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for one or more Baskets may be placed by an Authorized Participant on behalf of multiple clients. As of the date of this report, |
Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc., J.P. Morgan Securities Inc., Merrill |
Lynch Professional Clearing Corp., Mizuho Securities USA LLC, Morgan Stanley & Co. Inc., Scotia Capital (USA) Inc., UBS Securities |
LLC and Virtu Financial BD, LLC have each signed an Authorized Participant Agreement with the Trust and, upon the effectiveness |
of such agreement, may create and redeem Baskets as described above. Persons interested in purchasing Baskets should contact the |
Sponsor or the Trustee to obtain the contact information for the Authorized Participants. Shareholders who are not Authorized Participants |
are only able to redeem their Shares through an Authorized Participant. All gold will be delivered to the Trust and distributed by the |
Trust in unallocated form through credits and debits between Authorized Participant Unallocated Accounts and the Trust Unallocated |
Account. Gold transferred from an Authorized Participant Unallocated Account to the Trust in unallocated form will first be credited |
to the Trust Unallocated Account. Thereafter, the Custodian will allocate or cause the allocation by the Zurich Sub-Custodian of, specific bars of gold representing the amount of gold |
credited to the Trust Unallocated Account (to the extent such amount is representable by whole gold bars) to the Trust Allocated |
Account. The movement of gold is reversed for the distribution of gold to an Authorized Participant in connection with the redemption |
of Baskets. All physical gold represented by a credit to any Authorized |
Participant Unallocated Account and to the Trust Unallocated Account and all physical gold held in the Trust Allocated Account |
with the Custodian must be of at least a minimum fineness (or purity) of 995 parts per 1,000 (99.5%) and otherwise conform to the |
rules, regulations practices and customs of the LBMA, including the specifications for a London Good Delivery Bar. Under the Authorized Participant Agreement, the Sponsor has |
agreed to indemnify the Authorized Participants against certain liabilities, including liabilities under the Securities Act. Loco London and Loco Zurich Gold Delivery |
Elections Authorized Participants can elect to deliver |
gold loco London or loco Zurich in connection with the creation of a Basket. Authorized Participants can also elect to receive |
delivery of gold loco London or loco Zurich in connection with the redemption of a Basket. A Basket creation order that elects |
a loco London or loco Zurich delivery of gold will cause the Custodian to effect an allocation of such gold to the Trust Allocated |
Account maintained by the Custodian in its London or Zurich vault premises or by the Zurich Sub-Custodian in its Zurich vault premises. |
Likewise, a Basket redemption order that elects a loco London or loco Zurich delivery of gold will cause the Custodian to effect |
a de-allocation of gold necessary to satisfy such redemption requests from the Trust Allocated Account maintained by the Custodian |
or by the Zurich Sub-Custodian to the Trust Unallocated Account. In the event that there is not sufficient gold in the Trust Allocated |
Account in London to satisfy loco London redemptions, the Custodian shall de-allocate, or shall cause the Zurich Sub-Custodian |
to de-allocate, sufficient gold held in the Trust Allocated Account in Zurich and cause a transfer of gold from the Trust Unallocated |
Account maintained by the Custodian in Zurich to the Authorized Participant Unallocated Account maintained in London. Likewise, |
in the event that there is not sufficient gold in the Trust Allocated Account in Zurich to satisfy loco Zurich redemptions, the |
Custodian will initiate the reverse procedure to transfer gold from London to Zurich. These transfers between London and Zurich |
unallocated accounts will generally occur pursuant to loco swap arrangements and will not expose the Authorized Participant or |
the Trust to any additional expense. The Custodian has assumed the responsibility and expenses for loco swap transfers and shall |
bear any risk of loss related to the gold being transferred. If no loco swap counter-party is available, the Custodian shall arrange, |
at its own expense and risk, for the physical transportation of gold between the Custodian’s Zurich vault premises and the |
Custodian’s London vault premises. If such a loco swap or physical transfer is necessary to effect a loco London or loco |
Zurich redemption, the settlement of loco London or loco Zurich redemption deliveries may be delayed more than two, but not more |
than five, business days. The following description of the procedures for the creation |
and redemption of Baskets is only a summary and an investor should refer to the relevant provisions of the Trust Agreement and |
the form of Authorized Participant Agreement for more detail. Creation Procedures On any business day, an Authorized Participant may place an |
order with the Trustee to create one or more Baskets. Creation and redemption orders are accepted on “business days” |
the NYSE Arca is open for regular trading. Settlements of such orders requiring receipt or delivery, or confirmation of receipt |
or delivery, of gold in the United Kingdom, Zurich or another jurisdiction will occur on “business days” when (1) banks |
in the United Kingdom, Zurich and such other jurisdiction and (2) the London and Zurich gold markets are regularly open for business. |
If such banks or the London or Zurich gold markets are not open for regular business for a full day, such a day will only be a |
“business day” for settlement purposes if the settlement procedures can be completed by the end of such day. Settlement |
of orders requiring receipt or delivery, or confirmation of receipt or delivery, of Shares will occur, after confirmation of the |
applicable gold delivery, on “business days” when the NYSE Arca is open for regular trading. Purchase orders must be |
placed no later than 3:59:59 p.m. on each business day the NYSE Arca is open for regular trading. In the event of a level 3 market-wide |
circuit breaker resulting in a trading halt for the remainder of the trading day, the time of the market-wide trading halt is considered |
the close of regular trading and no creation orders for the current trade date will be accepted after that time (the “cutoff”). |
Orders placed after the cutoff will be deemed to be rejected and will not be processed. Orders should be placed in proper form |
on the following business day. The day on which the Trustee receives a valid purchase order is the purchase order date. 12 By placing a purchase order, an Authorized Participant agrees |
to deposit gold with the Trust. Prior to the delivery of Baskets for a purchase order, the Authorized Participant must also have |
wired to the Trustee the non-refundable transaction fee due for the purchase order. Determination of required deposits The amount of gold in the required deposit is determined by |
dividing the number of ounces of gold held by the Trust by the number of Baskets outstanding, as adjusted for the amount |
of gold constituting estimated accrued but unpaid fees and expenses of the Trust. Fractions of a fine ounce of gold smaller than |
0.001 of a fine ounce which are included in the gold deposit amount are disregarded in the foregoing calculation. All questions as to |
the composition of a Creation Basket Deposit will be finally determined by the Trustee. The Trustee’s determination of the |
Creation Basket Deposit shall be final and binding on all persons interested in the Trust. Delivery of required deposits An Authorized Participant who places a purchase order is responsible |
for crediting its Authorized Participant Unallocated Account with the required gold deposit amount by the second business day in |
London or Zurich, as applicable, following the purchase order date. Upon receipt of the gold deposit amount, the Custodian, after |
receiving appropriate instructions from the Authorized Participant and the Trustee, will transfer on the second business day following |
the purchase order date the gold deposit amount from the Authorized Participant Unallocated Account to the Trust Unallocated Account |
and the Trustee will direct DTC to credit the number of Baskets ordered to the Authorized Participant’s DTC account. The |
expense and risk of delivery, ownership and safekeeping of gold until such gold has been received by the Trust shall be borne solely |
by the Authorized Participant. The Trustee may accept delivery of gold by such other means as the Sponsor, from time to time, may |
determine with the Trustee to be acceptable for the Trust, provided that the same is disclosed in a prospectus relating to the |
Trust filed with the SEC pursuant to Rule 424 under the Securities Act. If gold is to be delivered other than as described above, |
the Sponsor is authorized to establish such procedures and to appoint such custodians and establish such custody accounts in addition |
to those described in this report, as the Sponsor determines to be desirable. Acting on standing instructions given by the Trustee, the Custodian |
will transfer the gold deposit amount from the Trust Unallocated Account to the Trust Allocated Account by transferring gold bars |
from its inventory, or the inventory of the Zurich Sub-Custodian, to the Trust Allocated Account. The Custodian will use commercially reasonable efforts to complete the transfer |
of gold to the Trust Allocated Account prior to the time by which the Trustee is to credit the Basket to the Authorized Participant’s |
DTC account; if, however, such transfers have not been completed by such time, the number of Baskets ordered will be delivered |
against receipt of the gold deposit amount in the Trust Unallocated Account, and all Shareholders will be exposed to the risks |
of unallocated gold to the extent of that gold deposit amount until the Custodian completes the allocation process or a Zurich |
Sub-Custodian completes the allocation process for the Custodian. See “Risk Factors—gold held in the Trust’s |
unallocated gold account and any Authorized Participant’s unallocated gold account will not be segregated from the Custodian’s |
assets....” 13 Because gold is allocated only in multiples of whole bars, the |
amount of gold allocated from the Trust Unallocated Account to the Trust Allocated Account may be less than the total fine ounces |
of gold credited to the Trust Unallocated Account. Any balance will be held in the Trust Unallocated Account. The Custodian uses |
commercially reasonable efforts to minimize the amount of gold held in the Trust Unallocated Account; no more than 430 fine troy ounces |
of gold (maximum weight to make one London Good Delivery Bar) is expected to be held in the Trust Unallocated Account at the close |
of each business day. Rejection of purchase orders The Trustee may reject a purchase order or a Creation Basket |
Deposit if such order or Creation Basket Deposit is not presented in proper form as described in the Authorized Participant Agreement |
or if the fulfillment of the order, in the opinion of counsel, might be unlawful. None of the Trustee, the Sponsor or the Custodian |
will be liable for the rejection of any purchase order or Creation Basket Deposit. Redemption Procedures The procedures by which an Authorized Participant can redeem |
one or more Baskets will mirror the procedures for the creation of Baskets. On any business day, an Authorized Participant may |
place an order with the Trustee to redeem one or more Baskets. Redemption orders must be placed no later than 3:59:59 p.m. on each |
business day the NYSE Arca is open for regular trading. In the event of a level 3 market-wide circuit breaker resulting in a trading |
halt for the remainder of the trading day, the time of the market-wide trading halt is considered the close of regular trading |
and no redemption orders for the current trade date will be accepted after that time (the “cutoff”). Orders placed |
after the cutoff will be deemed to be rejected and will not be processed. Orders should be placed in proper form on the following |
business day. A redemption order so received is effective on the date it is received in satisfactory form by the Trustee. The redemption |
procedures allow Authorized Participants to redeem Baskets and do not entitle an individual Shareholder to redeem any Shares in |
an amount less than a Basket, or to redeem Baskets other than through an Authorized Participant. By placing a redemption order, an Authorized Participant agrees |
to deliver the Baskets to be redeemed through DTC’s book entry system to the Trust not later than the second business day |
following the effective date of the redemption order. Prior to the delivery of the redemption distribution for a redemption order, |
the Authorized Participant must also have wired to the Trustee the non-refundable transaction fee due for the redemption order. Determination of redemption distribution The redemption distribution from the Trust consists of a credit |
to the redeeming Authorized Participant’s Authorized Participant Unallocated Account, either loco London or loco Zurich, |