposure to interest rate risk through its financial instruments.

Other Risks

The Company's operations are in northern Mexico and are subject to various levels of political, economic and other risks and uncertainties unique to Mexico. These risks and uncertainties may include: extreme fluctuations in currency exchange rates; high rates of inflation; labor unrest; risks of war or civil unrest; expropriation and nationalization; renegotiation or nullification of existing concessions, licenses, permits and contracts; illegal mining; corruption; restrictions on foreign exchange and repatriation; hostage taking; and changing political conditions and currency controls. In addition, the Company may have to comply with multiple and potentially conflicting regulations in Canada and Mexico, including export requirements, taxes, tariffs, import duties and other trade barriers, as well as health, safety and environmental requirements. Changes, if any, in mining or investment policies or shifts in political attitude in Mexico may adversely affect the Company's operations. Operations may be affected in varying degrees by government regulations with respect to matters including restrictions on production, price controls, export controls, currency controls or restrictions, currency remittance, income and other taxes, expropriation of property, foreign investment, maintenance of claims, environmental legislation, land use, land claims of local people, water use and mine safety. Failure to comply strictly with applicable laws, regulations and local practices relating to mineral rights applications and tenure could result in loss, reduction or expropriation of entitlements or the imposition of additional local or foreign parties as joint venture partners with carried or other interests.

10.

CAPITAL DISCLOSURES

The Company was formed for the purpose of acquiring exploration and development stage natural resource properties. The directors determine the Company’s capital structure and make adjustments to it based on funds available to the Company, in order to support the acquisition, exploration and development of mineral properties. The directors have not established quantitative return on capital criteria for capital management.

The Company is dependent upon external financing to fund future exploration programs and its administrative costs. The Company will spend existing working capital and raise additional amounts as needed. The Company will continue to assess new properties and to seek to acquire an interest in additional properties if management feels there is sufficient geologic or economic potential and provided it has adequate financial resources to do so.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30, 2017 AND 2016

(Expressed in Canadian Dollars)

(Unaudited)

10.

CAPITAL DISCLOSURES (Continued)

The directors review the Company’s capital management approach on an ongoing basis and believe that this approach, given the relative size of the Company, is reasonable. The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going concern. (Note 1)

The Company considers the items included on the statement of financial position in equity as capital. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through private placements, sell assets to reduce debt or return capital to shareholders. There were no changes to the Company’s approach to capital management during the year. Neither the Company nor its subsidiaries are subject to externally imposed capital requirements.

11.

RELATED PARTY BALANCES AND TRANSACTIONS

Key Management Compensation


	Three months ended November 30
	2017		2016

Golden Goliath Resources Ltd.
Management fees	$	30,000	$	30,000
Consulting fees		18,000		18,000
Minera Delta S.A. de C.V.
Consulting fees and wages and benefits		6,000		6,000
Total	$	54,000	$	54,000

Payments to key management personnel including the President, Chief Financial Officer, directors and companies directly controlled by key management personnel, and a former director, are directly related to their position in the organization.

Other Related Party Transactions

The Company entered into the following transactions and had the following balances payable with related parties. Balances outstanding are non-interest bearing, unsecured and had no specific terms for collection or repayment.

Due from related parties consists of $3,911 (August 31, 2017 - $3,911) due from companies controlled by common directors.

Due to related parties consists of $581,164 (August 31, 2017 - $542,390) due to directors and company controlled by common director.

GOLDEN GOLIATH RESOURCES LTD.

(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED NOVEMBER 30 AND THE YEAR ENDED AUGUST 31, 2017

(Expressed in Canadian Dollars)

(Unaudited)

12. EXPLORATION AND EVALUATION ASSETS


	San Timoteo Oro Leon Nueva Union La Reforma	Oteros La Esperanza La Hermosa	Bufalo La Barranca	Los Hilos Las Bolas El Manto Don Lazaro La Verde	Nopalera Flor de Trigo	Corona Beck El Chamizal El Canario La Cruz	Las Trojas La Gloria Todos los Santos Los Cantiles	Total

Balance, August 31, 2016	$ 27,060	$ --	$ --	$ 1,771,673	$ 807,313	$ --	$ --	$ 2,606,046

Incurred during the year
Assaying	4,556	--	--	--	--	--	--	4,556
Property taxes and passage rights	23,839	10,726	51,777	10,068	26,313	28,664	1,175	152,561
Salaries	1,077	--	--	--	--	--	--	1,077
Facilities and other	32,549	--	--	--	--	--	151	32,700
Option payment received	(15,567)	(10,726)	(51,777)	(170,533)	(99,434)	(26,856)	(1,005)	(375,897)
Write down	--	--	--	--	--	(1,808)	(321)	(2,129)
Balance, August 31, 2017	73,514	--	--	1,611,208	734,192	--	--	2,418,914

Incurred during the period
Geology and mapping	2,161	--	--	--	--	--	--	2,161
Property taxes and passage rights	347	--	--	--	--	--	--	347
Salaries	137	--	--	--	--	--	--	137
Road and construction site	1,829	--	--	--	--	--	--	1,829
Facilities and other	8,565	--	--	--	--	--	--	8,565
Option payment received	--	--	--	(83,134)	(37,882)	--	--	(121,016)
Balance, August 31, 2017	$ 86,553	$ --	$ --	$ 1,528,074	$ 696,310	$ --	$ --	$ 2,310,937

EX-99.2 3 ggq12018mda.htm MANAGEMENT DISCUSSION AND ANALYSIS Management Discussion and Analysis

Management Discussion and Analysis

For

Golden Goliath Resources Ltd.

For the Fiscal Quarter Ending November 30, 2017

General

The following management discussion and analysis has been prepared as of January 29, 2018. The selected financial information set out below and certain comments which follow are based on and derived from the management prepared consolidated financial statements of Golden Goliath Resources Ltd. (the “Company” or “Golden Goliath”) for the quarter ending November 30, 2017 and should be read in conjunction with them.

Golden Goliath is a Canadian listed public company with its shares traded on the TSX Venture Exchange under the symbol “GNG” as a Tier 2 company.

Golden Goliath is a junior exploration company with no revenues from mineral producing operations. The Company’s properties are all located in the State of Chihuahua, Mexico. Activities include acquiring mineral properties and conducting exploration programs. The mineral exploration business is risky and most exploration projects will not become mines. The Company may offer to a major mining company the opportunity to acquire an interest in a property in return for funding by the major mining company, of all or part of the exploration and development of the property. For the funding of property acquisitions and exploration that the Company conducts, the Company does not use long term debt. Rather, it depends on the issue of shares from the treasury to investors. Such stock issues in turn depend on numerous factors, important among which are a positive mineral exploration climate, positive stock market conditions, a company’s track record and the experience of management.

Overall Performance

During the fiscal quarter ending November 30, 2017, the Company was concluding the 2017 exploration program on its 100% owned San Timoteo property. The program was an expansion of the work conducted in 2016, but with a focus on structural geology and mineralization. It was designed to strengthen and increase the number of drill targets to be tested in the next major drilling program that will include surface and underground drilling to test targets property wide.

By the end of November, 2017, most of the work had been completed, but the final drafting of the reports’ maps remained to be done. Drawing of the sections of the numerous possible drill holes to allow prioritization will be completed in 2018, prior to drilling.

This extensive review of all property data concluded that there are several strong systems of mineralized structures across the San Timoteo property, principally controlled by faults and fractures. Mineral associations include Au – Zn, Au – Ag – Pb – Zn and Cu – Au. Apart from the already defined gold and silver targets in the Old San Martin Level 5 tunnel, the work also identified the potential for a Copper – Gold porphyry system beneath an area call La Bufa. Early drilling in the La Bufa area showed increasing gold and copper grades with depth, but deeper drilling was not conducted at the time.

Excellent drill targets have already been defined by geochemistry in the 500 meter long Number 5 level of the past producing San Martin mine, which is located on the San Timoteo property. Extensive underground rock, chip and channel samples defined three well mineralized shoots, as well as a mineralized “manto” or blanket horizon, exposed within the tunnel. The current structural geology study of this area will help guide the next round of drilling.

The known zones with the Level 5 tunnel include the Manantial shoot, which is 32 metres wide and averages 6.8 ounces of silver and 0.3 grams of gold per tonne; the Cascada structure is 78 metres wide and averages 2.18 ounces of silver and 0.6 grams of gold per tonne; and the Pozo de Agua zone, which is 84 metres wide with an average grade of 8.07 ounces of silver and 0.8 grams of gold per tonne.

The true thickness and grade of the blanket or manto style mineralization is not certain due to limited exposure, but the weighted average of samples taken to date is 15.9 ounces of silver and 0.8 grams of gold per tonne.

Previous field work using a Terraspec machine to identify specific clay minerals, showed that the Level 5 tunnel at San Martin (the lowest old working on the San Timoteo property), is above the “bonanza zone” or paleo boiling level indicating greater potential at depth.

The consulting geologist who conducted the 2017 work has strongly recommended a major drill program designed to test both the San Martin and la Bufa areas.

Selected Annual Information

The following table sets forth selected consolidated information of the Company at August 31 for each of the last three fiscal years. The selected consolidated financial information should be read in conjunction with the Audited Consolidated Financial Statements of the Company.


Canadian Dollars	2017	2016	2015

Other income	2,018	9	3,390
Comprehensive loss	(333,675)	(724,261)	(577,533)
Net loss per share	(0.003)	(0.007)	(0.005)
Total assets	2,887,008	3,069,029	3,663,169
Long term debt	Nil	73,347	79,674
Dividends	Nil	Nil	Nil

Results of Operation

For the quarter ended November 30, 2017, the Company incurred a comprehensive loss of $69,621 compared to comprehensive loss of $77,553 for the first quarter of the prior year and $52,919 last quarter. The significant differences between these periods include:

Consulting fees increased the past quarter to $22,654 compared to $18,500 the last year due to the Company conducting some work on its San Timeteo property.

Wages and benefits decreased to $1,802 in the past quarter compared to $6,000 in the quarter the year prior as the Company had fewer people working.

The Company recorded a loss on foreign currency exchanges of $1,692 last quarter compared to a loss of $4,189 in the quarter a year prior due to currency exchange rate fluctuations.

As of August 31, 2017, deferred mineral property exploration costs totalled $2,645,710 compared to $2,753,687 at August 31, 2017. The reduction in deferred property costs relate mainly to option payments received from Fresnillo and certain mineral property write-downs.

Summary of Quarterly Results

The following table sets forth selected quarterly financial information for each of the last eight (8) quarters prepared in accordance with IFRS.


Quarter Ending	Other Income	Comprehensive Loss (Gain)	Net Loss per Share (Gain)

November 30, 2017	Nil	69,621	0.000
August 31, 2017	2,018	52,919	0.000
May 31, 2017	Nil	97,721	0.001
February 28, 2017	Nil	105,482	0.001
November 30, 2016	Nil	77,553	0.001
August 31, 2016	1	768,056	0.015
May 31, 2106	Nil	(231,775)	(0.002)
February 29, 2016	8	153,992	0.01
November 30, 2015	Nil	123,703	0.00

NOTE: There were no discontinued operations or extraordinary items on the Company’s financial statements during the above mentioned periods.

Liquidity and Capital Resources

The Company has financed its operations almost exclusively through the sale of its common shares to investors and will be required to continue to do so for the foreseeable future.

The Company had working capital (deficit) of ($483,015) at November 30, 2017 compared to ($521,376) at August 31, 2076. The Company’s cash position at November 30, 2017 was $148,721.

Capital Resources

Other than property taxes which are approximately $240,000 per year, the Company does not have any capital resource commitments. Apart from approximately $40,000 per year, the remaining taxes payable are required to be paid by Fresnillo pursuant to the option agreement.

Transactions with Related Parties

Key Management Compensation


	3 MONTHS ENDED
	NOVEMBER 30
	2017		2016

Golden Goliath Resources Ltd.
Management fees	$	30,000	$	30,000
Consulting fees		18,000		18,000
Minera Delta S.A. de C.V.
Wages and benefits		6,000		6,000

Total	$	54,000	$	54,000

Other Related Party Transactions

The Company entered into the following transactions and had the following balances payable with related parties. The transactions were recorded at the exchange amount agreed to by the related parties. Balances outstanding are non-interest bearing, unsecured and had no specific terms for collection or repayment.

Due from related parties consists of $3,911 (2016 - $3,911) due from companies controlled by common directors.

Due to related parties consists of $581,164 (2016 - $542,390) due to directors and a company controlled by a common director.

Critical Accounting Estimates

Exploration and Evaluation Assets

Exploration and evaluation expenditures include the costs associated with exploration and evaluation activity. Exploration and evaluation expenditures are capitalized as incurred. Costs incurred before the Company has obtained the legal rights to explore an area are recognized in profit or loss.

Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts and circumstances suggest that the carrying amount exceeds the recoverable amount.

Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, which management has determined to be indicated by a feasibility study, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining property and development assets.

Recoverability of the carrying amount of any exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

It is management’s judgment that none of the Company’s exploration and evaluation assets have reached the development stage and as a result are all considered to be exploration and evaluation assets.

Although the Company has taken steps to verify title to mineral properties in which it has an interest, in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee the Company’s title. Property may be subject to unregistered prior agreements and non-compliance with regulatory requirements. The Company is not aware of any disputed claims of title.

Changes in Accounting Policy

There were no changes in accounting policy in the past year.

Financial Instruments and Other Instruments

The Company has not entered into any specialized financial agreements to minimize its investment risk, currency risk or commodity risk. As of the date hereof, the Company’s investment in resource properties has full exposure to commodity risk, both upside and downside. As the metal prices move so too does the underlying value of the Company’s metal projects.

Outstanding Share Data

The authorized share capital consists of an unlimited number of common shares. As of November 30, 2017 and the date hereof, an aggregate of 106,660,889 common shares were issued and outstanding.

The Company has nil share purchase warrants outstanding as of August 31, 2017 and the date hereof.

As of November 30, 2017, the Company had 3,400,000 incentive stock options outstanding at a price of $0.085.

Disclosure Controls and Procedures

Disclosure controls and procedures (“DC&P”) are intended to provide reasonable assurance that information required to be disclosed is recorded, processed, summarized and reported within the time periods specified by securities regulations and that information required to be disclosed is accumulated and communicated to management. Internal controls over financial reporting (“ICFR”) are intended to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purpose in accordance with Canadian generally accepted accounting principles.

TSX Venture listed companies are not required to provide representations in the annual filings relating to the establishment and maintenance of DC&P and ICFR, as defined in Multinational Instrument 52-109. In particular, the CEO and CFO certifying officers do not make any representations relating to the establishment and maintenance of (a) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation, and (b) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. The issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in their certificates regarding the absence of misrepresentations and fair disclosure of financial information. Investors should be aware that inherent limitation on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in Multinational Instrument 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.

Additional information relating to the Company can be found on SEDAR at www.sedar.com and also on the Company’s website at www.goldengoliath.com

EX-99.3 4 ceocertification.htm CEO CERTIFICATION CEO Certification

CERTIFICATION OF INTERIM FILINGS

VENTURE ISSUER BASIC CERTIFICATE

I, J. Paul Sorbara, Chief Executive Officer of Golden Goliath Resources Ltd., certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together the interim filings) of Golden Goliath Resources Ltd. (the issuer) for the interim period ended November 30, 2017.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as for the date of and for the periods presented in the interim filings.

Date: January 29, 2018

”J. Paul Sorbara”

______________________
Chief Executive Officer

NOTE TO READER

In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings (NI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of:

i) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

ii) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.

The issuer's certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.

EX-99.4 5 cfocertification.htm CFO CERTIFICATION CFO Certification

CERTIFICATION OF INTERIM FILINGS

VENTURE ISSUER BASIC CERTIFICATE

I, Stephen Pearce, Chief Financial Officer of Golden Goliath Resources Ltd., certify the following:

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

Date: January 26, 2018

”Stephen Pearce”

______________________
Chief Financial Officer

NOTE TO READER

ii) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's GAAP.