What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2021-03-26 compared with 2020-03-13 · 695 added, 1278 removed, 60 unchanged (97% of the section changed)

Mint Physical Gold ETF was formed pursuant to the Depository Trust Agreement on July 26, 2018.

The Trust’s primary objective

is to provide investors with an opportunity to invest in gold through its shares, and have the gold securely stored by Gold Corporation,

who serves as the Custodial Sponsor and the Custodian.

Another objective of the Trust is for the shares to reflect the performance

of the price of gold less the expenses of the Trust’s operations.

Each share represents a fractional undivided beneficial

interest in the Trust’s net assets.

The Trust’s assets consist principally of gold held by the Custodian for safekeeping

on the Trust’s behalf.

Physical Gold that the Trust holds includes London Bars and other gold products without numismatic

value having a gold purity of at least 99.5% (including but not limited to coins, cast bars and minted bars).

Sponsors of the Trust are Gold Corporation and Exchange Traded Concepts, LLC.

Gold Corporation is a statutory body corporate established

by the Gold Corporation Act and wholly-owned by the Government of Western Australia.

Gold Corporation also serves as Custodian

of the Trust’s gold bullion.

Exchange Traded Concepts is an Oklahoma limited liability company.

The shares are neither

interests in nor obligations of, and are not guaranteed by, the Sponsors, their directors, officers, or member(s), or any of their

shares, known as Perth Mint Physical Gold ETF Shares, provide investors with the opportunity to access the gold market through

a traditional brokerage account.

Shares are issued by the Trust only in blocks of at least 25,000 shares called “Baskets”

in exchange for gold from Authorized Participants, which is then allocated to the Trust and stored safely by the Custodian.

Trust may redeem Baskets in exchange for the amount of gold corresponding to the Basket’s redemption value.

The Trust issues

and redeems Baskets on an ongoing basis at Net Asset Value to Authorized Participants who have entered into a contract with the

Administrative Sponsor and the Trustee.

at their option, may request to take delivery of Physical Gold in exchange for their shares by submitting their shares to Gold

Corporation in exchange for Physical Gold.

The Custodian’s obligations with respect to gold held on behalf of the Trust

are subject to the Government Guarantee provided by the State of Western Australia pursuant to Section 22 of the Gold Corporation

Act, which provides that the payment of the cash equivalent of gold due, payable and deliverable by the Custodian under the Gold

Corporation Act is guaranteed by the Treasurer of Western Australia, in the name and on behalf of the Crown in right of the State

of Western Australia.

Trust is not managed like a corporation or an active investment vehicle.

DESCRIPTION OF THE TRUST

The Trust was formed on July 26, 2018.

The Trust’s investment objective is for the Shares to reflect the performance of the price of gold less the expenses of the Trust’s operations.

Although the Shares are not the exact equivalent of an investment in gold, they provide investors with an alternative that allows a level of participation in the gold market through the securities market.

Each Share represents a fractional undivided beneficial interest in the Trust’s net assets.

The Trust’s assets consist principally of gold held by the Custodian for safekeeping on the Trust’s behalf.

Physical gold held on behalf of the Trust by the Custodian consists of gold bullion that meets the London Good Delivery Standards.

The Sponsor of the Trust is Goldman Sachs Asset Management, L.P., a Delaware limited partnership.

Goldman Sachs Asset Management, L.P.

is an indirect, wholly-owned subsidiary of The Goldman Sachs Group, Inc.

(“GS Group Inc.”) and an affiliate of Goldman Sachs & Co.

Founded in 1869, GS Group, Inc.

is a publicly-held financial holding company and a leading global investment banking, securities and investment management firm.

The Shares are neither interests in nor obligations of, and are not guaranteed by, the Sponsor, its directors, officers, or member(s), or any of their affiliates.

The Trust is governed by the provisions of the First Amended and Restated Depositary Trust Agreement (as amended from time to time, the “Trust Agreement”) executed as of December 11, 2020 by the Sponsor and the Trustee.

The Trust has no fixed termination date.

The Trust is not managed like a corporation or an active investment vehicle.

It does not have any officers, directors or employees.

and is administered by the Administrative Sponsor pursuant to the Trust Agreement.

The Trust is not registered as an investment

company under the 1940 Act, and is not required to register under such act.

The Trust does not and will not hold or trade in commodity

futures contracts regulated under the Commodity Exchange Act.

The Trust is not a commodity pool for purposes of the Commodity

Exchange Act and neither of the Sponsors nor the Trustee is subject to regulation by the Commodity Futures Trading Commission

as a commodity pool operator or a commodity trading advisor under the Commodity Exchange Act in connection with the shares.

Trust is governed by the Trust Agreement between the Sponsors and the Trustee, as amended from time to time.

The Trust Agreement

sets out the rights of investors and the rights and obligations of the Sponsors and the Trustee.

The Trust has no fixed termination

activities of the Trust are limited to:

(1) issuing Baskets in exchange for the gold deposited by Authorized Participants

with the Custodian for safekeeping;

(2) delivering gold in exchange for Baskets surrendered by Authorized Participants for

(3) transferring gold to the Custodial Sponsor to pay the Custodial Sponsor Fee and reimburse the Custodial

Sponsor for expenses that the Custodial Sponsor has paid on the Trust’s behalf;

and (4) selling gold as needed to pay

Trust expenses not assumed by the Custodial Sponsor.

assets of the Trust consist primarily of gold held at the Custodian on behalf of the Trust.

The Shares, known as Goldman Sachs Physical Gold ETF Shares, provide investors with the opportunity to access the gold market through a traditional brokerage account.

The Shares are issued by the Trust only in blocks of at least 25,000 Shares called “Baskets” in exchange for gold from Authorized Participants, which is then allocated to the Trust and stored by the Custodian.

The Trust may redeem Baskets in exchange for the amount of gold corresponding to the Basket’s redemption value.

The Trust issues and redeems Baskets on an ongoing basis at Net Asset Value to Authorized Participants who have entered into a contract with the Sponsor and the Trustee.

Except when aggregated in Baskets, the Shares are not redeemable securities.

Baskets are only redeemable by Authorized Participants.

The value of gold will be reported on the Trust’s website daily.

Individual Shares will not be redeemed by the Trust but are listed and trade on the NYSE Arca under the symbol “AAAU.” Investors do not have the right to take delivery of the physical gold bullion in exchange for the Shares such investors own.

As of 4:01 p.m., EST, on December 11, 2020 (the “Closing”), Gold Corporation, as the prior custodial sponsor (the “Prior Custodial Sponsor”) of the Trust, and Exchange Traded Concepts, LLC, as the prior administrative sponsor of the Trust (the “Prior Administrative Sponsor,” and together with the Prior Custodial Sponsor, the “Prior Sponsors”) transferred the roles of the Prior Sponsors to the Sponsor.

As of the Closing, Gold Corporation also resigned as the custodian of the Trust’s gold bullion (the “Prior Custodian”) and the Custodian was appointed, at which point the Treasurer of Western Australia, in the name and on behalf of the Crown in right of the State of Western Australia, ceased its guarantee of the payment of the cash equivalent of gold due, payable and deliverable on behalf of the Trust.

As of the Closing, the name of the Trust was changed from “Perth Mint Physical Gold ETF” to “Goldman Sachs Physical Gold ETF.”

The Sponsor of the registrant maintains an Internet website at www.gsamfunds.com, through which the registrant’s annual reports on Form 10-K,

quarterly reports on Form 10-Q,

current reports on Form 8-K,

amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, are made available free of charge after they have been filed or furnished to the Securities and Exchange Commission (the “SEC”).

Additional information regarding the Trust may also be found on the SEC’s EDGAR database at www.sec.gov.

The activities of the Trust are limited to:

(1) issuing Baskets in exchange for the gold deposited by Authorized Participants with the Custodian for safekeeping;

(2) delivering gold in exchange for Baskets surrendered by Authorized Participants for redemption;

(3) selling gold as needed to pay the Sponsor Fee and reimburse the Sponsor for expenses that the Sponsor has paid on the Trust’s behalf;

and (4) selling gold as needed to pay Trust expenses not assumed by the Sponsor.

The assets of the Trust consist primarily of gold held at the Custodian on behalf of the Trust.

Gold is sold:

(i) to pay the expenses

of the Trust not assumed by the Custodial Sponsor;

and (ii) if the Trust terminates and liquidates its assets.

Gold will be delivered

or sold as otherwise required by law or regulation.

The sale of gold by the Trust, including the sale of gold to generate cash

to pay its fees and expenses—and although it is not entirely free from doubt, the transfer of gold to the Custodial Sponsor

as remuneration for its services and/or reimbursement of the Trust’s expenses and/or liabilities—is a taxable event

for investors.

number of outstanding shares is expected to increase and decrease from time to time as a result of the creation and redemption

The creation and redemption of Baskets requires the delivery to the Trust or the distribution by the Trust of the

amount of gold represented by the Baskets being created or redeemed.

The total amount of gold required for the creation of Baskets

will be based on the combined net assets represented by the number of Baskets being created or redeemed.

The initial amount of

gold required for deposit with the Trust to create shares was 500 Fine Ounces of gold per Basket, which was the equivalent of

50,000 shares (i.e., the initial size of a Basket when the Trust was launched).

The number of fine ounces of gold required to

create a Basket or to be delivered upon a redemption of a Basket will gradually decrease over time.

This is because the shares

comprising a Basket will represent a decreasing amount of gold due to the issuance of shares, or the delivery or sale of the Trust’s

gold to pay the Custodial Sponsor Fee or the Trust’s expenses not assumed by the Custodial Sponsor.

gold owned by the Trust consists of London Bars and other gold products without numismatic value having a gold purity of at least

99.5% (including but not limited to coins, cast bars and minted bars).

Trust’s only ordinary recurring expense is the remuneration due to the Custodial Sponsor of 0.18% of the Net Asset Value

of the Trust.

In exchange for the Custodial Sponsor Fee, the Custodial Sponsor has agreed to assume and be responsible for the

payment of the following expenses, up to the Fee Cap:

the Administrative Sponsor’s fee;

fees for the Trustee’s ordinary

services and reimbursement of its ordinary out-of-pocket expenses;

the Custodian’s fees and expenses specified in the Custody

Agreement that are assumed by the Custodial Sponsor (if any);

ordinary bar allocation fees that are charged to the Custodian in

connection with the Custodian’s acquisition of sufficient Physical Gold for allocation to the Trust Allocated Metal Account

in connection with a Purchase Order;

ordinary or customary insurance costs and transportation fees;

allocation costs associated

with the allocation and de-allocation of gold to and from the Trust;

(i) to pay the Sponsor Fee and reimburse the Sponsor for expenses that the Sponsor has paid on the Trust’s behalf;

(ii) to pay the expenses of the Trust not assumed by the Sponsor;

and (iii) if the Trust terminates and liquidates its assets.

Gold will be delivered or sold as otherwise required by law or regulation.

The sale of gold by the Trust, including the sale of gold to generate cash to pay its fees and expenses, is a taxable event for investors.

The Trust is not registered as an investment company under the 1940 Act, and is not required to register under such act.

The Trust does not and will not hold or trade in commodity futures contracts regulated under the Commodity Exchange Act.

The Trust is not a commodity pool for purposes of the Commodity Exchange Act and neither of the Sponsor nor the Trustee is subject to regulation by the CFTC as a commodity pool operator or a commodity trading advisor under the Commodity Exchange Act in connection with the Shares.

The number of outstanding Shares is expected to increase and decrease from time to time as a result of the creation and redemption of Baskets.

The creation and redemption of Baskets requires the delivery to the Trust or the distribution by the Trust of the amount of gold represented by the Baskets being created or redeemed.

The total amount of gold required for the creation of Baskets will be based on the combined net assets represented by the number of Baskets being created or redeemed.

The initial amount of gold required for deposit with the Trust to create Shares was 500 Fine Ounces of gold per Basket, which was the equivalent of 50,000 Shares (i.e., the initial size of a Basket when the Trust was launched).

The number of Fine Ounces of gold required to create a Basket or to be delivered upon a redemption of a Basket will gradually decrease over time.

This is because the Shares comprising a Basket will represent a decreasing amount of gold due to the issuance of Shares, or the delivery or sale of the Trust’s gold to pay the Sponsor Fee or the Trust’s expenses not assumed by the Sponsor.

Physical Gold held on behalf of the Trust by the Custodian consists of gold bullion that meets the London Good Delivery Standards.

Trust Expenses

The Trust’s only ordinary recurring expense is the remuneration due to the Sponsor of 0.18% of the Net Asset Value of the Trust.

In exchange for the Sponsor Fee, the Sponsor has agreed to assume and be responsible for the payment of the following expenses, up to the Fee Cap:

fees for the Trustee’s ordinary services and reimbursement of its ordinary out-of-pocket

the Custodian’s fees and expenses reimbursable to the Custodian pursuant to the Custody Agreement;

the marketing expenses of the Trust;

the listing fees of

the Trust on the NYSE Arca;

the listing fees of the Trust on the NYSE Arca;

registration fees associated with the Trust charged by the SEC;

printing and mailing costs;

for the maintenance of any website of the Trust;

expenses for the maintenance of any website of the Trust;

audit fees and expenses;

and routine legal fees and expenses associated with

the ordinary course of the Trust’s operations.

Custodial Sponsor shall not be responsible for any other expenses, including litigation expenses associated with the Trust, taxes

and other governmental charges, indemnification of the Trustee or the Administrative Sponsor pursuant to the Trust Agreement,

any expenses that are in excess of the Fee Cap, extraordinary expenses incurred on behalf of the Trust, and otherwise as set forth

in the Trust Agreement.

An extraordinary expense is an expense arising or resulting from an underlying event or transaction that,

in the determination of the Administrative Sponsor, is reasonably considered to be of a type that (i) possesses a high degree

of abnormality (such as abnormally high (A) transportation fees, (B) bar allocation fees that may be incurred when acquiring sufficient

Physical Gold for allocation to the Trust Allocated Metal Account in connection with a Purchase Order, or (C) Physical Gold allocation

costs that may be incurred in relation to the allocation and de-allocation of Gold to and from the Trust) or is of a type that

is reasonably considered to be unrelated to, or only incidentally related to, the ordinary and typical activities of the Trust

and (ii) is of a type that would not reasonably be expected to recur in the foreseeable future.

Extraordinary expenses shall include

any fixing fees charged in connection with sales of gold required by applicable law or regulation or required upon termination

of the Trust.

Custodial Sponsor Fee accrues daily based on the prior Business Day’s Net Asset Value and is payable in gold.

paid by delivering that amount of gold that equals the daily accrual of the Custodial Sponsor Fee for such prior month based on

the Net Asset Value of the shares on the first business day of the following month.

The Custodial Sponsor may earn a profit on

from its role as Custodial Sponsor, Gold Corporation receives any premiums charged with respect to the delivery of gold to investors

who have exchanged their shares for Physical Gold.

time to time, the Custodial Sponsor may waive all or a portion of the Custodial Sponsor Fee at its discretion.

The Custodial Sponsor

is under no obligation to continue a waiver after the end of a stated period, and, if such waiver is not continued, the Custodial

Sponsor Fee will thereafter be paid in full.

Presently, the Custodial Sponsor does not intend to waive any of its fees.

the Custodial Sponsor may, in its sole discretion, agree to rebate a portion of the Custodial Sponsor Fee attributable to shares

held by certain institutional investors subject to minimum shareholding and lock up requirements as determined by the Custodial

Sponsor to foster stability in the Trust’s asset levels.

Any such rebate will be subject to negotiation and pursuant to

a Custodial Sponsor Fee Rebate Agreement.

Pursuant to such agreement, the Custodial Sponsor will waive the Custodial Sponsor Fee

during a period specified in the Custodial Sponsor Fee Rebate Agreement for an investor that purchases newly-issued shares from

and through an Authorized Participant.

During such period, the Custodial Sponsor agrees to rebate to the investors an amount in

cash equal to a portion of the amount of the Custodial Sponsor Fee accrued on the value of the shares covered in the agreement.

The Custodial Sponsor is under no obligation to provide any rebates of the Custodial Sponsor Fee.

Neither the Trust nor the Trustee

will be a party to any Custodial Sponsor Fee rebate arrangements negotiated by the Custodial Sponsor.

Extraordinary

expenses of the Trust that are not assumed by the Custodial Sponsor (as discussed above) may be paid by the Custodial Sponsor

at its sole discretion and reimbursed by the Trust in gold.

Otherwise, the Trustee will, when directed by the Custodial Sponsor,

and, in the absence of such direction may, in its discretion, sell gold in such quantity and at such times as may be necessary

to permit payment in cash of the Trust’s extraordinary expenses not assumed by a Sponsor.

The Trustee is authorized to sell

gold as directed by the Custodial Sponsor or otherwise at such times and in the smallest amounts required to permit such payments

as they become due, it being the intention to avoid or minimize the Trust’s holdings of assets other than gold.

the amount of gold to be sold will vary from time to time depending on the level of the Trust’s expenses and the market

price of gold.

When selling gold, the Trustee shall place orders with the Custodian at the next available price used by the Trustee

to determine the value of gold held by the Trust, or if the Custodian is unable or unwilling to execute such orders, with dealers

through which the Trustee may reasonably expect to obtain a favorable price and good execution of the orders.

Cash held by the

Trustee pending payment of the Trust’s expenses will not bear any interest.

of Gold and Computation of Net Asset Value

each business day that the NYSE Arca is open for regular trading, as promptly as practicable after 4:00 p.m.

New York City time,

the Trustee values the gold held by the Trust and determines the Net Asset Value of the Trust, as described below.

Net Asset Value of the Trust is the aggregate value of gold and other assets, if any, of the Trust (other than any amounts credited

to the Trust’s reserve account, if any) and cash, if any, less liabilities of the Trust, which include estimated accrued

but unpaid fees, expenses and other liabilities.

The reserve account, if established, will be a separate non-interest bearing

account with the Trustee or such other banking institution specified by the Administrative Sponsor, in consultation with the Custodial

Sponsor, or if the Administrative Sponsor fails so to specify, as selected by the Trustee, in the name, and for the benefit, of

the Trust, subject only to draft or order by the Trustee acting pursuant to the terms of the Trust Agreement.

The Trustee will

hold in such account all cash that it has credited to such account to reflect the reserves for taxes or other governmental charges

and other contingent liabilities payable out of the Trust that the Trustee has determined from time to time to be required by

The Trustee also determines the Net Asset Value per share by dividing the Net Asset Value of the Trust by the number of

the shares outstanding as of the close of trading on the NYSE Arca (which includes the net number of any shares deemed created

or redeemed on such evaluation day).

gold is valued based on its Fine Ounce content, calculated by multiplying the weight of gold by its purity;

the same methodology

is applied independent of the type of gold held by the Trust.

The Trustee values the gold held by the Trust based on the afternoon

LBMA Gold Price, or the morning LBMA Gold Price, if such day’s afternoon LBMA Gold Price is not available.

If no LBMA Gold

Price is available for the day, the Trustee values the Trust’s gold based on the most recently announced afternoon LBMA

Gold Price or morning LBMA Gold Price.

If the Custodial Sponsor determines that such price is inappropriate to use, it must identify

an alternate basis for evaluation to be employed by the Trustee.

The Custodial Sponsor may instruct the Trustee to use a different

publicly available price that the Custodial Sponsor determines to fairly represent the commercial value of the Trust’s gold.

Trustee’s estimation of accrued but unpaid fees, expenses and liabilities is conclusive upon all persons interested in the

Trust, and no revision or correction in any computation made under the Trust Agreement is required by reason of any difference

in amounts estimated from those actually paid.

Sponsors and the investors may rely on any evaluation or determination of any amount made by the Trustee, and, except for any

determination by a Sponsor as to the price to be used to evaluate gold, a Sponsor has no responsibility for the evaluation’s

The determinations the Trustee makes are made in good faith upon the basis of, and the Trustee will not be liable for

any errors contained in, information reasonably available to it.

The Trustee is not liable to the Sponsors, Authorized Participants,

investors or any other person for errors in judgment.

However, the preceding liability exclusion will not protect the Trustee

against any liability resulting from bad faith or gross negligence in the performance of its duties.

of Trust Expenses on the Trust’s Net Asset Value

Net Asset Value of the Trust is used to compute the Custodial Sponsor Fee, and the Trustee subtracts from the Net Asset Value

of the Trust the amount of accrued Custodial Sponsor Fee.

The Trust withdraws gold from the Trust Allocated Metal Account for

credit to the Trust Unallocated Metal Account and subsequently transfers such gold to an account maintained for the benefit of

the Custodial Sponsor to pay the Custodial Sponsor Fee and reimburse the Custodial Sponsor for expenses that the Custodial Sponsor

has paid on the Trust’s behalf.

Should the need arise for the Trust to sell gold for expenses the Custodial Sponsor does

not pay, the purchase price received as consideration for such sales will be the Trust’s sole source of funds to cover its

routine legal fees and expenses associated with the ordinary course of the Trust’s operations;

and the expense of the first two examinations of the Custodian’s records relating to the Unallocated Account and the first two audits of the Physical Gold held in the Allocated Account during any fiscal year (with the expense of any further examination or audits during such fiscal year to be an expense of the Trust).

The Sponsor shall not be responsible for any other expenses, including litigation expenses associated with the Trust, taxes and other governmental charges (except and solely to the extent as may otherwise be agreed to in writing between the Sponsor and the Custodian), the Trustee’s expenses not reimbursed by the Sponsor pursuant to the Trust Agreement, indemnification of the Trustee or the Sponsor pursuant to the Trust Agreement, any expenses that are in excess of the Fee Cap, extraordinary expenses incurred on behalf of the Trust, and otherwise as set forth in the Trust Agreement.

Extraordinary expenses shall include any fixing fees charged in connection with sales of gold required by applicable law or regulation or required upon termination of the Trust.

The Sponsor Fee accrues daily based on the prior Business Day’s Net Asset Value and is payable in cash from the Trust Property or the sale of gold in accordance with the Trust Agreement.

The fee is paid on the second business day of each month or as soon as reasonably practicable thereafter in respect of the prior month (or on the date of termination of the Trust Agreement, in respect of the period commencing on the first day of the period beginning after the last period in respect of which the Sponsor Fee was paid and ending on such termination date).

The Sponsor may earn a profit on its fees.

From time to time, the Sponsor may waive all or a portion of the Sponsor Fee at its discretion.

The Sponsor is under no obligation to continue a waiver after the end of a stated period, and, if such waiver is not continued, the Sponsor Fee will thereafter be paid in full.

The Sponsor may instruct the Trustee from time to time to withhold a portion of the Sponsor Fee otherwise payable to the Sponsor and to pay such withheld portion to persons identified by the Sponsor for purpose of satisfying certain expenses of the Trust for which the Sponsor is responsible.

Furthermore, the Sponsor may, in its sole discretion, agree to rebate a portion of the Sponsor Fee attributable to Shares held by certain institutional investors subject to minimum shareholding and lock up requirements as determined by the Sponsor to foster stability in the Trust’s asset levels.

Any such rebate will be subject to negotiation and pursuant to a Sponsor Fee Rebate Agreement.

Pursuant to such agreement, the Sponsor will waive the Sponsor Fee during a period specified in a Sponsor Fee Rebate Agreement for an investor that purchases newly issued Shares from and through an Authorized Participant.

During such period, the Sponsor agrees to rebate to the investors an amount in cash equal to a portion of the amount of the Sponsor Fee accrued on the value of the Shares covered in the agreement.

The Sponsor is under no obligation to provide any rebates of the Sponsor Fee.

Neither the Trust nor the Trustee will be a party to any Sponsor Fee rebate arrangements negotiated by the Sponsor.

Extraordinary expenses of the Trust that are not assumed by the Sponsor (as discussed above) may be paid by the Sponsor at its sole discretion.

Otherwise, the Trustee will, when directed by the Sponsor, and, in the absence of such direction may, in its discretion, sell gold in such quantity and at such times as may be necessary to permit payment in cash of the Trust’s extraordinary expenses not assumed by the Sponsor.

The Trustee is authorized to sell gold as directed by the Sponsor or otherwise at such times and in the smallest amounts required to permit such payments as they become due, it being the intention to avoid or minimize the Trust’s holdings of assets other than gold.

Accordingly, the amount of gold to be sold will vary from time to time depending on the level of the Trust’s expenses and the market price of gold.

When selling gold, the Trustee shall endeavor to place orders with dealers (which may include the Custodian) as directed by the Sponsor, or in the absence of such discretion, with the Custodian or if the Custodian is unable or unwilling to execute such orders, with dealers through which the Trustee may reasonably expect to obtain a favorable price and good execution of the orders.

Cash held by the Trustee pending payment of the Trust’s expenses will not bear any interest.

Valuation of Gold and Computation of Net Asset Value

On each business day that the NYSE Arca is open for regular trading, as promptly as practicable after 4:00 p.m.

New York City time, the Trustee values the gold held by the Trust and determines the Net Asset Value of the Trust, as described below.

The Net Asset Value of the Trust is the aggregate value of gold and other assets, if any, of the Trust (other than any amounts credited to the Trust’s reserve account, if any) including cash, if any, less liabilities of the Trust,

which include estimated accrued but unpaid fees, expenses and other liabilities.

The reserve account, if established, will be a separate non-interest

bearing account with the Trustee or such other banking institution specified by the Sponsor, or if the Sponsor fails so to specify, as selected by the Trustee, in the name, and for the benefit, of the Trust, subject only to draft or order by the Trustee acting pursuant to the terms of the Trust Agreement.

The Trustee will hold in such account all cash that it has credited to such account to reflect the reserves for taxes or other governmental charges and other contingent liabilities payable out of the Trust that the Trustee has determined from time to time to be required by GAAP.

The Trustee also determines the Net Asset Value per Share by dividing the Net Asset Value of the Trust by the number of the Shares outstanding as of the close of trading on the NYSE Arca (which includes the net number of any Shares deemed created or redeemed on such evaluation day).

All gold is valued based on its Fine Ounce content, calculated by multiplying the weight of gold by its purity;

the same methodology is applied independent of the type of gold held by the Trust.

The Trustee values the gold held by the Trust based on the LBMA Gold Price PM, or the LBMA Gold Price AM, if such day’s LBMA Gold Price PM is not available.

If no LBMA Gold Price PM or LBMA Gold Price AM is available for the day, the Trustee values the Trust’s gold based on the most recently announced LBMA Gold Price PM or LBMA Gold Price AM.

If the Sponsor determines that such price is inappropriate to use, it must identify an alternate basis for evaluation to be employed by the Trustee.

The Sponsor may instruct the Trustee to use a different price which is reasonably available to the Trustee at no cost to the Trustee that the Sponsor determines to fairly represent the commercial value of the Trust’s gold.

The Trustee’s estimation of accrued but unpaid fees, expenses and liabilities is conclusive upon all persons interested in the Trust, and no revision or correction in any computation made under the Trust Agreement is required by reason of any difference in amounts estimated from those actually paid.

The Sponsor and the investors may rely on any evaluation or determination of any amount made by the Trustee, and, except for any determination by the Sponsor as to the price to be used to evaluate gold, the Sponsor has no responsibility for the evaluation’s accuracy.

The determinations the Trustee makes are made in good faith upon the basis of, and the Trustee will not be liable for any errors contained in, information reasonably available to it.

The Trustee is not liable to the Sponsor, Authorized Participants, investors or any other person for errors in judgment.

However, the preceding liability exclusion will not protect the Trustee against any liability resulting from bad faith or gross negligence in the performance of its duties.

Impact of Trust Expenses on the Trust’s Net Asset Value

The Net Asset Value of the Trust is used to compute the Sponsor Fee, and the Trustee subtracts from the Net Asset Value of the Trust the amount of accrued Sponsor Fee.

The Trust pays the Sponsor Fee and reimburses the Sponsor for expenses that the Sponsor has paid on the Trust’s behalf in cash from the Trust Property or the sale of gold in accordance with the Trust Agreement.

Should the need arise for the Trust to sell gold for expenses the Sponsor does not pay, the purchase price received as consideration for such sales will be the Trust’s sole source of funds to cover its liabilities.

The Trust does not engage in any activity designed to derive a profit from changes in the price of gold.

needed to redeem Baskets, to pay the Custodial Sponsor Fee or to cover the Trust’s expenses not assumed by the Custodial

Sponsor is held in physical form by the Custodian.

As a result of the payment of the Custodial Sponsor Fee in-kind and potential

sales of gold to pay in cash the Trust expenses not assumed by the Custodial Sponsor, the Net Asset Value of the Trust and, correspondingly,

the fractional amount of gold represented by each share, will decrease over the life of the Trust.

New deposits of gold, received

in exchange for additional new Baskets issued by the Trust, will not reverse this trend.

Trustee will notify investors at least 30 days before the date for termination of the Trust Agreement and the Trust if any of

the following occurs:

Trustee is notified that the shares are delisted from the NYSE Arca and are not approved for listing on another national securities

exchange within five business days of their delisting;

acting in respect of at least 75% of the outstanding shares notify the Trustee that they elect to terminate the Trust;

days have elapsed since the Trustee notified the Sponsors of the Trustee’s election to resign or since the Sponsors

removed the Trustee, and a successor trustee has not been appointed and accepted its appointment;

SEC determines that the Trust is an investment company under the 1940 Act, and the Trustee has actual knowledge of such Commission

determination;

CFTC determines that the Trust is a commodity pool under the Commodity Exchange Act, and the Trustee has actual knowledge

of that determination;

Trust fails to qualify for treatment, or ceases to be treated, as a “grantor trust”

for federal tax purposes,

and the Trustee receives notice from the Sponsors that the Sponsors have determined that, because of that tax treatment or

change in tax treatment, the termination of the Trust is advisable;

Trustee receives notice from the Sponsors of their joint agreement to terminate the Trust;

days have elapsed since DTC or another depository has ceased to act as depository with respect to the shares, and the Sponsors

have not identified another depository that is willing to act in such capacity;

the law governing the Trust limits the maximum period during which the Trust may continue, upon the expiration of 21 years

after the death of the last survivor of all of the descendants of Elizabeth II, Queen of England, living on the date of the

Trust Agreement.

the Administrative Sponsor fails to undertake or perform, or becomes incapable of undertaking or performing, any of the duties

that by the terms of the Trust Agreement are required to be undertaken or performed by it and such failure or incapacity is not

cured within 30 days following receipt of notice from the Trustee or the Custodial Sponsor of such failure or incapacity, or if

the Administrative Sponsor is adjudged bankrupt or insolvent, or a receiver of the Administrative Sponsor or of its property is

appointed, or a trustee or liquidator or any public officer takes charge or control of the Administrative Sponsor or of its property

or affairs for the purpose of rehabilitation, conservation or liquidation, then in any such case the Administrative Sponsor shall

be deemed conclusively to have resigned effective immediately upon the occurrence of any of the specified events, or if the Administrative

Sponsor resigns by sending notice of resignation to the Trustee without the appointment by the resigning Administrative Sponsor

of a successor Administrative Sponsor qualified to assume the duties of the resigning Administrative Sponsor (which successor

Administrative Sponsor is subject to the Custodial Sponsor’s prior written consent and may not be the Custodial Sponsor),

the Custodial Sponsor, or in the event there is no Custodial Sponsor, the Trustee, may do any one or more of the following:

it may appoint a successor Administrative Sponsor to assume, with such compensation from the Trust as the Custodial Sponsor or

Trustee, as applicable, may deem reasonable under the circumstances, the duties and obligations of the Administrative Sponsor

under the Trust Agreement by an instrument of appointment and assumption executed by the party making the appointment and accepted

by the Trustee;

Gold not needed to redeem Baskets is held in physical form by the Custodian.

As a result of the potential sales of gold to pay in cash the Sponsor Fee and expenses that the Sponsor has paid on the Trust’s behalf, and the Trust expenses not assumed by the Sponsor, the Net Asset Value of the Trust and, correspondingly, the fractional amount of gold represented by each share, will decrease over the life of the Trust.

New deposits of gold, received in exchange for additional new Baskets issued by the Trust, will not reverse this trend.

Termination of the Trust

The Trustee will notify investors at least 30 days before the date for termination of the Trust Agreement and the Trust if any of the following occurs:

the Trustee is notified that the Shares are delisted from the NYSE Arca and are not approved for listing on another national securities exchange within five business days of their delisting;

investors acting in respect of at least 75% of the outstanding Shares notify the Trustee that they elect to terminate the Trust;

60 days have elapsed since the Trustee notified the Sponsor of the Trustee’s election to resign or since the Trustee was removed and a successor trustee has not been appointed and accepted its appointment;

any sole Custodian then acting resigns or is removed and no successor custodian has been employed within 90 days (or, if applicable, within such shorter period that equals the period the Custodian is required to continue as custodian after such resignation or removal under a Custody Agreement) of such resignation or removal;

the SEC determines that the Trust is an investment company under the 1940 Act, and the Trustee has actual knowledge of such Commission determination;

the CFTC determines that the Trust is a commodity pool under the Commodity Exchange Act, and the Trustee has actual knowledge of that determination;

the Trust fails to qualify for treatment, or ceases to be treated, as a “grantor trust” for federal tax purposes, and the Trustee receives notice from the Sponsor that the Sponsor has determined that, because of that tax treatment or change in tax treatment, the termination of the Trust is advisable;

the Trustee receives notice from the Sponsor of its decision to terminate the Trust;

60 days have elapsed since DTC or another depository has ceased to act as depository with respect to the Shares, and the Sponsor has not identified another depository that is willing to act in such capacity;

if the law governing the Trust limits the maximum period during which the Trust may continue, upon the expiration of 21 years after the death of the last survivor of all of the descendants of Elizabeth II, Queen of England, living on July 26, 2018.

If the Sponsor fails to undertake or perform, or becomes incapable of undertaking or performing, any of the duties that by the terms of the Trust Agreement are required to be undertaken or performed by it and such failure or incapacity is not cured within 30 days following receipt of notice from the Trustee of such failure or incapacity, or if the Sponsor is adjudged bankrupt or insolvent, or a receiver of the Sponsor or of its property is appointed, or a trustee or liquidator or any public officer takes charge or control of the Sponsor or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, then in any such case the Sponsor shall be deemed conclusively to have resigned effective immediately upon the occurrence of any of the specified events, or if the Sponsor resigns by sending notice of resignation to the Trustee without the appointment by the resigning Sponsor of a successor Sponsor qualified to assume the duties of the Sponsor, the Trustee may do any one or more of the following:

(i) it may appoint a successor Sponsor to assume, with such compensation from the Trust as the Trustee may deem reasonable under the circumstances, the duties and obligations of the Sponsor under the Trust Agreement by an instrument of appointment and assumption executed by the successor Sponsor by the Trustee;

or (ii) it may terminate and liquidate the Trust and distribute its remaining assets pursuant to the Trust Agreement.

Any appointment of a successor Administrative Sponsor by the resigning Administrative Sponsor or Custodial Sponsor is subject

to the prior written consent of the Trustee which may not be unreasonably withheld.

the Custodial Sponsor wishes to resign as Custodial Sponsor, or otherwise fails to undertake or perform, or becomes incapable

of undertaking or performing, any of the duties that by the terms of the Trust Agreement are required to be undertaken or performed

by it, including a failure to perform its functions as Custodian, and such failure or incapacity is not cured within 30 days following

receipt of notice from the Administrative Sponsor of such failure or incapacity, or if the Custodial Sponsor is adjudged bankrupt

or insolvent, or a receiver of the Custodial Sponsor or of its property is appointed, or a trustee or liquidator or any public

officer takes charge or control of the Custodial Sponsor or of its property or affairs for the purpose of rehabilitation, conservation

or liquidation, then in any such case the Administrative Sponsor, or in the event there is no Administrative Sponsor, the Trustee,

may (i) terminate and liquidate the Trust and distribute its remaining assets pursuant to the Trust Agreement;

or (ii) with the

prior written consent of the Custodial Sponsor, appoint a successor Custodial Sponsor and Custodian to assume, with such compensation

from the Trust as the Administrative Sponsor or Trustee, as applicable, may deem reasonable under the circumstances, the duties

and obligations of the Custodial Sponsor and Custodian under the Trust Agreement by an instrument of appointment and assumption

executed by the party making the appointment and accepted by the Trustee.

Any appointment of a successor Custodial Sponsor and

Custodian is subject to the prior written consent of the Trustee, which may not be unreasonably withheld.

the remaining Sponsor, nor if applicable, the Trustee, shall have any obligation to appoint a Sponsor or to assume the duties

of a Sponsor and shall have no liability to any person because the Trust is or is not terminated pursuant to the preceding sentence.

and after the date of termination of the Trust, the Trustee shall not accept any deposits of gold after the date of termination.

If any shares remain outstanding after the date of termination, the Trustee thereafter shall discontinue the registration of transfers

of shares, shall not make any distributions to investors, and shall not give any further notices or perform any further acts under

the Trust Agreement, except that the Trustee will continue to collect distributions pertaining to Trust assets and hold the same

uninvested and without liability for interest, pay the Trust’s expenses and sell gold as necessary to meet those expenses

and will continue to deliver Trust assets, together with any distributions received with respect thereto and the net proceeds

of the sale of any other property, in exchange for shares surrendered to the Trustee by Authorized Participants (after deducting

or upon payment of, in each case, the fee of the Trustee for the surrender of shares, any expenses for the account of the investors

in accordance with the terms and conditions of the Trust Agreement, and any applicable taxes or other governmental charges).

any time after the expiration of 60 days following the date of termination of the Trust, the Trustee shall sell the Trust assets

then held under the Trust Agreement pursuant to the Custodial Sponsor’s direction, or, if the Custodial Sponsor fails to

provide such direction, as the Trustee determines and may thereafter hold the net proceeds of any such sale, together with any

other cash then held by the Trustee under the Trust Agreement, uninvested and without liability for interest, for the pro rata

benefit of the investors that have not theretofore surrendered their shares.

The Trustee shall have no liability for loss or depreciation

resulting from any sale made pursuant to the Sponsors’

direction or otherwise made by the Trustee in good faith.

such sale, the Trustee shall be discharged from all obligations under the Trust Agreement, except to deliver to investors against

the surrender of their shares their pro rata portion of the net proceeds and other cash (after deducting, in each case, any accrued

fees and expenses, any taxes, other governmental charges or liabilities payable by the Trust, and any expenses for the account

of the investors in accordance with the terms and conditions of the Trust Agreement).

Upon the termination of the Trust, the Sponsors

shall be discharged from all obligations under the Trust Agreement except for their certain obligations to the Trustee that survive

termination of the Trust Agreement.

Trustee and the Sponsors may amend any provisions of the Trust Agreement without the consent of any person, including any investor,

provided that any amendment that imposes or increases any fees or charges (other than taxes and other governmental charges, registration

fees or other such expenses), or that otherwise prejudices any substantial existing right of the investors will not become effective

as to outstanding shares until 30 days after notice of such amendment is given to the investors.

Notwithstanding the foregoing,

the Custodial Sponsor may increase or decrease the Custodial Sponsor Fee upon three business days’

prior notice being posted

on the website of the Trust and upon three business days’

prior notice being given to the Trustee.

Every investor, at the

time any amendment so becomes effective, shall be deemed, by continuing to hold any shares or an interest therein, to consent

and agree to such amendment and to be bound by the Trust Agreement as amended thereby.

In no event shall any amendment impair

the right of Authorized Participants to surrender Baskets and receive therefore the amount of Trust assets represented thereby,

except in order to comply with mandatory provisions of applicable law.

fiscal year of the Trust ends on December 31 of each year.

The Administrative Sponsor, in consultation with the Custodial Sponsor,

may select an alternate fiscal year.

a Regulated Commodity Pool

Trust does not trade in gold futures contracts on COMEX or on any other futures exchange.

Because the Trust does not trade in

gold futures contracts on any futures exchange, the Trust is not regulated by the CFTC under the Commodity Exchange Act as a “commodity

and is not operated by a CFTC-regulated commodity pool operator.

Investors in the Trust do not receive the regulatory

protections afforded to investors in regulated commodity pools, nor may COMEX or any futures exchange enforce its rules with respect

to the Trust’s activities.

In addition, investors in the Trust do not benefit from the protections afforded to investors

in gold futures contracts on regulated futures exchanges.

OF THE SHARES

Trustee is authorized under the Trust Agreement to create and issue an unlimited number of shares.

The Trustee will create shares

in Baskets (a Basket equals a block of at least 25,000 shares) only upon the order of an Authorized Participant.

The shares represent

units of fractional undivided beneficial interest in the net assets of the Trust and have no par value.

of Limited Rights

shares do not represent a traditional investment and should not be viewed as similar to “shares”

of a corporation

operating a business enterprise with management and a board of directors.

Holders of the shares do not have the statutory rights

normally associated with the ownership of shares of a corporation, including, for example, the right to bring “oppression”

or “derivative”

Any appointment of a successor Sponsor by the resigning Sponsor is subject to the prior written consent of the Trustee which may not be unreasonably withheld.

The Trustee shall have no obligation to appoint a successor Sponsor or to assume the duties of the Sponsor and shall have no liability to any person because the Trust is or is not terminated pursuant to the preceding sentence.

On and after the date of termination of the Trust, the Trustee shall not accept any deposits of gold.

If any Shares remain outstanding after the date of termination, the Trustee thereafter shall discontinue the registration of transfers of Shares, shall not make any distributions to investors, and shall not give any further notices or perform any further acts under the Trust Agreement, except that the Trustee will continue to collect distributions pertaining to Trust assets and hold the same uninvested and without liability for interest, pay the Trust’s expenses and sell gold as necessary to meet those expenses and will continue to deliver Trust assets, together with any distributions received with respect thereto and the net proceeds of the sale of any other property, in exchange for Shares surrendered to the Trustee by Authorized Participants (after deducting or upon payment of, in each case, the fee of the Trustee for the surrender of Shares, any expenses for the account of the investors in accordance with the terms and conditions of the Trust Agreement, and any applicable taxes or other governmental charges).

At any time after the expiration of 60 days following the date of termination of the Trust, the Trustee shall sell the Trust assets then held under the Trust Agreement pursuant to the Sponsor’s direction, or, if the Sponsor fails to provide such direction, as the Trustee determines and may thereafter hold the net proceeds of any such sale, together with any other cash then held by the Trustee under the Trust Agreement, uninvested and without liability for interest, for the pro rata benefit of the investors that have not theretofore surrendered their Shares.

The Trustee shall have no liability for loss or depreciation resulting from any sale made pursuant to the Sponsor’s direction or otherwise made by the Trustee in good faith.

After making such sale, the Trustee shall be discharged from all obligations under the Trust Agreement, except to deliver to investors against the surrender of their Shares their pro rata portion of the net proceeds and other cash (after deducting, in each case, any accrued fees and expenses, any taxes, other governmental charges or liabilities payable by the Trust, and any expenses for the account of the investors in accordance with the terms and conditions of the Trust Agreement).

Upon the termination of the Trust, the Sponsor shall be discharged from all obligations under the Trust Agreement except for their certain obligations to the Trustee that survive termination of the Trust Agreement.

The Trustee and the Sponsor may amend any provisions of the Trust Agreement without the consent of any person, including any investor, provided that any amendment that imposes or increases any fees or charges (other than taxes and other governmental charges, registration fees or other such expenses), or that otherwise prejudices any substantial existing right of the investors, will not become effective as to outstanding Shares until 30 days after notice of such amendment is given to the investors.

Notwithstanding the foregoing, the Sponsor may increase or decrease the Sponsor Fee upon three business days’ prior notice being posted on the website of the Trust and upon three business days’ prior notice being given to the Trustee.

Every investor, at the time any amendment so becomes effective, shall be deemed, by continuing to hold any Shares or an interest therein, to consent and agree to such amendment and to be bound by the Trust Agreement as amended thereby.

In no event shall any amendment impair the right of Authorized Participants to surrender Baskets and receive therefore the amount of Trust assets represented thereby, except in order to comply with mandatory provisions of applicable law.

Governing Law;

Consent to New York Jurisdiction

The Trust Agreement, and the rights of the Sponsor, the Trustee, DTC (as registered owner of the Trust’s global certificates for Shares) and the investors under the Trust Agreement, are governed by New York State law.

The Sponsor, the Trustee, DTC, each Authorized Participant by its delivery of an Authorized Participant Agreement and each investor by the acceptance of a share consents to the non-exclusive

jurisdiction of the courts of the State of New York and any federal courts located in the borough of Manhattan in New York City.

Such consent is not required for any person to assert a claim of New York jurisdiction over the Sponsor or the Trustee.

By consenting to New York jurisdiction, an investor waives any claim that a New York court is an inconvenient venue or is otherwise inappropriate.

As such, an investor could be required to litigate a matter relating to the Trust in a New York court, even if that court may otherwise be inconvenient for the investor.

The fiscal year of the Trust ends on December 31 of each year.

The Sponsor may select an alternate fiscal year.

Not a Regulated Commodity Pool

The Trust does not trade in gold futures contracts on COMEX or on any other futures exchange.

Because the Trust does not trade in gold futures contracts on any futures exchange, the Trust is not regulated by the CFTC under the Commodity Exchange Act as a “commodity pool,” and is not operated by a CFTC-regulated commodity pool operator.

Investors in the Trust do not receive the regulatory protections afforded to investors in regulated commodity pools, nor may COMEX or any futures exchange enforce its rules with respect to the Trust’s activities.

In addition, investors in the Trust do not benefit from the protections afforded to investors in gold futures contracts on regulated futures exchanges.

Other Methods of Investing in Gold

The Trust competes with other financial vehicles, including traditional debt and equity securities issued by companies in the gold industry and other securities backed by or linked to gold, direct investments in gold and investment vehicles similar to the Trust.

DESCRIPTION OF THE SHARES

The Trustee is authorized under the Trust Agreement to create and issue an unlimited number of Shares.

The Trustee will create Shares in Baskets (a Basket equals a block of at least 25,000 Shares) only upon the order of an Authorized Participant.

The Shares represent units of fractional undivided beneficial interest in the net assets of the Trust and have no par value.

Investors may obtain gold pricing information based on the spot price for a Fine Ounce from various financial information service providers.

Current spot prices also are generally available with bid/ask spreads from gold bullion dealers.

In addition, the Trust’s website provides pricing information for gold spot prices and the Shares.

Market prices for the Shares are available from a variety of sources including brokerage firms, information websites and other information service providers.

The Net Asset Value of the Trust is published by the Sponsor on each day that the NYSE Arca is open for regular trading and will be posted on the Trust’s website.

Any creation and issuance of Shares above the amount registered on the effective registration statement will require the registration of such additional Shares.

Description of Limited Rights

The Shares do not represent a traditional investment and should not be viewed as similar to “shares” of a corporation operating a business enterprise with management and a board of directors.

Holders of the Shares do not have the statutory rights normally associated with the ownership of shares of a corporation, including, for example, the right to bring “oppression” or “derivative” actions.

All Shares are of the same class with equal rights and privileges.

Each share is transferable,

is fully paid and non-assessable and entitles the holder to vote on the limited matters upon which investors may vote under the

Trust Agreement.

The shares are entitled to be redeemed or exchanged for gold.

The shares do not entitle their holders to any

conversion or pre-emptive rights or redemption rights for single shares.

shares may be redeemed by or through an Authorized Participant in Baskets.

See “Creation and Redemption of Shares by Authorized

Participants”

Each share is transferable, is fully paid and non-assessable

and entitles the holder to vote on the limited matters upon which investors may vote under the Trust Agreement.

The Shares do not entitle their holders to any conversion or pre-emptive

rights or redemption rights for single Shares.

Redemption of Shares

The Shares may be redeemed by or through an Authorized Participant in Baskets.

“Business—Creation and Redemption of Shares by Authorized Participants” for details.

Distributions

the Trust is terminated and liquidated, the Trustee will distribute to the investors any amounts remaining after the satisfaction

of all outstanding liabilities of the Trust and the establishment of such reserves for applicable taxes, other governmental charges

and contingent or future liabilities as the Trustee shall determine.

Investors of record on the record date fixed by the Trustee

in consultation with the Administrative Sponsor for a distribution will be entitled to receive their pro rata portion of any distribution.

the Trust Agreement, investors have no voting rights, except in the following limited circumstances:

(i) registered holders of

at least 25% of the shares have the right to require the Trustee to cure any material breach by it of the Trust Agreement, and

(ii) registered holders of at least 75% of the shares have the right to require the Trustee to terminate the Trust Agreement.

If the Trust is terminated and liquidated, the Trustee will distribute to the investors any amounts remaining after the satisfaction of all outstanding liabilities of the Trust and the establishment of such reserves for applicable taxes, other governmental charges and contingent or future liabilities as the Trustee shall determine.

Investors of record on the record date fixed by the Trustee in consultation with the Sponsor for a distribution will be entitled to receive their pro rata portion of any distribution.

Voting Rights

Under the Trust Agreement, investors have no voting rights, except in the following limited circumstances:

(i) registered holders of at least 25% of the Shares have the right to require the Trustee to cure any material breach by it of the Trust Agreement, and (ii) registered holders of at least 75% of the Shares have the right to require the Trustee to terminate the Trust Agreement.

Otherwise, no investor shall have any right to vote or in any manner otherwise to control the operation or management of the Trust.

In addition, certain amendments to the Trust Agreement require advance notice to the investors before the effectiveness of such

amendments, but no investor vote or approval is required for any amendment to the Trust Agreement.

certificates are not issued for the shares.

Instead, one or more global certificates are deposited by the Trustee with DTC and

registered in the name of Cede & Co., as nominee for DTC.

The global certificates evidence all of the shares outstanding at

Under the Trust Agreement, investors may only hold shares through (i) DTC Participants, (ii) Indirect Participants,

or (iii) those banks, brokers, dealers, trust companies and others who hold interests in the shares through DTC Participants or

Indirect Participants.

In addition, certain amendments to the Trust Agreement require advance notice to the investors before the effectiveness of such amendments, but no investor vote or approval is required for any amendment to the Trust Agreement.

Book-Entry Form

Individual certificates are not issued for the Shares.

Instead, one or more global certificates are deposited by the Trustee with DTC and registered in the name of Cede & Co., as nominee for DTC.

The global certificates evidence all of the Shares outstanding at any time.

Under the Trust Agreement, investors may only hold Shares through (i) DTC Participants, (ii) those who maintain, either directly or indirectly, a custodial relationship with a DTC Participant (“Indirect Participants”), or (iii) those banks, brokers, dealers, trust companies and others who hold interests in the Shares through DTC Participants or Indirect Participants.

The Shares are only transferable through the book-entry system of DTC.

Investors who are not DTC Participants

may transfer their shares through DTC by instructing the DTC Participant holding their shares (or by instructing the Indirect

Participant or other entity through which their shares are held) to transfer the shares.

Transfers will be made in accordance

with standard securities industry practice.

may decide to discontinue providing its service with respect to Baskets and/or the shares by giving notice to the Trustee and

the Administrative Sponsor.

Under such circumstances, the Administrative Sponsor, in consultation with the Custodial Sponsor,

will find a replacement for DTC to perform its functions at a comparable cost or, if a replacement is unavailable, the Trustee

will terminate the Trust.

rights of the investors generally must be exercised by DTC Participants acting on their behalf in accordance with the rules and

procedures of DTC.

Because the shares can only be held in book-entry form through DTC and DTC Participants, investors must rely

on DTC, DTC Participants and any other financial intermediary through which they hold the shares to receive the benefits and exercise

the rights described in this section.

Investors should consult with their broker or financial institution to find out about procedures

and requirements for securities held in book-entry form through DTC.

the Administrative Sponsor believes that the per share price in the secondary market for shares has fallen outside a desirable

trading price range, the Administrative Sponsor, in consultation with the Custodial Sponsor, may direct the Trustee to declare

a split or reverse split in the number of shares outstanding and to make a corresponding change in the number of shares constituting

of Gold to and from the Trust

to agreements between Gold Corporation, in its individual capacity, and the Authorized Participants, the Basket Gold Amount to

be deposited by an Authorized Participant into the Trust Unallocated Metal Account in connection with a Purchase Order and the

amount of gold to be withdrawn from the Trust Unallocated Metal Account and delivered to an Authorized Participant in connection

with a Redemption Order shall be deposited into or withdrawn from the Trust Unallocated Metal Account either by way of transfer

from or to the GC Metal Account or by way of transfer from or to a Gold account of an Authorized Participant maintained on an

Unallocated Basis by Gold Corporation.

of the Trustee, the Sponsors (in the case of the Custodial Sponsor, in its capacity as Custodial Sponsor) or the Trust shall have

any liability for any loss resulting from the use of the GC Metal Account or for any act or inaction of Gold Corporation related

to the GC Metal Account.

Corporation and ETC are the sponsors of the Trust.

The Administrative Sponsor, ETC, is an Oklahoma limited liability company majority

owned by Cottonwood ETF Holdings LLC.

ETC’s mailing address is 10900 Hefner Pointe Drive, Suite 207, Oklahoma City, Oklahoma

ETC is a registered investment adviser and provides investment advisory services to domestic and international equity and

fixed income ETFs.

As of December 31, 2019, ETC had approximately $2.7 billion of assets under management.

The Custodial Sponsor,

Gold Corporation, is a statutory body corporate established by the Gold Corporation Act and wholly-owned by the Government of

Western Australia.

Its mailing address is GPO Box M924, Perth, WA 6843, Australia.

Gold Corporation and its subsidiaries, trading

as The Perth Mint, supply precious metal-related products and services.

Custodial Sponsor’s Role

exchange for the Custodial Sponsor Fee, the Custodial Sponsor has agreed to assume the payment of expenses incurred by the Trust,

including but not limited to:

Investors who are not DTC Participants may transfer their Shares through DTC by instructing the DTC Participant holding their Shares (or by instructing the Indirect Participant or other entity through which their Shares are held) to transfer the Shares.

Transfers will be made in accordance with standard securities industry practice.

DTC may decide to discontinue providing its service with respect to Baskets and/or the Shares by giving notice to the Trustee and the Sponsor.

Under such circumstances, the Sponsor will find a replacement for DTC to perform its functions at a comparable cost or, if a replacement is unavailable, the Trustee will terminate the Trust.

The rights of the investors generally must be exercised by DTC Participants acting on their behalf in accordance with the rules and procedures of DTC.

Because the Shares can only be held in book-entry form through DTC and DTC Participants, investors must rely on DTC, DTC Participants and any other financial intermediary through which they hold the Shares to receive the benefits and exercise the rights described in this section.

Investors should consult with their broker or financial institution to find out about procedures and requirements for securities held in book-entry form through DTC.

If the Sponsor believes that the per share price in the secondary market for shares has fallen outside a desirable trading price range, the Sponsor may direct the Trustee to declare a split or reverse split in the number of shares outstanding and to make a corresponding change in the number of shares constituting a Basket.

Goldman Sachs Asset Management, L.P., a Delaware limited partnership, is the Sponsor of the Trust.

Goldman Sachs Asset Management, L.P.

has been registered as an investment adviser with the Securities and Exchange

Commission since 1990 and is an indirect, wholly-owned subsidiary of Group Inc.

and affiliate of Goldman Sachs & Co.

Founded in 1869, Group, Inc.

is a publicly-held financial holding company and a leading global investment banking, securities and investment management firm.

As of December 31, 2020, Goldman Sachs Asset Management, L.P., including its investment advisory affiliates, had assets under supervision of approximately $1.95 trillion.

The Sponsor’s office is located at 200 West Street, New York, NY 10282 and its phone number is 212-902-1000.

The Sponsor’s Role

In exchange for the Sponsor Fee, the Sponsor has agreed to assume the payment of expenses incurred by the Trust, including but not limited to:

organizational expenses;

the Trustee’s monthly fee for its ordinary services and reimbursement

of its ordinary out-of-pocket expenses;

the Administrative Sponsor’s fee payable pursuant to the Trust Agreement;

the Custodian’s

fees and expenses reimbursable to it pursuant to the Custody Agreement (if any);

the Trustee’s monthly fee for its ordinary services and reimbursement of its ordinary out-of-pocket

the Custodian’s fees and expenses reimbursable to it pursuant to the Custody Agreement (if any);

marketing expenses;

exchange listing fees;

registration fees;

SEC registration fees;

printing and mailing costs;

maintenance expenses for the Trust’s website;

audit fees and expenses;

routine legal fees and expenses (for instance, the Administrative Sponsor, with the prior approval of the Custodial Sponsor, may

from time to time employ counsel to act on behalf of the Trust and perform any legal services in connection with the Trust, including

any legal matters relating to the possible disposition or acquisition of any gold.

Such fees and expenses shall be paid by the

Custodial Sponsor).

However, the Custodial Sponsor will not be responsible for litigation expenses, taxes and other governmental

charges, indemnification of the Trustee or the Administrative Sponsor pursuant to the Trust Agreement, extraordinary expenses,

and otherwise as set forth in the Trust Agreement.

addition, the Custodial Sponsor may perform assaying of Physical Gold, and other services relating to the safe custody of gold,

as necessary.

Administrative Sponsor’s Role

Administrative Sponsor generally oversees the performance of the Trustee and the Trust’s principal service providers, but

does not exercise day-to-day oversight of the Trustee or such service providers.

The Administrative Sponsor, with the prior written

approval of the Custodial Sponsor, may remove the Trustee and appoint a successor Trustee (1) if the Trustee ceases to meet certain

objective requirements (including the requirement that it have capital, surplus and undivided profits of at least $150 million),

(2) if, having received written notice from the Administrative Sponsor, in consultation with the Custodial Sponsor, or registered

owners acting on behalf of at least 25% of the outstanding shares, of a material breach of the Trustee’s obligations under

the Trust Agreement, the Trustee has not cured the breach within 30 days, or (3) if the Trustee fails to consent to the implementation

of an amendment to the Trust’s initial Internal Control Over Financial Reporting reasonably deemed necessary by the Administrative

Sponsor and, after consultations with the Administrative Sponsor, the Administrative Sponsor and the Trustee fail to resolve their

differences regarding the proposed amendment.

The Administrative Sponsor, in consultation with the Custodial Sponsor, also has

the right to replace the Trustee during the 90 days following any merger, consolidation or conversion in which the Trustee is

not the surviving entity or, in its discretion, on the fifth anniversary of the creation of the Trust or on any subsequent third

anniversary thereafter.

addition, the Administrative Sponsor:

routine legal fees and expenses and the expense of the first two examinations of the Custodian’s records relating to the Unallocated Account and the first two audits of the Physical Gold held in the Allocated Account during any fiscal year (with the expense of any further examination or audits during such fiscal year to be an expense of the Trust) (for instance, the Sponsor may from time to time employ counsel to act on behalf of the Trust and perform any legal services in connection with the Trust, including any legal matters relating to the possible disposition or acquisition of any gold.

Such fees and expenses shall be paid by the Sponsor).

However, the Sponsor will not be responsible for litigation expenses, taxes and other governmental charges (except and solely to the extent as may otherwise be agreed to in writing between the Sponsor and the Custodian), indemnification of the Trustee or the Sponsor pursuant to the Trust Agreement, extraordinary expenses, and otherwise as set forth in the Trust Agreement.

Additionally, the Sponsor generally oversees the performance of the Trustee and the Trust’s principal service providers, but does not exercise day-to-day

oversight of the Trustee or such service providers.

The Sponsor may, in its sole discretion, remove the Trustee and appoint a successor trustee (1) if the Trustee ceases to meet certain objective requirements (including the requirement that it have capital, surplus and undivided profits of at least $150 million), (2) if, having received written notice from the Sponsor or registered owners acting on behalf of at least 25% of the outstanding Shares, of a material breach of the Trustee’s obligations under the Trust Agreement, the Trustee has not cured the breach within 30 days, or (3) if the Trustee fails to consent to the implementation of an amendment to the Trust’s Internal Control Over Financial Reporting reasonably deemed necessary by the Sponsor and, after consultation, the Sponsor and the Trustee fail to resolve their differences regarding the proposed amendment.

The Sponsor also has the right to replace the Trustee during the 90 days following any merger, consolidation or conversion in which the Trustee is not the surviving entity or, in its discretion, on the fifth anniversary of the creation of the Trust or on any subsequent third anniversary thereafter.

In addition, the Sponsor:

(1) will develop a marketing plan for the Trust on an ongoing basis;

(2) will prepare marketing

materials regarding the shares;

(3) maintains the Trust’s web site;

and (4) may request the Trustee to order Custodian audits

(to the extent permitted under the Custody Agreement).

of the Sponsors and Indemnification

Trust Agreement provides that a Sponsor will not assume any obligation nor shall a Sponsor be subject to any liability to any

registered owner of shares, Authorized Participant or other person (including liability with respect to the worth of the Trust

Property), except that each Sponsor agrees to perform its obligations under the Trust Agreement without gross negligence, willful

misconduct or bad faith.

A Sponsor or any of its respective directors, officers, managers, members, employees, agents or affiliates

will not be liable if the Sponsor is prevented, forbidden, subject to civil or criminal penalty or delayed in meeting its obligations

under the Trust Agreement by reason of any law, regulation, governmental or regulatory authority, stock exchange, or by reason

of any act of God or war or terrorism or other circumstances beyond its control.

A Sponsor will not be liable by reason of any

non-performance or delay in the performance of any action which may be performed under the Trust Agreement or by exercising, or

not, any discretion provided for in the Trust Agreement.

Sponsor and its members, managers, directors, officers, employees, agents and affiliates shall be indemnified from the Trust and

held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or

in connection with the performance of its obligations under the Trust Agreement and under each other agreement entered into by

such Sponsor in furtherance of the administration of the Trust (including Authorized Participant Agreements to which the Administrative

Sponsor is a party, including the Administrative Sponsor’s indemnification obligations thereunder) or any actions taken

in accordance with the provisions of the Trust Agreement, to the extent such loss, liability or expense was incurred without (i)

gross negligence, bad faith, willful misconduct or willful malfeasance on the part of such indemnified party in connection with

the performance of its obligations under the Trust Agreement or any such other agreement or any actions taken in accordance with

the provisions of the Trust Agreement, or any such other agreement, or (ii) reckless disregard on the part of such indemnified

party of its obligations and duties under the Trust Agreement, or any such other agreement.

Each Sponsor (in the case of the Custodial

Sponsor, in its capacity as Custodial Sponsor) and its members, managers, directors, officers, employees, agents and affiliates

shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and

expenses of counsel) arising out of or in connection with any services Gold Corporation may, directly or indirectly, separately

offer or provide to any beneficial owner.

Such indemnities shall include payment from the Trust of the reasonable costs and expenses

incurred by such indemnified party in investigating or defending itself against any such loss, liability or expense or any claim

therefor, provided that such indemnified party shall repay to the Trust the amount of any such reasonable costs and expenses paid

by the Trust to the extent it may be ultimately determined that such indemnified party was not entitled to be indemnified under

the Trust Agreement because clause (i) or clause (ii) of this paragraph applied.

Sponsors may rely on information provided by the Trustee from the records of the Trust for securities filings, including a free

writing prospectus or marketing materials.

If such information is incorrect or omits material information and is the foundation

for a claim against a Sponsor, such Sponsor may be entitled to indemnification from the Trust.

a banking corporation organized under New York State law with trust powers, serves as the Trustee.

The Trustee has a trust office

at 2 Hanson Place, Brooklyn, New York 11217.

The Trustee is subject to supervision by the New York State Financial Services Department

and the Board of Governors of the Federal Reserve System.

Information regarding creation and redemption Basket composition, Net

Asset Value of the Trust, transaction fees for the creation and redemption of Baskets and the names of the parties that have executed

an Authorized Participant Agreement may be obtained from the Trustee.

A copy of the Trust Agreement is available for inspection

at the Trustee’s trust office identified above.

Under the Trust Agreement, the Trustee is required to maintain capital,

surplus and undivided profits of at least $150 million.

Trustee’s Role

Trustee is generally responsible for the day-to-day administration of the Trust, including keeping the Trust’s operational

The Trustee’s principal responsibilities include:

(1) valuing the Trust’s gold and calculating the Net Asset

Value per share of the Trust;

(2) supplying inventory information received from the Custodian to the Administrative Sponsor for

the Trust’s website;

(3) receiving and processing orders from Authorized Participants for the creation and redemption of

(4) coordinating the processing of orders from Authorized Participants with the Custodian and DTC, including coordinating

with the Custodian the receipt of gold transferred to the Trust in connection with each issuance of Baskets;

(5) transferring

gold to the Custodial Sponsor in lieu of paying the Custodial Sponsor Fee in cash;

(6) transferring gold to the Custodial Sponsor

in lieu of reimbursing the Custodial Sponsor for cash payments owed by the Trust, but undertaken by the Custodial Sponsor;

selling the Trust’s gold pursuant to a Sponsor’s direction or otherwise as needed to pay any extraordinary Trust expenses

that are not assumed by a Sponsor;

(8) holding the Trust’s cash and other financial assets, if any;

(9) when appropriate,

making distributions of cash or other property (other than gold) to investors;

and (10) receiving and reviewing reports on the

custody of and transactions in the Trust’s gold from the Custodian and taking such other actions in connection with the

custody of gold as a Sponsor instructs.

The Trustee shall, with respect to directing the Custodian, act in accordance with the

instructions of the Custodial Sponsor or the Administrative Sponsor in accordance with the Trust Agreement.

Under the agreement

with the Custodian, the Trustee, the Administrative Sponsor and their Physical Gold auditors may visit the premises of the Custodian

for the purpose of examining the Trust’s gold and certain related records maintained by the Custodian.

Trustee does not monitor the performance of the Custodian other than to review the reports provided by the Custodian pursuant

to the Custody Agreement.

The Trustee, along with the Sponsors, will liaise with the Trust’s legal, accounting and other

professional service providers as needed.

The Trustee will assist and support the Administrative Sponsor with the preparation

of all periodic reports required to be filed with the SEC on behalf of the Trust.

The Trustee’s monthly fees and out-of-pocket

expenses will be paid by the Custodial Sponsor.

Affiliates of the Trustee may from time to time act as Authorized Participants

or purchase or sell gold or shares for their own account, as agent for their customers and for accounts over which they exercise

investment discretion.

Trustee keeps proper books of registration and transfer of shares at its office located in New York or such office as it may subsequently

These books and records are open to inspection by any person who establishes to the Trustee’s satisfaction that

such person is an investor at all reasonable times during the usual business hours of the Trustee.

The Trustee will keep a copy

of the Trust Agreement on file in its office which will be available for inspection on reasonable advance notice at all reasonable

times during its usual business hours by any investor.

on Trustee’s Liability

Trust Agreement provides that the Trustee will not assume any obligation nor shall the Trustee be subject to any liability to

any registered or beneficial owner of shares, Authorized Participant or other person (including liability with respect to the

worth of the Trust Property), except that the Trustee agrees to perform its obligations under the Trust Agreement without gross

negligence, willful misconduct or bad faith.

The Trustee shall not have any obligation or liability for, or otherwise related

to, any services Gold Corporation may, directly or indirectly, separately offer or provide to any beneficial owner.

will the Trustee be liable for acting in accordance with or conclusively relying upon any instruction, notice, demand, certificate

or document (1) from a Sponsor, the Custodian or any entity acting on behalf of either which the Trustee believes is given pursuant

to or is authorized by the Trust Agreement or the Custody Agreement, respectively;

and (2) from or on behalf of any Authorized

Participant which the Trustee believes is given pursuant to or is authorized by an Authorized Participant Agreement (provided

that the Trustee has complied with the verification procedures specified in the Authorized Participant Agreement).

will the Trustee be liable for acting or omitting to act in reliance upon the advice of or information from legal counsel, accountants,

any Authorized Participant, any registered owner, any beneficial owner, or any other person believed by it in good faith to be

competent to give such advice or information.

The Trustee or any of its respective directors, officers, managers, members, employees,

agents or affiliates will not be liable if the Trustee is prevented, forbidden, subject to civil or criminal penalty or delayed

in meeting its obligations under the Trust Agreement by reason of any law, regulation, governmental regulatory authority, stock

(2) will prepare marketing materials regarding the Shares;

(3) maintains the Trust’s website;

and (4) may engage a specialist bullion assaying firm to provide inspections of the gold bullion held on behalf of the Trust.

Liability of the Sponsor and Indemnification

The Trust Agreement provides that the Sponsor will not assume any obligation nor shall the Sponsor be subject to any liability to any registered owner of Shares, beneficial owner of Shares, Authorized Participant or other person (including liability with respect to the worth of the Trust Property), except that the Sponsor agrees to perform its obligations under the Trust Agreement without gross negligence, willful misconduct or bad faith.

The Sponsor or any of its directors, officers, managers, members, employees, agents or affiliates will not be liable if the Sponsor is prevented, forbidden, subject to civil or criminal penalty or delayed in meeting its obligations under the Trust Agreement by reason of any law, regulation, governmental or regulatory authority, stock

exchange, or by reason of any act of God or war or terrorism or other circumstances beyond its control.

Trustee will not be liable by reason of any non-performance or delay in the performance of any action which may be performed under

the Trust Agreement or by exercising, or not, any discretion provided for in the Trust Agreement.

The Trustee will not be liable

for any indirect, consequential, punitive or special damages, regardless of the form of action and whether or not any such damages

were foreseeable or contemplated, or for an amount in excess of the value of the Trust’s assets.

Indemnification

of the Trustee

Trust Agreement provides that the Trustee, its directors, officers, employees, shareholders agents and affiliates (as defined

under the Securities Act) shall be indemnified from the Trust and held harmless against any loss, liability or expense (including

the reasonable fees and expenses of counsel) arising out of or in connection with the performance of its obligations under the

Trust Agreement and under each other agreement entered into by the Trustee in furtherance of the administration of the Trust (including

the Custody Agreement and any Authorized Participant Agreement, including the Trustee’s indemnification obligations under

these agreements), or otherwise by reason of the Trustee’s acceptance or administration of the Trust to the extent such

loss, liability or expense was incurred without (i) gross negligence, bad faith, willful misconduct or willful malfeasance on

the part of such indemnified party in connection with the performance of its obligations under the Trust Agreement or any such

other agreement, or any actions taken in accordance with the provisions of this Agreement or any such other agreement, or (ii)

reckless disregard on the part of such indemnified party of its obligations and duties under the Trust Agreement or any such other

Each indemnified party shall be indemnified from the Trust and held harmless against any loss, liability or expense

(including the reasonable fees and expenses of counsel) arising out of or in connection with any services Gold Corporation may,

directly or indirectly, separately offer or provide to any beneficial owner.

Such indemnities shall include payment from the Trust

of the reasonable costs and expenses incurred by such indemnified party in investigating or defending itself against any such

loss, liability or expense or any claim therefor, provided that such indemnified party shall repay to the Trust the amount of

any such reasonable costs and expenses paid by the Trust to the extent it may be ultimately determined that such indemnified party

was not entitled to be indemnified under the Trust Agreement because clause (i) or clause (ii) of the sentence preceding the prior

sentence applied.

The Sponsor will not be liable by reason of any non-performance

or delay in the performance of any action which may be performed under the Trust Agreement or by exercising, or not, any discretion provided for in the Trust Agreement.

The Sponsor and its members, managers, directors, officers, employees, agents and affiliates shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of its obligations under the Trust Agreement and under each other agreement entered into by the Sponsor in furtherance of the administration of the Trust (including Authorized Participant Agreements to which the Sponsor is a party, including the Sponsor’s indemnification obligations thereunder) or any actions taken in accordance with the provisions of the Trust Agreement, to the extent such loss, liability or expense was incurred without (i) gross negligence, bad faith, willful misconduct or willful malfeasance on the part of such indemnified party in connection with the performance of its obligations under the Trust Agreement or any such other agreement or any actions taken in accordance with the provisions of the Trust Agreement, or any such other agreement, or (ii) reckless disregard on the part of such indemnified party of its obligations and duties under the Trust Agreement, or any such other agreement.

Such indemnities shall include payment from the Trust of the reasonable costs and expenses incurred by such indemnified party in investigating or defending itself against any such loss, liability or expense or any claim therefor, provided that such indemnified party shall repay to the Trust the amount of any such reasonable costs and expenses paid by the Trust to the extent it may be ultimately determined that such indemnified party was not entitled to be indemnified under the Trust Agreement because clause (i) or clause (ii) of this paragraph applied.

The Sponsor may rely on information provided by the Trustee from the records of the Trust for securities filings, including a free writing prospectus or marketing materials.

If such information is incorrect or omits material information and is the foundation for a claim against the Sponsor, the Sponsor may be entitled to indemnification from the Trust.

Successor Sponsor

The Trustee has no obligation to appoint a successor Sponsor or to assume the duties of the Sponsor and will have no liability to any person because the Trust is or is not terminated as described in “Description of the Trust—Terminating the Trust” above.

BNYM, a banking corporation organized under New York State law with trust powers, serves as the Trustee.

The Trustee has a trust office at 240 Greenwich Street, New York, New York 10286.

The Trustee is subject to supervision by the New York State Financial Services Department and the Board of Governors of the Federal Reserve System.

Information regarding creation and redemption Basket composition, Net Asset Value of the Trust, transaction fees for the creation and redemption of Baskets and the names of the parties that have executed an Authorized Participant Agreement may be obtained from the Trustee.

A copy of the Trust Agreement is available for inspection at the Trustee’s trust office identified above.

Under the Trust Agreement, the Trustee is required to maintain capital, surplus and undivided profits of at least $150 million.

The Trustee’s Role

The Trustee is generally responsible for the day-to-day

administration of the Trust, including keeping the Trust’s operational records.

The Trustee’s principal responsibilities include:

(1) valuing the Trust’s gold and calculating

the Net Asset Value per Share of the Trust;

(2) supplying inventory information received from the Custodian to the Sponsor for the Trust’s website;

(3) receiving and processing orders from Authorized Participants for the creation and redemption of Baskets;

(4) coordinating the processing of orders from Authorized Participants with the Custodian and DTC, including coordinating with the Custodian the receipt of gold transferred to the Trust in connection with each issuance of Baskets;

(5) effecting the sale of gold to pay the Sponsor Fee in cash;

(6) effecting the sale of gold to reimburse the Sponsor for cash payments owed by the Trust, but undertaken by the Sponsor;

(7) effecting the sale of gold pursuant to the Sponsor’s direction or otherwise as needed to pay any extraordinary Trust expenses that are not assumed by the Sponsor;

(8) holding the Trust’s cash and other financial assets, if any;

(9) when appropriate, making distributions of cash or other property (other than gold) to investors;

and (10) receiving and reviewing reports on the custody of and transactions in the Trust’s gold from the Custodian and taking such other actions in connection with the custody of gold as the Sponsor instructs.

The Trustee shall, with respect to directing the Custodian, act in accordance with the instructions of the Sponsor in accordance with the Trust Agreement.

Under the agreement with the Custodian, the Trustee, the Sponsor and their Physical Gold auditors, identified representatives, and independent public accountants may visit the premises of the Custodian for the purpose of examining the Trust’s gold and certain related records maintained by the Custodian.

The Trustee does not monitor the performance of the Custodian other than to review the reports provided by the Custodian pursuant to the Custody Agreement.

The Trustee, along with the Sponsor, will liaise with the Trust’s legal, accounting and other professional service providers as needed.

The Trustee will assist and support the Sponsor with the preparation of all periodic reports required to be filed with the SEC on behalf of the Trust.

The Trustee’s monthly fees and out-of-pocket

expenses will be paid by the Sponsor.

Affiliates of the Trustee may from time to time act as Authorized Participants or purchase or sell gold or Shares for their own account, as agent for their customers and for accounts over which they exercise investment discretion.

The Trustee will keep proper books of registration and transfer of Shares at its office located in New York or such office as it may subsequently designate.

These books and records are open to inspection by any person who establishes to the Trustee’s satisfaction that such person is an investor at all reasonable times during the usual business hours of the Trustee.

The Trustee will keep a copy of the Trust Agreement on file in its office which will be available for inspection on reasonable advance notice at all reasonable times during its usual business hours by any investor.

Qualifications of the Trustee

The Trust Agreement provides that the Trustee and any successor trustee must be (1) a bank, trust company, corporation or national banking association organized and doing business under the laws of the United States or any of its states and authorized under such laws to exercise corporate trust powers, (2) a participant in DTC or such other securities depository as shall then be acting with respect to the Shares and (3) unless counsel to the Sponsor, the appointment of which is acceptable to the Trustee, determines that such requirement is not necessary for the exception under section 408(m)(3)(B) of the Code to apply, a banking institution as defined in Code section 408(n).

The Trustee and any successor trustee must have, at all times, an aggregate capital, surplus, and undivided profits of at least $150 million.

General Duty of Care of Trustee

The Trustee is a fiduciary under the Trust Agreement;

provided, however, that the fiduciary duties and responsibilities and liabilities of the Trustee are limited by, and are only those specifically set forth in, the Trust Agreement.

For limitations of the fiduciary duties of the Trustee, see the limitations on liability set forth in “The Trustee-Limitation on Trustee’s liability” and “The Trustee-Trustee’s Liability for Custodial Services and Agents.”

Limitation on Trustee’s Liability

The Trust Agreement provides that the Trustee will not assume any obligation nor shall the Trustee be subject to any liability to any registered or beneficial owner of the Shares, Authorized Participant or other person (including

liability with respect to the worth of the Trust Property), except that the Trustee agrees to perform its obligations

under the Trust Agreement without gross negligence, willful misconduct or bad faith.

The Trustee shall not have any obligation or liability for, or otherwise related to, any services the Custodian may, directly or indirectly, separately offer or provide to any beneficial owner.

In no event will the Trustee be liable for acting in accordance with or conclusively relying upon any instruction, notice, demand, certificate or document (1) from the Sponsor, the Custodian or any entity acting on behalf of either which the Trustee believes is given pursuant to or is authorized by the Trust Agreement or the Custody Agreement, respectively;

and (2) from or on behalf of any Authorized Participant which the Trustee believes is given pursuant to or is authorized by an Authorized Participant Agreement (provided that the Trustee has complied with the verification procedures specified in the Authorized Participant Agreement).

In no event will the Trustee be liable for acting or omitting to act in reliance upon the advice of or information from legal counsel, accountants, any Authorized Participant, any registered owner, any beneficial owner, or any other person believed by it in good faith to be competent to give such advice or information.

The Trustee or any of its respective directors, officers, managers, members, employees, agents or affiliates will not be liable if the Trustee is prevented, forbidden, subject to civil or criminal penalty or delayed in meeting its obligations under the Trust Agreement by reason of any law, regulation, governmental regulatory authority, stock exchange, or by reason of any act of God or war or terrorism or other circumstances beyond its control.

The Trustee will not be liable by reason of any non-performance

or delay in the performance of any action which may be performed under the Trust Agreement or by exercising, or not, any discretion provided for in the Trust Agreement.

The Trustee will not be liable for any indirect, consequential, punitive or special damages, regardless of the form of action and whether or not any such damages were foreseeable or contemplated, or for an amount in excess of the value of the Trust’s assets.

Trustee’s Liability for Custodial Services and Agents

The Trust Agreement provides that the Trustee will not be answerable for the default or misconduct of the Custodian, agents, attorneys, accountants, auditors and other professionals appointed by the Sponsor to provide services on behalf of the Trust.

The Trustee may also employ custodians for Trust assets other than gold, agents, attorneys, accountants, auditor and other professionals (including any affiliate of the Trustee or of the Sponsor) but shall not be responsible for the default or misconduct of any such custodians, agents, attorneys, accountants, auditors or other professionals if such custodians, agents, attorneys, accountants, auditors or other professionals were selected with reasonable care.

In no event shall the Trustee be liable for (i) any loss or damage resulting from the actions or omissions of, or the insolvency of, the Custodian or any Sub-Custodian

or loss or damage to the gold while in the possession of, or in transit to or from, the Custodian or any Sub-Custodian,

(ii) the amount, validity or adequacy of insurance maintained by the Custodian or any Sub-Custodian,

(iii) any defect in gold held by the Custodian or any Sub-Custodian,

(iv) any failure of the gold to conform to the requirements of Physical Gold and (v) any failure of gold to conform to a description thereof provided by the Custodian to the Trustee.

Under the Trust Agreement, the Trustee will not be personally liable for any taxes or other governmental charges imposed on the gold or its custody, moneys or other Trust assets, or on the income therefrom or the sale or proceeds of the sale thereof, or on it as Trustee or on or in respect of the Trust or the Shares that it may be required to pay under any present or future law of the United States or of any other taxing authority having jurisdiction, notwithstanding any termination of the Trust Agreement and the Trust or the resignation or removal of the Trustee.

For all such taxes and charges and for any expenses, including reasonable counsel’s fees, that the Trustee may sustain or incur with respect to such taxes or charges, the Trustee will be reimbursed and indemnified out of the Trust’s assets, and the payment of such amounts shall be secured by a lien on the Trust.

Indemnification of the Trustee

The Trust Agreement provides that the Trustee, its directors, officers, employees, shareholders agents and affiliates (as defined under the Securities Act) shall be indemnified from the Trust and held harmless against any

loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with the performance of its obligations under the Trust Agreement and under each other agreement entered into by the Trustee in furtherance of the administration of the Trust (including the Custody Agreement and any Authorized Participant Agreement, including the Trustee’s indemnification obligations under these agreements), or otherwise by reason of the Trustee’s acceptance or administration of the Trust to the extent such loss, liability or expense was incurred without (i) gross negligence, bad faith, willful misconduct or willful malfeasance on the part of such indemnified party in connection with the performance of its obligations under the Trust Agreement or any such other agreement, or any actions taken in accordance with the provisions of the Trust Agreement or any such other agreement, or (ii) reckless disregard on the part of such indemnified party of its obligations and duties under the Trust Agreement or any such other agreement.

Each indemnified party shall be indemnified from the Trust and held harmless against any loss, liability or expense (including the reasonable fees and expenses of counsel) arising out of or in connection with any services the Custodian may, directly or indirectly, separately offer or provide to any beneficial owner.

Any amounts payable to an indemnified party may be payable in advance or shall be secured by a lien on the Trust.

for Actions Taken to Protect the Trust

the Trust Agreement, the Trustee is under no obligation to appear in, prosecute or defend any action that in its opinion may involve

it in expense or liability, unless it is furnished with reasonable security and indemnity against the expense or liability.

Trustee’s costs and expenses resulting from actions taken to protect the Trust and the rights and interests of investors

under the Trust Agreement are deductible from and will constitute a lien against the Trust’s assets.

Subject to the preceding

conditions, the Trustee shall, in its discretion, undertake such action as it may deem necessary to protect the Trust and the

rights and interests of investors pursuant to the terms of the Trust Agreement.

for Amounts Due to Trustee

Trustee is entitled to receive from the Custodial Sponsor fees for its ordinary services and reimbursement for its out-of-pocket

expenses in accordance with a written agreement between the Custodial Sponsor and the Trustee.

Should the Custodial Sponsor fail

to pay such fees and expenses, the Trustee is authorized to charge such fees and expenses to the Trust, in an amount not exceeding

the amount that could be charged to the Trust in respect of the Custodial Sponsor Fee (and the Trustee may charge such fees and

expenses to the Trust to such extent without regard to whether, because of the Custodial Sponsor default, fee waiver or other

reason, the Custodial Sponsor may not then be entitled to such fee), and any subsequent amounts paid to the Custodial Sponsor

pursuant to the Trust Agreement shall be net of amounts so withheld.

The Trustee’s right of reimbursement shall be secured

by a lien on amounts chargeable to the Trust for the Custodial Sponsor Fee without giving effect to any fee waiver then in effect,

prior to the interest of the Sponsors, the investors and any other person.

Trustee is entitled to charge, and to be reimbursed by, the Trust for all expenses and disbursements incurred by it in the performance

of its duties under the Trust Agreement, including the reasonable fees and disbursements of its legal counsel and expenses identified

in the Custody Agreement as payable by the Trustee, other than (1) amounts payable by the Custodial Sponsor to the Trustee as

described in the preceding paragraph, (2) expenses and disbursements incurred by the Trustee prior to the commencement of the

trading of shares on the NYSE Arca and (3) fees of agents for performing services the Trustee is required to perform under the

Trust Agreement.

The Trustee’s right of reimbursement for expenses and disbursements under this paragraph shall constitute

a lien on, and the amount thereof shall be deductible against, the assets of the Trust.

pecuniary cost, expense or disbursement of the Trustee resulting from actions taken to protect the Trust and the rights and interests

of investors pursuant to the Trust Agreement, including the Trustee’s appearance in, prosecution of or defense of any action

that it considers necessary or desirable to protect the Trust or the interests of the investors, shall be deductible from, and

constitute a lien on, the assets of the Trust.

of Trust Property Other Than Gold

moneys held by the Trustee shall be held by it, without interest thereon or investment thereof, as a deposit for the account of

Such held monies shall be deemed segregated by maintaining such monies in an account or accounts for the exclusive

benefit of the Trust.

The Trustee may also employ custodians for Trust assets other than gold, agents, attorneys, accountants,

auditors and other professionals (including any affiliate of the Trustee and of a Sponsor) and shall not be answerable for the

default or misconduct of any such custodians, agents, attorneys, accountants, auditors and other professionals if such custodians,

agents, attorneys, accountants, auditors or other professionals shall have been selected with reasonable care.

Any Trust assets

other than gold or cash will be held by the Trustee either directly or through the Federal Reserve/Treasury Book Entry System

for United States and federal agency securities (Book Entry System), DTC, or through any other clearing agency or similar system

(Clearing Agency), if available.

The Trustee will have no responsibility or liability for the actions or omissions of the Book

Entry System, DTC or any Clearing Agency.

The Trustee shall not be liable for ascertaining or acting upon any calls, conversions,

exchange offers, tenders, interest rate changes, or similar matters relating to securities held at DTC or with any Clearing Agency

unless the Trustee has received actual and timely notice of the same.

Discharge or Removal of Trustee;

Indemnity for Actions Taken to Protect the Trust

Under the Trust Agreement, the Trustee is under no obligation to appear in, prosecute or defend any action that in its opinion may involve it in expense or liability, unless it is furnished with reasonable security and indemnity against the expense or liability.

The Trustee’s costs and expenses resulting from actions taken to protect the Trust and the rights and interests of investors under the Trust Agreement are deductible from and will constitute a lien against the Trust’s assets.

Subject to the preceding conditions, the Trustee shall, in its discretion, undertake such action as it may deem necessary to protect the Trust and the rights and interests of investors pursuant to the terms of the Trust Agreement.

Protection for Amounts Due to Trustee

The Trustee is entitled to receive from the Sponsor Fee for its ordinary services and reimbursement for its out-of-pocket

expenses in accordance with a written agreement between the Sponsor and the Trustee.

Should the Sponsor fail to pay such fees and expenses, the Trustee is authorized to charge such fees and expenses to the Trust, in an amount not exceeding the amount that could be charged to the Trust in respect of the Sponsor Fee (and the Trustee may charge such fees and expenses to the Trust to such extent without regard to whether, because of the Sponsor default, fee waiver or other reason, the Sponsor may not then be entitled to such fee), and any subsequent amounts paid to the Sponsor pursuant to the Trust Agreement shall be net of amounts so withheld.

The Trustee’s right of reimbursement shall be secured by a lien on amounts chargeable to the Trust for the Sponsor Fee without giving effect to any fee waiver then in effect, prior to the interest of the Custodian, the Sponsor, the investors and any other person.

The Trustee is entitled to charge, and to be reimbursed by, the Trust for all expenses and disbursements incurred by it in the performance of its duties under the Trust Agreement, including the reasonable fees and disbursements of its legal counsel and expenses identified in the Custody Agreement as payable by the Trustee, other than (1) amounts payable by the Sponsor to the Trustee as described in the preceding paragraph, (2) expenses and disbursements incurred by the Trustee prior to the commencement of the trading of the Shares on the NYSE Arca

and (3) fees of agents for performing services the Trustee is required to perform under the Trust Agreement.

The Trustee’s right of reimbursement for expenses and disbursements under this paragraph shall constitute a lien on, and the amount thereof shall be deductible against, the assets of the Trust.

Any pecuniary cost, expense or disbursement of the Trustee resulting from actions taken to protect the Trust and the rights and interests of investors pursuant to the Trust Agreement, including the Trustee’s appearance in, prosecution of or defense of any action that it considers necessary or desirable to protect the Trust or the interests of the investors, shall be deductible from, and constitute a lien on, the assets of the Trust.

Holding of Trust Property Other Than Gold

All moneys held by the Trustee shall be held by it, without interest thereon or investment thereof, as a deposit for the account of the Trust.

Such held monies shall be deemed segregated by maintaining such monies in an account or accounts for the exclusive benefit of the Trust.

The Trustee may also employ custodians for Trust assets other than gold, agents, attorneys, accountants, auditors and other professionals (including any affiliate of the Trustee and of the Sponsor) and shall not be answerable for the default or misconduct of any such custodians, agents, attorneys, accountants, auditors and other professionals if such custodians, agents, attorneys, accountants, auditors or other professionals shall have been selected with reasonable care.

Any Trust assets other than gold or cash will be held by the Trustee either directly or through the Federal Reserve/Treasury Book Entry System for United States and federal agency securities (Book Entry System), DTC, or through any other clearing agency or similar system (Clearing Agency), if available.

The Trustee will have no responsibility or liability for the actions or omissions of the Book Entry System, DTC or any Clearing Agency.

The Trustee shall not be liable for ascertaining or acting upon any calls, conversions, exchange offers, tenders, interest rate changes, or similar matters relating to securities held at DTC or with any Clearing Agency unless the Trustee has received actual and timely notice of the same.

Resignation, Discharge or Removal of Trustee;

Successor Trustees

the Trust Agreement, the Trustee may at any time resign as Trustee by written notice of its election to do so and delivery of

such notice to the Sponsors, and such resignation shall take effect upon the appointment of a successor Trustee and its acceptance

of such appointment as provided in the Trust Agreement.

Administrative Sponsor, with the prior written approval of the Custodial Sponsor, may remove the Trustee as trustee by written

notice delivered to the Trustee no more than 120 and at least 90 days prior to the fifth anniversary of the date of the Trust

Agreement or, thereafter, by written notice delivered to the Trustee no more than 120 and at least 90 days prior to the last day

of any subsequent three-year period.

Subject to the terms of the Trust Agreement, such removal shall take effect upon the appointment

of a successor trustee and its acceptance of such appointment.

Administrative Sponsor, with the prior written approval of the Custodial Sponsor, may also remove the Trustee at any time if the

Trustee (1) ceases to be a Qualified Bank (as defined below), (2) is in material breach of its obligations under the Trust Agreement

and fails to cure such breach within 30 days after receipt of written notice from the Administrative Sponsor, in consultation

with the Administrative Sponsor, or investors acting on behalf of at least 25% of the outstanding shares specifying such default

and requiring the Trustee to cure such default, or (3) fails to consent to the implementation of an amendment to the Trust’s

initial Internal Control Over Financial Reporting deemed necessary by the Administrative Sponsor and, after consultations with

the Administrative Sponsor, the Administrative Sponsor and the Trustee fail to resolve their differences regarding such proposed

Under such circumstances, the Administrative Sponsor, in consultation with the Custodial Sponsor, acting on behalf

of the investors, may remove the Trustee by written notice delivered to the Trustee and such removal shall take effect upon the

appointment of a successor Trustee and its acceptance of such appointment.

“Qualified Bank”

means a bank, trust company, corporation or national banking association organized and doing business

under the laws of the United States or any State of the United States that is authorized under those laws to exercise corporate

trust powers and that (1) is a DTC Participant or a participant in such other depository as is then acting with respect to the

(2) unless counsel to a Sponsor, the appointment of which is acceptable to the Trustee, determines that the following

requirement is not necessary for the exception under Section 408(m) of the Code, to apply, is a banking institution as defined

in Section 408(n) of the Code;

and (3) had, as of the date of its most recent annual financial statements, an aggregate capital,

surplus and undivided profits of at least $150 million.

Administrative Sponsor, in consultation with the Custodial Sponsor, may also remove the Trustee at any time if the Trustee merges

into, consolidates with or is converted into another corporation or entity in a transaction in which the Trustee is not the surviving

The surviving entity from such a transaction shall be the successor of the Trustee without the execution or filing of

any document or any further act;

however, during the 90-day period following the effectiveness of such transaction, the Administrative

Sponsor may, in consultation with the Custodial Sponsor, by written notice to the Trustee, remove the Trustee and designate a

successor Trustee.

the Trustee resigns or is removed, the Administrative Sponsor, with the prior written approval of the Custodial Sponsor, shall

use its reasonable efforts to appoint a successor Trustee, which shall be a Qualified Bank.

Every successor Trustee shall execute

and deliver to its predecessor and to the Sponsors, acting on behalf of the investors, an instrument in writing accepting its

appointment under the Trust Agreement, and thereupon such successor Trustee, without any further act or deed, shall become fully

vested with all the rights, powers, duties and obligations of its predecessor;

but such predecessor, nevertheless, upon payment

of all sums due it and on the written request of the Sponsors, acting on behalf of the registered owners of shares, shall execute

and deliver an instrument transferring to such successor all rights and powers of such predecessor under the Trust Agreement,

shall duly assign, transfer and deliver all right, title and interest in the Trust’s assets to such successor, and shall

deliver to such successor a list of the registered owners of all outstanding shares.

The Sponsors or any such successor Trustee

shall promptly give notice of the appointment of such successor Trustee to the investors.

the Trustee resigns and no successor trustee is appointed within 60 days after the date the Trustee issues its notice of resignation,

the Trustee will terminate and liquidate the Trust and distribute its remaining assets.

Corporation serves also as the Custodian for the Trust’s gold bullion.

The Custodian’s office is located at 310 Hay

Street, East Perth, WA 6004, Australia.

Custodian’s Role

Custodian is responsible for holding the Trust’s gold, as well as receiving and converting allocated and unallocated gold

on behalf of the Trust.

The Custodian shall store Physical Gold in its own vaulting facilities, generally in Perth, Australia,

or such other locations where the Custodian may maintain vaulting facilities from time to time, and utilize the services of its

appointed secure transportation provider(s) at the risk of the Custodian.

The Custodian may appoint sub-custodians from time to

time for the custody and safekeeping of Physical Gold, but the Custodian remains liable for the custody and safe-keeping of that

Physical Gold.

an effort to ensure that gold held by the Custodian is safe, the Custodian employs a team of specialist security officers to monitor

for external and internal threats and who work closely with specialist gold detectives from the West Australian Police Force.

The Custodian’s vaults are Category 11 vaults, meet AUS/NZ Standards 3809, and have each been vetted by the Custodian’s

underwriters.

The Custodian’s sites are monitored 24 hours per day with video recordings and access to and within its facilities

are controlled electronically from a Class 1 Security Control Room.

The Custodian’s risk management team ensures compliance

with an extensive level of procedural security for receiving, releasing and accounting for precious metal (including a Metals

Accountant whose sole focus is ongoing reconciliation of the Custodian’s ounce assets and liabilities).

Additionally, the

Custodian’s specialist security officers, risk team and insurers will vet and approve the use of any Sub-Custodians to ensure

the gold they hold for and on behalf of the Custodian is as safely and securely held by them to the same high standards as those

of the Custodian.

Custodian must allocate, or cause to be allocated, ownership of gold to the Trust Allocated Metal Account such that no amount

of gold remains standing to the credit of the Trust Unallocated Metal Account at the Custodian’s close of business on each

Business Day.

In the event that the Custodian is unable to fully effect such allocation by such time due to reasons outside of

its or its Sub-Custodian’s control, the Custodian will use reasonable efforts to cause such allocation as soon as possible.

Custodian converts the Trust’s gold between allocated and unallocated gold when:

(1) Authorized Participants engage in creation

and redemption transactions with the Trust;

(2) gold is transferred to the Custodial Sponsor’s account to pay the Custodial

Sponsor Fee or reimburse costs, expenses and other amounts to which the Custodial Sponsor is entitled to be reimbursed in accordance

with the Trust Agreement;

Under the Trust Agreement, the Trustee may at any time resign as Trustee by written notice of its election to do so and delivery of such notice to the Sponsor, and such resignation shall take effect upon the appointment of a successor Trustee and its acceptance of such appointment as provided in the Trust Agreement.

The Sponsor may, in its sole discretion, remove the Trustee as trustee by written notice delivered to the Trustee no more than 120 and at least 90 days prior to the fifth anniversary of the date of the Trust Agreement or, thereafter, by written notice delivered to the Trustee no more than 120 and at least 90 days prior to the last day of any subsequent three-year period.

Subject to the terms of the Trust Agreement, such removal shall take effect upon the appointment of a successor trustee and its acceptance of such appointment.

The Sponsor may, in its sole discretion, also remove the Trustee at any time if the Trustee (1) ceases to be a Qualified Bank (as defined below), (2) is in material breach of its obligations under the Trust Agreement and fails to cure such breach within 30 days after receipt of written notice from the Sponsor or investors acting on behalf of at least 25% of the outstanding Shares specifying such default and requiring the Trustee to cure such default, or (3) fails to consent to the implementation of an amendment to the Trust’s Internal Control Over Financial Reporting deemed necessary by the Sponsor and, after consultation, the Sponsor and the Trustee fail to resolve their differences regarding such proposed amendment.

Under such circumstances, the Sponsor acting on behalf of the investors, may remove the Trustee by written notice delivered to the Trustee and such removal shall take effect upon the appointment of a successor Trustee and its acceptance of such appointment.

A “Qualified Bank” means a bank, trust company, corporation or national banking association organized and doing business under the laws of the United States or any State of the United States that is authorized under those laws to exercise corporate trust powers and that (1) is a DTC Participant or a participant in such other depository

as is then acting with respect to the Shares;

(2) unless counsel to the Sponsor, the appointment of which is acceptable to the Trustee, determines that the following requirement is not necessary for the exception under Section 408(m) of the Code, to apply, is a banking institution as defined in Section 408(n) of the Code and (3) had, as of the date of its most recent annual financial statements, an aggregate capital, surplus and undivided profits of at least $150 million.

The Sponsor may also remove the Trustee at any time if the Trustee merges into, consolidates with or is converted into another corporation or entity in a transaction in which the Trustee is not the surviving entity.

The surviving entity from such a transaction shall be the successor of the Trustee without the execution or filing of any document or any further act;

however, during the 90-day

period following the effectiveness of such transaction, the Sponsor may, by written notice to the Trustee, remove the Trustee and designate a successor Trustee.

If the Trustee resigns or is removed, the Sponsor shall use its reasonable efforts to appoint a successor Trustee, which shall be a Qualified Bank.

Every successor Trustee shall execute and deliver to its predecessor and to the Sponsor, acting on behalf of the investors, an instrument in writing accepting its appointment under the Trust Agreement, and thereupon such successor Trustee, without any further act or deed, shall become fully vested with all the rights, powers, duties and obligations of its predecessor;

but such predecessor, nevertheless, upon payment of all sums due it and on the written request of the Sponsor, acting on behalf of the registered owners of the Shares, shall execute and deliver an instrument transferring to such successor all rights and powers of such predecessor under the Trust Agreement, shall duly assign, transfer and deliver all right, title and interest in the Trust’s assets to such successor, and shall deliver to such successor a list of the registered owners of all outstanding Shares.

The Sponsor or any such successor Trustee shall promptly give notice of the appointment of such successor Trustee to the investors.

If the Trustee resigns and no successor trustee is appointed within 60 days after the date the Trustee issues its notice of resignation, the Trustee will terminate and liquidate the Trust and distribute its remaining assets.

THE CUSTODIAN

JPMorgan Chase Bank, N.A., London branch serves as the Custodian for the Trust’s gold bullion.

The Custodian’s office is located at 25 Bank Street, Canary Wharf, London, EC14 5JP.

The Custodian’s Role

The Custodian is responsible for holding the Trust’s gold, as well as receiving and converting allocated and unallocated gold on behalf of the Trust.

The Custodian shall store Physical Gold at its vault premises or at the vaults of a Sub-Custodian

(such vaults to be within the United Kingdom unless agreed otherwise) and use, or procure any Sub-Custodian

to use, commercially reasonable efforts promptly to transport any Physical Gold held for the Trustee to its London vault premises at the Custodian’s cost and risk, or substitute the Physical Gold in accordance with the Custody Agreement with Physical Gold at its London vault premise.

The Custodian must allocate, or cause to be allocated, all gold credited to the Unallocated Account to the Allocated Account such that no amount of gold held on an Unallocated Basis remains standing for the benefit of the Trust in the Unallocated Account at the Custodian’s close of business on each Business Day.

The Custodian will use reasonable commercial efforts to minimize the amount of gold held for the Trust in the Unallocated Account at all times during each of the Custodian’s Business Day.

In order to ensure that all gold deposited into the Trust is fully allocated into Physical Gold, the Trust may from time to time borrow no more than 430 Fine Ounces from the Custodian pursuant to the terms of the Custody Agreement.

The Custodian converts the Trust’s gold between allocated and unallocated gold when:

(1) Authorized Participants engage in creation and redemption transactions with the Trust;

(2) gold is sold to pay the Sponsor

Fee or reimburse costs, expenses and other amounts to which the Sponsor is entitled to be reimbursed in accordance with the Trust Agreement;

or (3) gold is sold to pay Trust expenses.

The Custodian will facilitate the transfer of gold in and

out of the Trust through the GC Metal Account as applicable.

The Custodian is responsible for allocating gold to the Trust Allocated

Metal Account.

The Custodian’s obligations in relation to gold owned by the Trust and held in safekeeping by the Custodian

(whether in the Trust Unallocated Metal Account, Trust Allocated Metal Account or the GC Metal Account) are held subject to the

Government Guarantee.

for any reason Physical Gold credited to the Trust Allocated Metal Account (i) does not meet the requirements for Physical Gold

or (ii) does not contain the number of Fine Ounces that has been reported to the Trustee, the Custodian shall as soon as practical

replace such Physical Gold with Physical Gold that meets the requirements for Physical Gold or contains the number of Fine Ounces

reported to the Trustee by (i) debiting the Trust Allocated Metal Account and crediting the Trust Unallocated Metal Account with

the requisite amount of Physical Gold to be replaced, (ii) providing replacement Physical Gold that is of an amount that approximates

the amount of Physical Gold to be replaced as closely as practical, and (iii) debiting the Trust Unallocated Metal Account and

crediting the Trust Allocated Metal Account with the requisite amount of replacement Physical Gold.

The Custodian shall not start

the foregoing replacement process on a particular Business Day unless it is reasonably sure that such replacement process can

be started and completed in the same Business Day.

The Custodian shall notify the Trustee as soon as practicable on the Business

Day (but no later than the end of business on such Business Day) when (i) the Custodian has determined that Physical Gold credited

to the Trust Allocated Metal Account is to be replaced and (ii) when replacement Physical Gold has been credited to the Trust

Allocated Metal Account in accordance with the above instructions.

The Custodian is responsible for allocating gold to the Allocated Account.

If for any reason Physical Gold credited to the Allocated Account does not comply with the Rules, the Custodian must as soon as practical replace such Physical Gold with Physical Gold which complies with the Rules.

The Custodian must not start the foregoing replacement process on a particular Business Day unless it is reasonably sure that such replacement process can be started and completed in the same Business Day.

The Custodian must notify the Trustee as soon as practicable on the Business Day (but no later than the end of business on such Business Day) when the Custodian effects such replacement and Physical Gold has been credited to the Allocated Account in accordance with the above instructions.

The cost of any such replacement shall be borne by the Custodian.

Custodian may from time to time employ Sub-Custodians solely for the custody and safekeeping of Physical Gold, including in locations

where the Custodian does not maintain its own vaulting or other secure storage facilities or when the Custodian’s vaulting

facilities are insufficient to hold the Physical Gold of the Trust.

The Custodian may employ Sub Custodians solely for the temporary custody and safekeeping of Physical Gold until transported to the Custodian’s vault premises as provided in the Custody Agreement.

The Sub-Custodians

the Custodian selects may themselves select sub-custodians

to provide such temporary custody and safekeeping of Physical Gold, but such sub-custodians

shall not by such selection or otherwise be, or be considered to be, a Sub-Custodian

under the Custody Agreement.

The Custodian will use reasonable care in selecting any Sub-Custodian.

In selecting any Sub-Custodian with reasonable care, the Custodian is to determine if such Sub-Custodian can reasonably be expected

to operate in a reasonable and prudent manner and in compliance with all relevant laws, rules and regulations applicable to its

services as a sub-custodian of Gold.

Any Physical Gold held by a Sub-Custodian shall be recorded by the Custodian as being held

in the Trust Allocated Metal Account at all times.

The Custodian shall be liable in contract, tort or otherwise for any loss,

damage or expense arising directly or indirectly from any act or omission, or insolvency, of any Sub-Custodian.

The Custodian

will provide the Trustee and the Administrative Sponsor with the name and address of any Sub-Custodian the Custodian selects,

along with any other information which the Trustee or the Administrative Sponsor may reasonably request concerning the appointment

of such Sub-Custodian.

Custodian will provide the Trustee with regular reports detailing the gold transfers in and out of the Trust Unallocated Metal

Account and identifying the gold bars held in the Trust Allocated Metal Account.

Custodian receives the Custodial Sponsor Fee under the terms of the Trust Agreement and shall receive no additional compensation

for its services to the Trust under the Custody Agreement.

The Custodian and its affiliates may from time to time act as Authorized

Participants or purchase or sell gold or shares for their own account, as an agent for their customers and for accounts over which

they exercise investment discretion.

The Trustee, on behalf of the Trust, has entered into agreements with the Custodian, under

which the Custodian maintains the Trust Allocated Metal Account and the Trust Unallocated Metal Account.

the Trust Agreement, the Administrative Sponsor, in consultation with the Custodial Sponsor, is responsible for appointing accountants

or other inspectors to monitor the accounts and operations of the Custodian and for enforcing the obligations of the Custodian

as is necessary to protect the Trust and the rights and interests of the investors.

Under the Custody Agreement, the Custodian

has agreed, and will procure that any Sub-Custodian will agree, to permit Physical Gold auditors access to their respective premises

during normal business hours to examine the gold held for the Trust and such records as they reasonably require.

The Trustee has

no obligation to monitor the activities of the Custodian or any Sub-Custodian other than to receive and review such reports of

the gold held for the Trust by the Custodian and of transactions in gold held for the account of the Trust made by the Custodian

pursuant to the Custody Agreement.

the Custody Agreement, the Custodian will allow, and will procure that any Sub-Custodian that the Custodian appoints allow, the

Administrative Sponsor and the Trustee and their Physical Gold auditors, access to its premises during normal business hours,

to examine the Physical Gold held in the Trust Allocated Metal Account and such records as they may reasonably require to perform

their respective duties with regard to investors in Shares.

The Trustee agrees that any such access shall be subject to execution

of a confidentiality agreement and agreement to the Custodian’s security procedures, and the first two audits in any calendar

year shall be at the Custodial Sponsor’s expense, and any further audit in such calendar year shall be considered an extraordinary

expense (as defined in the Trust Agreement) of the Trust.

Reasonable prior notice shall be provided to the Custodial Sponsor of

any such audit.

Gold Industry

Supply and Demand

unique qualities of gold set it apart from other commodities:

(i) gold (whether coin, jewelry or bullion) can be stored in a vault

at low cost and not deteriorate;

In selecting any Sub-Custodian

with reasonable care, the Custodian is to determine if such Sub-Custodian

can reasonably be expected to operate in a reasonable and prudent manner and in compliance with the Rules and all other relevant laws, rules and regulations applicable to its services as a sub-custodian

The Custodian will notify each of the Trustee and the Sponsor if it selects any Sub-Custodian,

or stops using any Sub-Custodian

for such purpose.

The receipt of notice by each of the Trustee and the Sponsor that the Custodian has selected a Sub-Custodian

shall not be deemed to limit the Custodian’s responsibility in selecting such Sub-Custodian.

Any Sub-Custodian

shall be a LBMA member, except for Bank of England.

The Custodian will provide the Trustee with regular reports detailing the gold transfers in and out of the Unallocated Account and identifying the gold bars held in the Allocated Account.

For the Custodian’s services under the Custody Agreement, the Custodian and the Sponsor have entered into the Custodial Fee Letter, under which the Sponsor shall pay the Custodian’s fee for services under the Custody Agreement.

The Custodian’s affiliates may from time to time act as Authorized Participants or purchase or sell gold or Shares for their own account, as an agent for their customers and for accounts over which they exercise investment discretion.

Under the Custody Agreement, the Custodian maintains the Allocated Account and the Unallocated Account.

Under the Trust Agreement, the Sponsor is responsible for appointing accountants or other inspectors to monitor the accounts and operations of the Custodian and for enforcing the obligations of the Custodian as is necessary to protect the Trust and the rights and interests of the investors.

Under the Custody Agreement, the Custodian has agreed, and will procure that any Sub-Custodian

will agree, to allow the Sponsor and the Trustee and their identified representatives, independent public accountants, and bullion auditors access to its premises, upon reasonable notice during normal business hours to examine the gold held for the Trust and such records in accordance with the terms of the Custody Agreement.

The Trustee has no obligation to monitor the activities of the Custodian or any Sub-Custodian

other than to receive and review such reports of the gold held for the Trust by the Custodian and of transactions in gold held for the account of the Trust made by the Custodian pursuant to the Custody Agreement.

If upon resignation of any Custodian there would be no Custodian, the Trustee will, promptly after receiving notice of such resignation, appoint a substitute custodian or custodians selected by the Sponsor.

When so directed by the Sponsor, and to the extent permitted by, and in the manner provided by, the relevant Custody Agreement, the Trustee will remove the Custodian and appoint a substitute custodian or appoint an additional custodian or custodians selected by the Sponsor.

The Trustee will not enter into or amend any Custody Agreement with a

Custodian without the written approval of the Sponsor.

When instructed by the Sponsor, the Trustee will demand that a Custodian deliver such of the gold held by it as is requested of it to any other Custodian or such substitute or additional Custodian or Custodians directed by the Sponsor.

In connection with such delivery the Trustee will, solely if and in the manner directed by the Sponsor, cause the Physical Gold to be weighed or assayed and any such weighing and assay shall be an expense of the Trust.

The Trustee shall have no liability for any delivery of gold or weighing or assaying of delivered physical gold directed by the Sponsor, and in the absence of such

direction shall have no obligation to effect such a delivery or to cause the delivered Physical Gold to be weighed, assayed or otherwise validated.

Description of the Custody Agreement

The Trustee and the Sponsor have entered into the Custody Agreement with the Custodian on the Trust’s behalf.

The Custody Agreement establishes the Allocated Account and the Unallocated Account with the Custodian and defines the Custodian’s responsibilities to the Trust.

Allocated Account Reports

At the end of each Business Day, the Custodian will provide the Trustee with access to information (i) showing the increases and decreases to the Physical Gold standing to the Trustee’s credit in the Allocated Account and identifying separately each transaction and the Business Day on which it occurred and (ii) identifying each individual bar of Physical Gold held in the Allocated Account.

On each Business Day, the Custodian will provide the Trustee access to information relating to (i) each separate transaction, if any, transferring gold to the Allocated Account from the Unallocated Account, (ii) the amount of gold, if any, transferred from the Allocated Account to the Unallocated Account and (iii) the closing balance of Physical Gold held in the Allocated Account for such Business Day.

The Custodian will use commercially reasonable efforts to provide this information by 5:00 p.m.

In addition, the Custodian will provide the Trustee with such information about the increases and decreases to the gold standing to the Trustee’s credit in the Unallocated Account on a same-day

basis at such other times and in such other form as the Trustee and the Custodian shall agree.

For each calendar month, the Custodian will provide the Trustee within a reasonable time after the end of the month a statement of account for the Allocated Account which shall include the opening and closing monthly balance and all transfers to and from the Allocated Account, accompanied by one or more weight lists containing information sufficient to identify each bar of Physical Gold held in the Allocated Account as of the last Business Day of the calendar month and the party having physical possession thereof, including any Sub-Custodian

or any sub-custodian

of a Sub-Custodian.

The Custodian also will provide the Trustee with additional weight lists in respect of the Physical Gold held in the Allocated Account from time to time upon the Trustee’s reasonable request.

All such reports will be made available to the Trustee by means of the Custodian’s proprietary electronic system or authenticated SWIFT message, provided that, if the Custodian’s proprietary electronic system or SWIFT messaging system is unavailable for any reason, the Trustee and the Custodian will agree upon a temporary notification system for making such reports available to the Trustee.

Unallocated Account Reports

At the end of each Business Day, the Custodian will provide the Trustee with access to information showing the increases and decreases to the gold standing to the Trustee’s credit in the Unallocated Account, and identifying separately each transaction and the Business Day on which it occurred.

On each Business Day, the Custodian will provide the Trustee access to information relating to (i) each separate transaction, if any, transferring gold to the Unallocated Account, including the amount of gold transferred to the Unallocated Account and the AP Account from which such gold is transferred;

(ii) the amount of gold, if any, transferred from the Unallocated Account to the Allocated Account or to any AP Account;

and (iii) the closing balance of gold credited to the Unallocated Account for such Business Day.

The Custodian will use commercially reasonable efforts to provide this information by 5:00 p.m.

In addition, the Custodian will provide the Trustee such information

about the increases and decreases to the gold standing to the Trustee’s credit in the Unallocated Account on a same-day

basis at such other times and in such other form as the Trustee and the Custodian shall agree.

For each calendar month, the Custodian will provide the Trustee within a reasonable time after the end of the month a statement of account for the Unallocated Account, which shall include the opening and closing monthly balance and all transfers to and from the Unallocated Account.

Transfers into the Unallocated Account

The Custodian will credit to the Unallocated Account the amount of gold it receives from an Authorized Participant’s account.

Additionally, in the ordinary course, the only gold the Custodian will accept for credit to the Unallocated Account is gold that has transferred from an Authorized Participant’s account or the Allocated Account.

Transfers from the Unallocated Account

The Custodian will arrange for the transfer of gold from the Unallocated Account only in accordance with the Trustee’s instructions to the Custodian.

A transfer of gold from the Unallocated Account may only be made (1) by transferring gold to an Authorized Participant’s account, (2) by transferring gold to the Allocated Account, (3) by transfer to an account maintained by the Custodian or a third party on an Unallocated Basis in connection with the sale of gold or other transfers permitted under the Trust Agreement or (4) by the collection of Physical Gold from the Custodian at its vault premises, or such other location as the Custodian may direct.

Transfers made under clause (3) include transfers made in connection with a sale of gold to pay the Sponsor Fee or reimburse the Sponsor for cash payments owed by the Trust, but undertaken by the Sponsor or extraordinary expenses of the Trust not paid by the Sponsor or on the liquidation of the Trust.

Any gold made available in physical form by the Custodian will be in a form that meets the London Good Delivery Standards.

The Custodian will use reasonable commercial efforts to minimize the amount of gold held for the Trust in the Unallocated Account at all times during each of the Custodian’s Business Day.

Right to Refuse Transfers

The Custodian may refuse to execute instructions to transfer gold to or from the Unallocated Account or the Allocated Account if, in the Custodian’s opinion, they are or may be, or require action which is or may be, contrary to the Rules or any applicable law or would constitute a violation of the Sanctions.

Allocated and Unallocated Account Credit and Debit Balances

No interest or other amount will be paid by the Custodian on any credit balance to the Unallocated Account or the Allocated Account.

The Allocated Account may not at any time have a debit or negative balance.

The Custodian will use commercially reasonable efforts to minimize the amount of gold held in the Unallocated Account;

no more than 430 Fine Ounces (maximum weight to make one London Bar) is expected to be held in the Unallocated Account at the close of each business day.

Exclusion of Liability

The Custodian will use reasonable care in the performance of its duties under the Custody Agreement and will only be responsible for any loss or damage suffered by the Trustee in connection with the Custody Agreement as a direct result of any negligence, fraud or willful default on the Custodian’s part in the performance of its duties, and in which case its liability for shall not exceed the aggregate market value of the balances in the Allocated Account and the Unallocated Account at the time such negligence, fraud or willful default is discovered or notified to the Custodian.

The Trustee, solely out of and to the extent of the Trust’s assets, and the Sponsor will indemnify and keep indemnified the Custodian on demand against all costs and expenses, damages, liabilities and losses which the Custodian may suffer or incur, directly or indirectly in connection with the Custody Agreement, except to the extent that such sums are due to the Custodian’s negligence, willful default, fraud or material breach of the Custody Agreement.

The Sponsor (and not the Trustee) will indemnify the Custodian for the amount of any taxes, assessments, duties and other governmental charges, including any interest or penalty with respect thereto, that the Custodian is required under applicable laws (whether by assessment or otherwise) to pay in respect of the Allocated Account or the Unallocated Account or any deposits or withdrawals related thereto (including any payment of such taxes required by reason of an earlier failure to withhold).

Force Majeure

The Custodian will not be liable for any delay in performance, or for the non-performance

of, any of its obligations under the Custody Agreement by reason of any cause beyond its reasonable control, including breakdowns or acts set forth in the Custody Agreement.

The Custodian, the Trustee or the Sponsor may terminate the Custody Agreement by giving not less than 120 Business Days written notice to the other parties to the Custody Agreement.

The Custody Agreement will terminate automatically, without notice or further action by any party, upon a Bankruptcy or Insolvency Event.

The Custodian will have the right to terminate the Custody Agreement upon written notice in the event that the Trustee or the Sponsor breaches its undertakings relating to the Sanctions under the Custody Agreement.

If the Trustee does not make arrangements acceptable to the Custodian for the transfer, repayment, or delivery, as the case may be, of the gold held in the Allocated Account and the Unallocated Account are not made, the Custodian will be entitled to continue to maintain the Unallocated Account and receive its fees as provided in the Custody Agreement.

After six months from the termination date, the Custodian may sell the Trust’s gold at such time and on such markets as the Custodian considers appropriate and account to the Trustee for the proceeds, after deducting any amounts due to the Custodian under the Custody Agreement.

Governing Law

The Custody Agreement is governed by English law.

Each of the Trustee, the Custodian and the Sponsor irrevocably submits to the non-exclusive

jurisdiction of the English courts.

Inspection of Gold

Under the Custody Agreement, the Custodian will allow the Sponsor and the Trustee and their identified representatives, independent public accountants, and bullion auditors access to its premises, upon reasonable

notice during normal business hours, to examine the Physical Gold held in the Allocated Account and such records as they may reasonably require to perform their respective duties with regard to the Trust and to investors in the Shares.

The Trustee and Sponsor agree that any such access shall be subject to execution of a confidentiality agreement and agreement to the Custodian’s security procedures and will be limited to no more than two times per calendar year.

The two examinations during any fiscal year shall be at the Trust’s expense, which expense shall be paid by the Sponsor subject to the Fee Cap in accordance with the terms of the Trust Agreement.

THE GOLD INDUSTRY

Gold Supply and Demand

Two unique qualities of gold set it apart from other commodities:

(i) gold (whether coin, jewelry or bullion) can be stored in a vault at low cost and not deteriorate;

and (ii) gold can be used as a store of value.

From its original use in jewelry and decorative

arts to its later role as a standard trading medium and storage of value, gold has been instrumental in the historical development

of the world’s economies and exchange systems.

Today, gold remains a key component of many countries’

official reserves

and has retained its importance within jewelry making.

Along with its aesthetic attributes and scarcity, gold exhibits desirable

physical characteristics as a trading medium:

From its original use in jewelry and decorative arts to its later role as a standard trading medium and storage of value, gold has been instrumental in the historical development of the world’s economies and exchange systems.

Today, gold remains a key component of many countries’ official reserves and has retained its importance within jewelry making.

Along with its aesthetic attributes and scarcity, gold exhibits desirable physical characteristics as a trading medium:

great malleability and durability.

Gold is an easy metal to work with—it is

often discovered in a virtually pure and workable state, making it easy to be melted, processed, and formed into standardized

Gold is an easy metal to work with—it is often discovered in a virtually pure and workable state, making it easy to be melted, processed, and formed into standardized shapes.

As a unit of value, gold therefore displays high levels of portability and measurability.

Moreover, as compared to other

perishable commodities that have historically been used as mediums of exchange (i.e., cattle, furs and tobacco), gold is much

more durable;

in addition to its malleability, gold is resistant to corrosion and tarnish, allowing gold to retain an intrinsically

stable value.

The table below summarizes the world gold supply and demand from 2014-2018 and is based on information reported

in Gold Focus 2019 .

Moreover, as compared to other perishable commodities that have historically been used as mediums of exchange (i.e., cattle, furs and tobacco), gold is much more durable;

in addition to its malleability, gold is resistant to corrosion and tarnish, allowing gold to retain an intrinsically stable value.

The table below summarizes the world gold supply and demand from 2015-2019 and is based on information reported in Gold Focus 2020.

Mine Production

10 unchanged sentences

Gold Focus 2020

may not add due to independent rounding.

Net producer hedging is the change in the physical market impact of mining companies’

gold loans, forwards and options positions.

to the data above, gold supply averaged 4,580 tonnes (t) per year between 2014 and 2018.

The largest portion of gold supplied

to the market is from mine production, which averaged approximately 3,367t per year from 2014 through 2018.

The second largest

source of annual gold supply is recycling gold, which is gold that has been recovered from jewelry and other fabricated products

and converted back into marketable gold.

Totals may not add due to independent rounding.

According to the data above, gold supply averaged 4,679 tonnes (t) per year between 2015 and 2019.

The largest portion of gold supplied to the market is from mine production, which averaged approximately 3,477t per year from 2015 through 2019.

The second largest source of annual gold supply is recycling gold, which is gold that

has been recovered from jewelry and other fabricated products and converted back into marketable gold.

Recycled gold averaged approximately 1,192t annually between 2015 through 2019.

to the data above, gold demand averaged 4,235t per year between 2014 and 2018.

According to the data above, gold demand averaged 4,120t per year between 2015 and 2019.

Gold demand generally comes from four sources:

jewelry, industry (including medical applications), investment and the official sector (including central banks and supranational

organizations).

The largest source of demand comes from jewelry fabrication, which accounted for approximately 55% of the identifiable

demand from 2014 through 2018 followed by net physical investment, which represents identifiable investment demand, which accounted

for approximately 25%.

bank purchases averaged 517t during the same period.

The prominence given by market commentators to this activity coupled with

the total amount of gold held by the official sector has resulted in this area being one of the more visible shifts in the gold

Price of Gold

price of gold is volatile and its fluctuations are expected to have a direct impact on the value of the Trust’s price per

However, movements in the price of gold in the past, and any past or present trends, are not a reliable indicator of future

in the price of gold may be influenced by various factors, including economic concerns, announcements from central banks regarding

a country’s reserve gold holdings, fluctuations in the value of the U.S.

jewelry, industry (including medical applications), investment and the official sector (including central banks and supranational organizations).

The largest source of demand comes from jewelry fabrication, which accounted for approximately 54% of the identifiable demand from 2015 through 2019, followed by net physical investment, which represents identifiable investment demand, which accounted for approximately 25%.

Official sector, central bank purchases averaged 531t during the same period.

The prominence given by market commentators to this activity coupled with the total amount of gold held by the official sector has resulted in this area being one of the more visible shifts in the gold market.

Historical Price of Gold

The price of gold is volatile and its fluctuations are expected to have a direct impact on the value of the Trust’s price per share.

However, movements in the price of gold in the past, and any past or present trends, are not a reliable indicator of future movements.

Movements in the price of gold may be influenced by various factors, including economic concerns, announcements from central banks regarding a country’s reserve gold holdings, fluctuations in the value of the U.S.

dollar and global political uncertainty.

following chart illustrates the changes in the price of gold in U.S.

dollars per ounce over the period from February 28, 1992

through January 13, 2020.

The price of gold in the chart is based on the London AM Gold Fix and the LBMA Gold Price AM.

Gold Price replaced the previously established London Gold Fix on March 20, 2015.

and Unallocated Gold

gold is stored in a vault under a custody arrangement, and the individual bars are the property of the owner.

An allocated gold

account is evidence that uniquely identifiable gold has been “allocated”

to the customer and is segregated from other

metal held in the custodian’s vault.

When held in this fashion, a customer has an indefeasible title to the gold held in

the allocated account.

The following chart illustrates the changes in the price of gold in U.S.

dollars per ounce over the period from December 2010 through December 2020.

The price of gold in the chart is based on the LBMA Gold Price PM.

Bloomberg, LBMA Gold Price PM USD, December 31, 2010 – December 31, 2020

Allocated and Unallocated Gold

Allocated gold is stored in a vault under a custody arrangement, and the individual bars are the property of the owner.

An allocated gold account is evidence that uniquely identifiable gold has been “allocated” to the customer and is segregated from other metal held in the custodian’s vault.

When held in this fashion, a customer has an indefeasible title to the gold held in the allocated account.

An allocated account should not entail any credit risk exposure to a custodian.

gold is also held with a custodian.

However, unlike gold held in an allocated account, gold in an unallocated account does not

entitle the customer to a particular gold bar and the customer’s holding is not segregated from that of other customers

or the custodian.

Instead, the books and records of the custodian record that the customer is entitled to a specific number of

ounces of fine gold.

Unallocated gold is also held with a custodian.

However, unlike gold held in an allocated account, gold in an unallocated account does not entitle the customer to a particular gold bar and the customer’s holding is not segregated from that of other customers or the custodian.

Instead, the books and records of the custodian record that the customer is entitled to a specific number of ounces of fine gold.

As the gold is not segregated, the customer may have a credit risk exposure to the custodian.

and unallocated gold held by the Custodian for the benefit of the Trust is covered by the Government Guarantee, which provides

that the payment of the cash equivalent of gold due, payable and deliverable by the Custodian under the Gold Corporation Act and

all moneys due and payable by the Custodian is guaranteed by the Treasurer of Western Australia, in the name and on behalf of

the State of Western Australia.

The Government Guarantee will apply to the Trust’s allocated and unallocated gold for so

long as the Custodian (or a Sub-Custodian acting on the Custodian’s behalf) holds such gold for the benefit of the Trust.

In the event that gold held by the Trust is lost, damaged, or stolen and the Custodian needs to rely on the Government Guarantee

to satisfy its obligations with respect to the Trust, the Custodian will purchase on the open market the required amount of gold

needed to meet its obligations, which amount shall be determined by the Custodian pursuant to the terms of the Trust Agreement.

The Custodian will then request funds from the Government of Western Australia to pay for the purchase (in other words, request

the “cash equivalent”

of gold due).

In this way, cash is converted into gold so that the Custodian can meet its legal

delivery obligations with respect to the Trust.

Over-the-Counter Market for Gold

global trade in gold consists of over-the-counter, or OTC, transactions in spot, forwards, and options and other derivatives,

together with exchange-traded futures and options.

OTC market trades on a continuous basis and accounts for most global gold trading.

Market makers and participants in the OTC market

trade with each other and their clients on a principal-to-principal basis.

All risks and issues of credit are between the parties

directly involved in a specific transaction.

The three products relevant to the LBMA are spot (S) contracts, forward (F) contracts

and options (O) contracts.

A “spot contract”

is a contract to buy or sell gold typically on or before two Business

Days following the date of the execution of the contract.

A “forward contract”

is an agreement to buy or sell gold

at a future date beyond the spot date at a price set at the time of the contract.

An “option contract”

is an agreement

that conveys to the purchaser the right, but not the obligation, to buy or sell a quantity of gold at a predetermined rate during

a period or at a time in the future.

Global Over-the-Counter

Market for Gold

The global trade in gold consists of over-the-counter,

or OTC, transactions in spot, forwards, and options and other derivatives, together with exchange-traded futures and options.

The OTC market trades on a continuous basis and accounts for most global gold trading.

Market makers and participants in the OTC market trade with each other and their clients on a principal-to-principal

All risks and issues of credit are between the parties directly involved in a specific transaction.

The three products relevant to the LBMA are spot (S) contracts, forward (F) contracts and options (O) contracts.

A “spot contract” is a contract to buy or sell gold typically on or before two Business Days following the date of the execution of the contract.

A “forward contract” is an agreement to buy or sell gold at a future date beyond the spot date at a price set at the time of the contract.

An “option contract” is an agreement that conveys to the purchaser the right, but not the obligation, to buy or sell a quantity of gold at a predetermined rate during a period or at a time in the future.

There are thirteen LBMA Market Makers who provide the service in one, two or all three products.

Of the thirteen LBMA Market Makers, there are five Full Market Makers and eight Market Makers.

The five Full Market Makers quoting

prices in all three products are:

The five Full Market Makers quoting prices in all three products are:

Citibank N A, Goldman Sachs, HSBC Bank, JP Morgan Chase Bank and UBS.

The eight LBMA Market

Makers who provide two-way pricing in either one or two products are:

ICBC Standard Bank (S), Merrill Lynch International (S,

O), Morgan Stanley & Co International (S, O), Societe Generale (S), Standard Chartered Bank (S, O), Bank of Nova Scotia-ScotiaMocatta

(S, F), Toronto-Dominion Bank (F) and BNP Paribas SA (F).

OTC market provides a relatively flexible market in terms of quotes, price, size, destinations for delivery and other factors.

Bullion dealers customize transactions to meet their clients’

requirements.

The OTC market has no formal structure and no

open-outcry meeting place.

main centers of the OTC market are London, New York and Zurich.

Mining companies, central banks, manufacturers of jewelry and

industrial products, together with investors and speculators, tend to transact their business through one of these centers.

such as Dubai and several cities in the Far East also transact substantial OTC market business.

Bullion dealers have offices around

the world and most of the world’s major bullion dealers are either members or associate members of the LBMA.

the OTC market, the standard size of gold trades ranges between 5,000 and 10,000 ounces.

Bid-offer spreads are typically $0.50

Transaction costs in the OTC market are negotiable between the parties and therefore vary widely, with some dealers

willing to offer clients competitive prices for larger volumes, although this will vary according to the dealer, the client and

market conditions.

The eight LBMA Market Makers who provide two-way

pricing in either one or two products are:

ICBC Standard Bank (S), Merrill Lynch International (S, O), Morgan Stanley & Co International (S, O), Societe Generale (S), Standard Chartered Bank (S, O), Bank of Nova Scotia -ScotiaMocatta (S, F), Toronto-Dominion Bank (F) and BNP Paribas SA (F).

The OTC market provides a relatively flexible market in terms of quotes, price, size, destinations for delivery and other factors.

Bullion dealers customize transactions to meet their clients’ requirements.

The OTC market has no formal structure and no open-outcry meeting place.

The main centers of the OTC market are London, New York and Zurich.

Mining companies, central banks, manufacturers of jewelry and industrial products, together with investors and speculators, tend to transact their business through one of these centers.

Centers such as Dubai and several cities in the Far East also transact substantial OTC market business.

Bullion dealers have offices around the world and most of the world’s major bullion dealers are either members or associate members of the LBMA.

In the OTC market, the standard size of gold trades ranges between 5,000 and 10,000 ounces.

spreads are typically $0.50 per ounce.

Transaction costs in the OTC market are negotiable between the parties and therefore vary widely, with some dealers willing to offer clients competitive prices for larger volumes, although this will vary according to the dealer, the client and market conditions.

Cost indicators can be obtained from various information service providers, as well as dealers.

in the OTC market can vary from time to time during the course of the 24-hour trading day.

Fluctuations in liquidity are reflected

in adjustments to dealing spreads —

the difference between a dealer’s “buy”

and “sell”

The period of greatest liquidity in the gold market generally occurs at the time of day when trading in the European time

zones overlaps with trading in the United States, which is when OTC market trading in London, New York and other centers coincides

with futures and options trading on the New York Commodities Exchange (an affiliate of the Chicago Mercantile Exchange, Inc.).

London Bullion Market Association (LBMA)

LBMA is a trade association that, among other duties, maintains and publishes “Good Delivery”

lists that establish

a set of criteria that a refiner and its gold must satisfy before being accepted for trading.

Although the market for Physical

Gold is distributed globally, most over-the-counter market trades are cleared through London.

The LBMA coordinates the market

for gold and acts as the principal point of contact between the market and its regulators.

primary function of the LBMA is its involvement in the promotion of refining standards by maintenance of the “London Good

Delivery Lists,”

which are the lists of LBMA accredited melters and assayers of gold as well as the specifications to which

a bar/ingot must adhere.

Liquidity in the OTC market can vary from time to time during the course of the 24-hour

Fluctuations in liquidity are reflected in adjustments to dealing spreads—the difference between a dealer’s “buy”

and “sell” prices.

The period of greatest liquidity in the gold market generally occurs at the time of day when trading in the European time zones overlaps with trading in the United States, which is when OTC market trading in London, New York and other centers coincides with futures and options trading on the New York Commodities Exchange (an affiliate of the Chicago Mercantile Exchange, Inc.).

The London Bullion Market Association (LBMA)

The LBMA is a trade association that, among other duties, maintains and publishes “Good Delivery” lists that establish a set of criteria that a refiner and its gold must satisfy before being accepted for trading.

Although the market for Physical Gold is distributed globally, most over-the-counter

market trades are cleared through London.

The LBMA coordinates the market for gold and acts as the principal point of contact between the market and its regulators.

A primary function of the LBMA is its involvement in the promotion of refining standards by maintenance of the “London Good Delivery Lists,” which are the lists of LBMA-accredited melters and assayers of gold as well as the specifications to which a bar/ingot must adhere.

The LBMA also coordinates market clearing and vaulting, and promotes good trading practices.

Delivery”

is a list of specifications a bar or ingot must meet to trade on the London gold markets.

The standards for gold

bars meeting the “London Good Delivery Lists”

are published in LBMA’s “The Good Delivery Rules for Gold

and Silver Bars.”

is usually traded on the London market on a loco London basis.

This means the gold is physically held in vaults in London or is

transferred into accounts established in London.

Payment upon settlement and delivery of a loco London spot trade is usually in

dollars, two business days after the trade date.

Delivery of the gold is either by physical delivery or through the LBMA

clearing system to an unallocated account.

trading unit for gold is one fine troy ounce (“fine”

meaning metal, that is, the actual gold content based on 100

percent purity).

“Good Delivery” is a list of specifications a bar or ingot must meet to trade on the London gold markets.

The standards for gold bars meeting the “London Good Delivery Lists” are published in LBMA’s “The Good Delivery Rules for Gold and Silver Bars.”

Gold is usually traded on the London market on a loco London basis.

This means the gold is physically held in vaults in London or is transferred into accounts established in London.

Payment upon settlement and delivery of a loco London spot trade is usually in US dollars, two business days after the trade date.

Delivery of the gold is either by physical delivery or through the LBMA clearing system to an unallocated account.

Gold Trading Unit

The trading unit for gold is one fine troy ounce (“fine” meaning metal, that is, the actual gold content based on 100 percent purity).

The conversion factors between troy ounces and metric used by the LBMA are:

one troy ounce equals 31.1034768

grams and one kilogram equals 32.1507465 troy ounces.

Price Auctions

London market provides a metal pricing service whereby the LBMA Gold Price is intended to represent the matching of orders from

customers throughout the world.

The LBMA Gold price auction takes place twice daily by ICE Benchmark Administration (IBA) at 10:30

one troy ounce equals 31.1034768 grams and one kilogram equals 32.1507465 troy ounces.

LBMA Price Auctions

The London market provides a metal pricing service whereby the “LBMA Gold Price” is intended to represent the matching of orders from customers throughout the world.

The LBMA Gold Price auction takes place twice daily by IBA at 10:30 a.m.

and 3:00 p.m.

London time with the price set in U.S.

dollars per fine troy ounce.

Under licensing arrangements introduced

by the IBA the price is displayed on the LBMA’s website with a 30-minute delay.

the Trust will not invest in gold futures, information about the gold futures market is relevant as such markets are a source

of liquidity for the overall market for gold and impact the price of gold.

major futures and options exchanges include the New York Commodities Exchange, the Multi Commodity Exchange of India, the Tokyo

Commodities Exchange, and the Shanghai Futures Exchange.

Other leading exchanges for gold derivatives trading include NYSE Liffe

and Dubai Gold & Commodities Exchange.

Gold futures and options are traded on these exchanges in standardized transaction

sizes and delivery dates.

London time with the price set in US dollars per fine troy ounce.

Under licensing arrangements introduced by the IBA the price is displayed on the LBMA’s website with a 30-minute

Futures Exchanges

Although the Trust does not invest in gold futures, information about the gold futures market is relevant as such markets are a source of liquidity for the overall market for gold and impact the price of gold.

The major futures and options exchanges include the New York Commodities Exchange, the Multi Commodity Exchange of India, the Tokyo Commodities Exchange, and the Shanghai Futures Exchange.

Other leading exchanges for gold derivatives trading include NYSE Liffe and Dubai Gold & Commodities Exchange.

Gold futures and options are traded on these exchanges in standardized transaction sizes and delivery dates.

Only a small portion of the gold futures market turnover is typically physically delivered.

recent years China has become an important source of gold demand and its futures markets have grown.

Gold futures contracts are

traded on the Shanghai Futures Exchange and the Shanghai Gold Exchange.

and Redemption of Shares by Authorized PArticipants

Trust issues and redeems Baskets only to Authorized Participants.

The creation and redemption of Baskets will only be made in

exchange for the delivery to the Trust or the distribution by the Trust of the amount of gold represented by the Baskets being

created or redeemed, the amount of which will be based on the combined Fine Ounces represented by the number of shares included

in the Baskets being created or redeemed determined on the day the order to create or redeem Baskets is properly received.

consists of at least 25,000 shares.

Authorized Participants may place orders to create and redeem Baskets.

The Authorized Participant Agreement provides the procedures

for the creation and redemption of Baskets and for the delivery of the gold required for such creations and redemptions.

The Authorized

Participant Agreement and the related procedures attached thereto may be amended by the Trustee and the Administrative Sponsor

without the consent of any investor or Authorized Participant.

A transaction fee of $500 will be assessed on all creation and

redemption transactions and paid to the Trustee.

This transaction fee can be waived at the Administrative Sponsor’s discretion.

Over recent years, China has become an important source of gold demand and its futures markets have grown.

Gold futures contracts are traded on the Shanghai Futures Exchange and the Shanghai Gold Exchange.

BUSINESS OF THE TRUST

The activities of the Trust are limited to:

(1) issuing Baskets in exchange for the gold deposited by Authorized Participants with the Custodian for safekeeping;

(2) delivering gold in exchange for Baskets surrendered by Authorized Participants for redemption;

(3) selling gold as needed to pay the Sponsor Fee and reimburse the Sponsor for expenses that the Sponsor has paid on the Trust’s behalf;

and (4) selling gold as needed to pay Trust expenses not assumed by the Sponsor.

Trust Objective

The Trust’s investment objective is for the Shares to reflect the performance of the price of gold less the expenses of the Trust’s operations.

Each share represents a fractional undivided beneficial interest in the Trust’s net assets.

An investment in Physical Gold may require expensive and sometimes complicated arrangements in connection with the transportation, storing and insurance of the gold.

The Trust provides investors with a convenient and cost-efficient way to buy and hold gold through an exchange traded security.

Although owning the Shares will not be the exact equivalent of an investment in gold, such Shares provide investors with an alternative that allows a level of participation in the gold market through the securities market.

The Trust’s Structure

To meet its investment objective and provide investors with an opportunity to invest in gold through the Shares and to permit Authorized Participants to take delivery of Physical Gold in exchange for their Shares, the Sponsor has structured the Trust as follows:

Maintaining Allocated Gold

The Trust holds its Physical Gold in allocated form in the Allocated Account with the Custodian.

The Allocated Account will be used to hold Physical Gold deposited with the Trust.

The Physical Gold is held in a segregated fashion in the name of the Trust, not commingled with other depositor funds or assets.

The Trust has full title to the gold with the Custodian holding it on the Trust’s behalf.

Each investor owns a pro-rata

share of the Trust, and as such holds pro-rata

ownership of the Trust assets, corresponding to the number of Shares held.

Trust holdings are identified and published on the Trust’s website showing the unique bar number, gross weight, the assay or fineness of each bar and its fine weight.

Credits or debits to the holding will be effected by physical movements of bars to or from the Trust’s physical holding.

The Trust’s gold holdings are subject to periodic audits.

Minimizing the Use of Unallocated Gold

The Trust will need unallocated gold to facilitate transactions with Authorized Participants.

The Custodian only will accept a delivery of gold in exchange for a Basket if it believes it can promptly convert the gold to allocated gold.

The Custodian allocates, or causes to allocate, ownership of gold to the credit of the Allocated Account such that no amount of gold remains to the benefit of the Unallocated Account at the Custodian’s close of business on each Business Day.

In the event that the Custodian is unable to fully effect such allocation by such time due to reasons outside of its or its Sub-Custodian’s

control, the Custodian will use reasonable efforts to cause such allocation as soon as possible.

The Custodian shall lend to the Unallocated Account from time to time such number of Fine Ounces as may be needed in order for the Custodian to fully allocate to the Allocated Account all of the gold standing to the Trust’s credit in the Unallocated Account (after repayment to the Custodian of any loan balance existing prior to such allocation as provided hereafter) to the Allocated Account pursuant to the standing instruction set forth in the Unallocated Account Agreement, provided that the maximum amount of gold that the Custodian will lend to the Trust at any time is 430 Fine Ounces.

The Custodian will not charge the Trust any fees, interest or costs in connection with the lending of the Gold.

The Custodian shall identify on its books and records and in the reports it sends to the Trustee any gold

that has been borrowed in the Unallocated Account as of the date of such reports, which shall be accepted as conclusive evidence of such balance, save in the case of manifest error.

On each Business Day, the Custodian may repay itself the amount of any borrowed gold from, and to the extent of, the positive balance of the Unallocated Account determined by taking into account all credits to and debits from the Unallocated Account on such Business Day but prior to the Custodian’s execution of the standing instruction to allocate contained in the Unallocated Account Agreement.

Minimizing Cash Holdings

The Trust is committed to minimizing the use of cash, keeping essentially all assets of the Trust in gold.

To achieve this, the Sponsor has agreed to assume certain of the Trust’s ordinary expenses.

The Trust will not normally hold cash, or any other assets besides gold.

Transactions with Authorized Participants

By allowing Authorized Participants to directly issue and redeem Baskets with the Trust, Authorized Participants may be able to take advantage of price discrepancies between the Trust’s underlying gold holdings and the value of the Shares.

As a result of this incentive provided to Authorized Participants, the value of the Shares may reflect the performance of the price of gold.

Easily Accessible and Relatively Cost Efficient

The Shares offer an investment that is easily accessible and relatively cost efficient.

Investors can access the gold market through a traditional brokerage account.

The Sponsor believes that investors will be able to more effectively implement strategic and tactical asset allocation strategies that use gold by using the Shares instead of using the traditional means of purchasing, trading and holding gold.

Transaction costs related to the Shares may also be lower than those associated with the purchase, storage and insurance of Physical Gold.

Exchange Traded and Transparent

The Shares trade on the NYSE Arca under the symbol “AAAU” and provide investors with an efficient means to implement various investment strategies.

The Trust does not hold or employ any derivatives and the Shares are backed by the assets of the Trust.

Furthermore, the value of the Trust’s holdings is reported on the Trust’s website daily.

Minimal Credit Risk

The Shares represent an interest in Physical Gold owned by the Trust and held in physical custody at the Custodian.

Physical Gold of the Trust is not subject to borrowing arrangements with third parties.

Other than the gold temporarily being held in unallocated form to facilitate the redemptions by Authorized Participants and the payment of Trust expenses not assumed by the Sponsor, if any, the Trust’s gold is not subject to counterparty or credit risks.

The gold is held in the form of Physical Gold, which is allocated to the Allocated Account and held in the Trust’s name by the Custodian.

This contrasts with other financial products that gain exposure to gold through the use of derivatives or hold unallocated gold that may be subject to counterparty and credit risks.

Secondary Market Trading

The Shares may trade in the secondary market on the NYSE Arca at prices that are lower or higher relative to their Net Asset Value per Share.

The amount of the discount or premium in the trading price relative to the Net Asset Value per Share may be influenced by non-concurrent

trading hours between the NYSE Arca and the COMEX, London and Zurich.

While the Shares trade on the NYSE Arca until 4:00 p.m.

New York City time, liquidity in the global gold market may be reduced after the close of the major world gold markets, including London, Zurich and COMEX, usually at 1:30 p.m.

New York City time.

As a result, during this time, trading spreads and the resulting premium or discount on the Shares may widen.

CREATION AND REDEMPTION OF SHARES BY AUTHORIZED PARTICIPANTS

The Trust issues and redeems Baskets only to Authorized Participants.

The creation and redemption of Baskets will only be made in exchange for the delivery to the Trust or the distribution by the Trust of the amount of gold

represented by the Baskets being created or redeemed, the amount of which will be based on the combined Fine Ounces represented by the number of Shares included in the Baskets being created or redeemed determined on the day the order to create or redeem Baskets is properly received.

A Basket consists of at least 25,000 Shares.

Only Authorized Participants may place orders to create and redeem Baskets.

The Authorized Participant Agreement provides the procedures for the creation and redemption of Baskets and for the delivery of the gold required for such creations and redemptions.

The Authorized Participant Agreement and the related procedures attached thereto may be amended by the Trustee and the Sponsor without the consent of any investor or Authorized Participant.

A transaction fee of $500 will be assessed on all creation and redemption transactions and paid to the Trustee.

This transaction fee can be waived at the Sponsor’s discretion.

Multiple Baskets may be created on the same day, provided each Basket meets the requirements described below.

Participants who make deposits with the Trust in exchange for Baskets will receive no fees, commissions or other form of compensation

or inducement of any kind from either a Sponsor or the Trust, and no such person has any obligation or responsibility to a Sponsor

or the Trust to effect any sale or resale of shares.

Procedures - Authorized Participants

any business day, an Authorized Participant may place an order with the Trustee to create one or more Baskets.

For purposes of

processing both purchase and redemption orders, a “business day”

means any day other than a day:

(1) when the NYSE

Arca is closed for regular trading;

or (2) if the order or other transaction requires the receipt or delivery, or the confirmation

of receipt or delivery, of gold in the United Kingdom, Western Australia or in some other jurisdiction on a particular day, (A)

when banks are authorized to close in the United Kingdom, Western Australia or in such other jurisdiction or when the London gold

market is closed or (B) when banks in the United Kingdom, Western Australia or in such other jurisdiction are, or the London gold

market is, not open for a full business day and the order or other transaction requires the execution or completion of procedures

which cannot be executed or completed by the close of the business day.

Purchase Orders must be placed prior to the Order Cutoff

Time on any business day.

Authorized Participants who make deposits with the Trust in exchange for Baskets will receive no fees, commissions or other form of compensation or inducement of any kind from either the Sponsor or the Trust, and no such person has any obligation or responsibility to the Sponsor or the Trust to effect any sale or resale of Shares.

Prior to initiating any creation or redemption order, an Authorized Participant must have an agreement with the Custodian establishing an unallocated gold account directly with the Custodian or have an existing unallocated gold account with another LBMA-member custodian identified by the Authorized Participant to the Custodian and the Trustee.

Gold held in Authorized Participants’ unallocated accounts is typically not segregated from the custodian’s assets.

As a result, an Authorized Participant establishing an unallocated account will have no proprietary interest in any specific bars of gold held by the applicable custodian.

Therefore, credits to such an unallocated account are at risk of such custodian’s insolvency.

Certain Authorized Participants are expected to have the ability to participate directly in the gold bullion market and the gold futures market.

In some cases, an Authorized Participant may from time to time acquire gold from or sell gold to its affiliated gold trading desk, which may profit in these instances.

Each Authorized Participant will be registered as a broker-dealer under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and regulated by FINRA or will be exempt from being or otherwise will not be required to be so regulated or registered, and will be qualified to act as a broker or dealer in the states or other jurisdictions where the nature of its business so requires.

Certain Authorized Participants will be regulated under federal and state banking laws and regulations.

Each Authorized Participant will have its own set of rules and procedures, internal controls and information barriers as it determines is appropriate in light of its own regulatory regime.

Authorized Participants may act for their own accounts or as agents for broker-dealers, custodians and other securities market participants that wish to create or redeem Baskets.

An order for one or more Baskets may be placed by an Authorized Participant on behalf of multiple clients.

As of the date of this Annual Report, each of Virtu Americas LLC and Goldman Sachs & Co.

LLC has signed an Authorized Participant Agreement with the Sponsor and the Trustee, and may create and redeem Baskets as described above.

Persons interested in purchasing Baskets may contact the Sponsor or the Trustee to obtain the contact information for the Authorized Participants.

Gold is delivered to the Trust and distributed by the Trust through credits and debits between Authorized Participants’ accounts, the Unallocated Account and the Allocated Account.

When the Trustee requests creation of a Basket at an Authorized Participant’s request, the Authorized Participant will instruct its custodian to transfer gold from the Authorized Participant’s unallocated account to the Unallocated Account of the Trust.

On the same Business Day, following the successful completion of this transfer, the Custodian will allocate the gold to the Allocated Account where it will be stored for safekeeping.

Once gold has been released by the Custodian for delivery to an Authorized Participant, the Authorized Participant bears the risk of loss.

All gold represented by a credit to any Authorized Participant’s unallocated account represents a right to receive Fine Ounces of gold.

Physical Gold must conform to London Good Delivery Standards.

Under the Authorized Participant Agreement, the Sponsor has agreed to indemnify the Authorized Participants against certain liabilities, including liabilities under the Securities Act.

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, each of which is attached as an exhibit to this Annual Report.

Creation Procedures—Authorized Participants

On any business day, an Authorized Participant may place an order with the Trustee to create one or more Baskets.

For purposes of processing both purchase and redemption orders, a “business day” means any day other than a day:

(1) when the NYSE Arca is closed for regular trading;

or (2) if the order or other transaction requires the receipt or delivery, or the confirmation of receipt or delivery, of gold in the United Kingdom or in some other jurisdiction on a particular day, (A) when banks are authorized to close in the United Kingdom or in such other jurisdiction or when the London gold market is closed or (B) when banks in the United Kingdom or in such other jurisdiction are, or the London gold market is, not open for a full business day and the order or other transaction requires the execution or completion of procedures which cannot be executed or completed by the close of the business day.

Purchase orders must be placed prior to the Order Cutoff Time on any business day.

The day on which the Trustee receives a valid purchase order is the purchase order date.

placing a Purchase Order, an Authorized Participant agrees to deposit gold with the Trust, as described below.

Prior to the delivery

of Baskets for a Purchase Order, the Authorized Participant also must have wired to the Trustee the amount of the applicable transaction

fees and expenses due for the Purchase Order, including the Trustee’s fee and all taxes, governmental charges and fees payable

in connection with such deposit, the transfer of gold and the issuance and delivery of shares.

Determination

of Required Deposits

Trustee shall determine the Basket Gold Amount for each Business Day, and each such determination thereof and the Trustee’s

resolution of questions concerning the composition of the Basket Gold Amount shall be final and binding on all persons interested

in the Trust.

The initial Basket Gold Amount was 500 Fine Ounces of gold.

After the initial deposit of gold into the Trust, the

Basket Gold Amount for each Business Day shall be an amount of gold equal to:

By placing a purchase order, an Authorized Participant agrees to deposit gold with the Trust, as described below.

Prior to the delivery of Baskets for a purchase order, the Authorized Participant also must have wired to the Trustee the amount of the applicable transaction fees and expenses due for the purchase order, including the Trustee’s fee and all taxes, governmental charges and fees payable in connection with such deposit, the transfer of gold and the issuance and delivery of Shares.

Determination of Required Deposits

The Trustee shall determine the Basket Gold Amount for each Business Day, and each such determination thereof and the Trustee’s resolution of questions concerning the composition of the Basket Gold Amount shall be final and binding on all persons interested in the Trust.

At the creation of the Trust, the initial Basket Gold Amount was 500 Fine Ounces of gold.

The Basket Gold Amount for each Business Day shall be an amount of gold equal to:

(a) minus (b)

total number of Fine Ounces of gold held in the Trust as of the opening of business on such Business Day

number of Fine Ounces of gold equal in value to the Trust’s unpaid expense accrual as of the opening of business on

such Business Day

total number of Shares outstanding as of the opening of business on such Business Day

(or other number of Shares in a Basket for such Business Day)

of a Fine Ounce of gold included in the Basket gold Amount smaller than 0.001 Fine Ounces shall be disregarded.

The Custodial

Sponsor shall publish, or shall designate the Administrative Sponsor or other persons to publish, for each Business Day, the Basket

of Required Deposits

Authorized Participant who places a Purchase Order is responsible for crediting its account, if held at the Custodian, with the

required gold deposit amount and, if the Authorized Participant does not maintain its account with the Custodian, causing the

required gold deposit to be transferred to the Custodian, by 8:00 a.m.

London time on the second business day following the

Purchase Order date.

No shares are issued unless and until the Custodian has informed the Trustee that it has credited to the

Trust the corresponding amount of gold.

Upon transfer of the gold deposit amount to the Trust, 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 Custodian on behalf of the Trust, shall be borne solely by the

Authorized Participant.

of Purchase Orders

Trustee may, and upon direction of a Sponsor shall, reject a gold deposit at any time (i) when the Trustee’s transfer books

are closed, (ii) if the Custodian has informed the Trustee and the Administrative Sponsor that it is unable to allocate gold to

the Trust Allocated Metal Account, or (iii) if any such action is deemed necessary or advisable by the Custodial Sponsor, for

any reason in its sole discretion at any time or from time to time, but only after consulting with the Administrative Sponsor.

Neither the Trustee nor a Sponsor will be liable for the rejection of any Purchase Order or gold deposit.

Procedures - Authorized Participants

procedures by which an Authorized Participant can redeem one or more Baskets mirrors the procedures for the creation of Baskets.

(a) = the total number of Fine Ounces of gold held in the Trust as of the opening of business on such Business Day

(b) = the number of Fine Ounces of gold equal in value to the Trust’s unpaid expense accrual as of the opening of business on such Business Day

(d) = 25,000 (or other number of Shares in a Basket for such Business Day)

Fractions of a Fine Ounce of gold included in the Basket gold Amount smaller than 0.001 Fine Ounces shall be disregarded.

The Sponsor shall publish, or shall designate another person to publish, for each Business Day, the Basket Gold Amount.

Delivery of Required Deposits

An Authorized Participant who places a purchase order is responsible for crediting its account, if held at the Custodian, with the required gold deposit amount and, if the Authorized Participant does not maintain its account with the Custodian, causing the required gold deposit to be transferred to the Custodian, by 4:00 p.m.

London time on the second business day following the purchase order date.

No Shares are issued unless and until the Custodian has informed the Trustee that the corresponding amount of gold has been delivered to the Unallocated Account for each Basket requested and that the Custodian has allocated the corresponding amount of gold to the Allocated Account.

Upon transfer of the gold deposit amount to the Trust, 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 Custodian on behalf of the Trust, shall be borne solely by the Authorized Participant.

Rejection of Purchase Orders

The Trustee may, and upon direction of the Sponsor shall, reject a gold deposit at any time (i) when the Trustee’s transfer books are closed, (ii) if the Custodian has informed the Trustee and the Sponsor that it is unable to allocate gold to the Allocated Account, or (iii) if any such action is deemed necessary or advisable by the Sponsor, for any reason in its sole discretion at any time or from time to time.

Neither the Trustee nor the Sponsor will be liable for the rejection of any purchase order or gold deposit.

Redemption Procedures—Authorized Participants

The procedures by which an Authorized Participant can redeem one or more Baskets mirrors 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 prior to the Order Cutoff Time on each business day the NYSE Arca is open for regular trading.

A redemption order

so received is effective on the date it is received in satisfactory form by the Trustee.

The redemption procedures allow only

Authorized Participants to redeem Baskets.

Redemption orders must be placed prior to the Order Cutoff Time on each business day the NYSE Arca is open for regular trading.

A redemption order so received is effective on the date it is received in satisfactory form by the Trustee.

The redemption procedures allow only Authorized Participants to redeem Baskets.

An investor may not redeem Baskets other than through an Authorized Participant.

placing a redemption order, an Authorized Participant agrees to deliver the Baskets to be redeemed through DTC’s book-entry

system to the Trust no 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

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 no 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.

redemption distribution from the Trust consists of a credit to the redeeming Authorized Participant’s account representing

the amount of the gold held by the Trust evidenced by the shares being redeemed as of the date of the redemption order.

of a Fine Ounce included in the redemption distribution smaller than 0.001 of a Fine Ounce are disregarded.

A redeeming Authorized

Participant is responsible for any applicable tax, fees or other governmental charge that may be due, as well as any charges or

fees in connection with the transfer of gold and the issuance and delivery of shares, and any expense associated with the delivery

of gold other than by credit to an Authorized Participant’s unallocated account with the Custodian or another LBMA-member

clearing bank.

of Redemption Distribution

redemption distribution due from the Trust is delivered to the Authorized Participant on the third business day following the

redemption order date if, by 9:00 a.m.

New York City time on the second business day following the redemption order date, the

Trustee’s DTC account has been credited with the Baskets to be redeemed.

Custodian will arrange for the redemption amount in gold to be transferred from the Trust Allocated Metal Account to the Trust

Unallocated Metal Account, and, ultimately, to the redeeming Authorized Participant’s account.

With respect to a redemption

order provided in the ordinary course, the Custodian shall deliver unallocated gold to the account indicated by the redeeming

Authorized Participant in its redemption order on the third business day following the order date, unless a different business

day is expressly agreed to by the parties at the time of the transaction.

or Rejection of Redemption Orders

Trustee may, in its discretion, and will when directed by the Custodial Sponsor, suspend the right of redemption, or postpone

the redemption settlement date or reject a particular redemption order (1) for any period during which the NYSE Arca is closed

other than customary weekend or holiday closings, or trading on the NYSE Arca is suspended or restricted, (2) for any period during

which an emergency exists as a result of which delivery, disposal or evaluation of gold is not reasonably practicable, or (3)

for such other period as the Sponsors determine to be necessary for protection of registered owners of shares.

Neither a Sponsor

nor the Trustee will be liable to any person or in any way for any loss or damages that may result from any such suspension, postponement

or rejection.

Trustee will reject a redemption order if the order is not in proper form as described in the Authorized Participant Agreement

or if the fulfillment of the order, in the opinion of its counsel, might be unlawful.

and Redemption Transaction Fee

compensate the Trustee for services in processing the creation and redemption of Baskets, an Authorized Participant is required

to pay a transaction fee to the Trustee of $500 per order to create or redeem Baskets.

The redemption distribution from the Trust consists of a credit to the redeeming Authorized Participant’s account representing the amount of the gold held by the Trust evidenced by the Shares being redeemed as of the date of the redemption order.

Fractions of a Fine Ounce included in the redemption distribution smaller than 0.001 of a Fine Ounce are disregarded.

A redeeming Authorized Participant is responsible for any applicable tax, fees or other governmental charge that may be due, as well as any charges or fees in connection with the transfer of gold and the issuance and delivery of the Shares, and any expense associated with the delivery of gold other than by credit to an Authorized Participant’s unallocated account with the Custodian or another LBMA-member clearing bank.

Delivery of Redemption Distribution

The redemption distribution due from the Trust is delivered to the Authorized Participant on the second business day following the redemption order date if, by 9:00 a.m.

New York City time on the second business day

following the redemption order date, the Trustee’s DTC account has been credited with the Baskets to be redeemed.

The Custodian will arrange for the redemption amount in gold to be transferred from the Allocated Account to the Unallocated Account, and, ultimately, to the redeeming Authorized Participant’s account.

With respect to a redemption order provided in the ordinary course, the Custodian shall deliver unallocated gold to the account indicated by the redeeming Authorized Participant in its redemption order by 4:00 p.m.

London Time on the second business day following the order date.

Suspension or Rejection of Redemption Orders

The Trustee may, in its discretion, and will when directed by the Sponsor, suspend the right of redemption, or postpone the redemption settlement date or reject a particular redemption order (1) for any period during which the NYSE Arca is closed other than customary weekend or holiday closings, or trading on the NYSE Arca is suspended or restricted, (2) for any period during which an emergency exists as a result of which delivery, disposal or evaluation of gold is not reasonably practicable, or (3) for such other period as the Sponsor determines to be necessary for protection of registered owners of the Shares.

Neither the Sponsor nor the Trustee will be liable to any person or in any way for any loss or damages that may result from any such suspension, postponement or rejection.

The Trustee will reject a redemption order if the order is not in proper form as described in the Authorized Participant Agreement or if the fulfillment of the order, in the opinion of its counsel or the Custodian, might be unlawful.

Creation and Redemption Transaction Fee

To compensate the Trustee for services in processing the creation and redemption of Baskets, an Authorized Participant is required to pay a transaction fee to the Trustee of $500 per order to create or redeem Baskets.

An order may include multiple Baskets.

The transaction fee may be reduced, increased or otherwise changed by the Trustee with the consent of the Sponsors.

Responsibility

Participants are responsible for any transfer tax, sales or use tax, recording tax, value added tax or similar tax or other governmental

charge applicable to the creation or redemption of Baskets - and delivery and receipt of gold pursuant thereto regardless of whether

such tax or charge is imposed directly on the Authorized Participant.

By placing a Purchase Order or redemption order, an Authorized

Participant agrees to indemnify the Sponsors, the Trustee and the Trust if any of them is required by law to pay any such tax

or charge, together with any applicable penalties, additions to tax and interest thereon.

DELIVERY OF PHYSICAL GOLD

exchange for its shares, an investor is entitled to receive from Gold Corporation an amount of Physical Gold in return for such

shares on the day on which the investor’s broker-dealer submits his or her shares to Gold Corporation in exchange for Physical

The number of shares to be delivered by an investor and the corresponding amount of Physical Gold received for such shares

shall be specified by Gold Corporation from time to time and notified by Gold Corporation to the investor in an Application.

of the Trustee, the Administrative Sponsor or the Trust are involved in the exchange of an investor’s shares for Physical

interested in taking delivery of Physical Gold in exchange for their shares in the Trust must first contact Gold Corporation to

discuss the types of Physical Gold, availability dates, product premiums, delivery fees, and suitable delivery locations and methods.

proceed, an investor must provide Gold Corporation with sufficient details to enable Gold Corporation to identify the investor

as a person owning a beneficial interest in any shares of the Trust and to establish a Customer Account for the investor with

Gold Corporation.

Gold Corporation may determine (in its absolute discretion) whether the investor has provided sufficient details

to identify the investor as a Beneficial Owner and to open the Customer Account with Gold Corporation.

upon this discussion with Gold Corporation, the investor is provided a pre-populated Application, including any applicable product

premiums, delivery fees and any other fees and charges that apply to the Application.

Gold Corporation is entitled to receive

all such premiums, fees and charges in consideration for facilitating the delivery of the agreed Physical Gold products to the

The Application will set forth the number of shares to be delivered to Gold Corporation for the amount of Physical Gold

The investor shall be responsible for any applicable taxes or governmental charges.

The Application will also contain

a Delivery ID and the investor’s Customer Account number with Gold Corporation.

interested in taking delivery of Physical Gold in exchange for their shares in the Trust must duly sign and submit the Application

to Gold Corporation within the Quotation Window.

An Application expresses the investor’s intention to deliver shares for

Physical Gold on the Share Submission Day.

The investor must also provide instructions to his or her broker-dealer to effect the

exchange of shares for Physical Gold on the Share Submission Day.

Gold Corporation may reject any Application.

Purity of Bars for Exchange

Corporation will supply, for the purpose of delivery to investors requesting Physical Gold, coins, cast bars and minted bars without

numismatic value having a minimum fineness (or purity) of 995 parts per 1,000 (99.5%).

Amount and Share Submission Quantity

pre-populated Application specifies the type and quantity of Physical Gold to be delivered and the number of shares to be tendered

The Share Submission Quantity corresponds to the Fine Ounce content of Physical Gold requested and shall equal a

whole number of shares representing an aggregate number of Fine Ounces equal to the Physical Gold requested plus any applicable

product premiums and delivery fees.

The transaction will involve no payments of cash and will be wholly-settled in shares.

Corporation publishes on its website a calculator to estimate the amount of Physical Gold to be received in exchange for a certain

number of shares to be delivered.

Any such estimate shall be non-binding on the investor and Gold Corporation.

The Share Submission

Quantity may be rejected if Gold Corporation incurs extraordinary expenses between the submission of the Application and the Share

Submission Day.

the event the investor transfers a number of shares not corresponding to the Application, the investor must make any arrangements

directly with Gold Corporation and Gold Corporation reserves the right to reject the initial quote, and any additional costs incurred

by Gold Corporation as a result of an incorrect number of shares being delivered will be borne by the investor.

Gold Corporation

may decline to approve the Application for any reason.

In addition, the delivery of Physical Gold in exchange for shares shall

be suspended in the event Gold Corporation resigns as Custodial Sponsor or is otherwise unable or unwilling to accept applications

from investors to take delivery of Physical Gold.

Premiums and Other Charges

exchange of shares for the delivery of Physical Gold is subject to prevailing product prices, which are disclosed on the Trust’s

website, and the delivery fees associated with the transport of Physical Gold to investors, subject to transport providers’

rates from time to time.

Product prices will be based on the type of Physical Gold that is being requested.

Trust’s website contains a calculator to provide shareholders an estimate of the number of shares to be exchanged for the

various products offered.

Such fees will be expressed in terms of the number of Shares to be delivered to the Gold Corporation

for the amount of Physical Gold requested.

Such fees are provided to an investor as part of the pre-populated Application.

number of ounces represented by the shares delivered will generally be higher than the amount of ounces of gold to be delivered,

because the number of shares delivered will also cover delivery charges and product premiums.

table below includes examples of products available from The Perth Mint and provides a snapshot of the gold products available

as of the date of this document.

Further details of The Perth Mint’s extensive product range are available from The Perth

Mint’s website:

www.perthmint.com.

ounce Australian minted bars

ounce Australian Kangaroo Coins

ounce (1kg) 99.99% cast bar

The delivery fees cover the cost of preparing and transporting Physical Gold from the Gold Corporation to the location

specified by the investor in the Application.

The delivery fees may also include the cost of insuring Physical Gold during transport.

In the United States, Gold Corporation currently does not anticipate sales taxes applying to the delivery of gold to

However, if such taxes or similar sales or value added taxes do apply in any jurisdiction, they are the sole responsibility

of the investor.

Corporation will ship Physical Gold to an investor using accepted business practices for precious metals delivery that may include,

amongst others, use of a conventional shipping carrier ( e.g.

Postal Service, Federal Express, United Parcel Service);

or an armored transportation service.

should contact Gold Corporation to discuss delivery method and location.

Investors should be aware that the gold delivered is

likely to represent a substantial U.S.

dollar value:

may be broken down into multiple smaller shipments and possibly shipped on different days to meet insurance requirements of the

shipping carrier or the investor and any requirements of the associated carriers.

An investor can utilize a shipping carrier only

if insurance requirements can be met and the investor and Gold Corporation agree on an acceptable delivery destination.

A conventional

shipping carrier may deliver gold to residential addresses.

Transportation Service will only deliver to certain trusted locations;

an Armored Transportation Service does not deliver to residential

investor can utilize an armored truck service only if the investor and the Armored Transportation Service agree on an acceptable

delivery destination.

London Bars will only be transported using Armored Transportation Service.

Corporation may decline an Application if a delivery method and location is not agreed upon.

for Submission of Application

received a pre-populated Application, the investor must submit a signed Application to Gold Corporation within the Quotation Window.

An Application expresses the investor’s intention to exchange shares for Physical Gold on the stated date.

Gold Corporation

will screen and approve the Application.

received after 4:00 p.m.

New York City time are considered to have been received the next business day.

Investors will be advised

of reasons for any delay.

For Gold Corporation to approve an Application, the following conditions must be met:

Application must be submitted in a form satisfactory to Gold Corporation.

Gold Corporation shall confirm that:

Delivery ID matches the Application with respect to the amount of Shares to be delivered, the Physical Gold requested, and other

applicable terms;

Application otherwise is in good order.

Corporation may decline to approve Applications for any reason, in its sole discretion.

Upon final approval of the Application

by Gold Corporation, Gold Corporation shall return a copy of the Application to the investor.

receipt of final approval of the Application by Gold Corporation, the investor shall instruct the investor’s broker to transfer

the Shares to the account of Gold Corporation prior to the Order Cutoff Time on the designated Share Submission Day.

transfer of shares, accompanied by the approved Application, is a binding and irrevocable request to take delivery of Physical

Gold in exchange for shares based on instructions in the Application.

In the event the investor transfers a number of shares not

corresponding to the Application, the investor must make any arrangements directly with Gold Corporation, and Gold Corporation

reserves the right to reject the initial quote and any additional costs incurred by Gold Corporation as a result of an incorrect

number of shares being delivered will be borne by the investor.

Gold Corporation may decline to approve the Application for any

In addition, the delivery of Physical Gold in exchange for shares shall be suspended in the event Gold Corporation resigns

as the Custodial Sponsor or is otherwise unable or unwilling to accept applications from investors to take delivery of Physical

Corporation shall arrange for and promptly ship the requested Physical Gold to the investor in accordance with the instructions

provided by the investor in the Application.

Prior to signing an acknowledgment of receipt of Physical Gold, the investor must

notify Gold Corporation in writing of any complaints or objections concerning the shipment, delivery or receipt of the Physical

Upon signing the acknowledgment of receipt, the investor will be deemed to have accepted receipt of the Physical Gold in

full satisfaction of the Physical Gold due the investor and to have waived any and all claims the investor may have concerning

the Physical Gold received by the investor.

Laundering Screening

Corporation will comply with all relevant anti-money laundering requirements in connection with its processing of each Application

for Delivery of Physical Gold.

Investors may be subject to Anti-Money Laundering screening in connection with Australian anti-money

laundering laws when they submit the Application to take delivery of Physical Gold.

Gold Corporation will not pre-approve an Application

if Gold Corporation has concerns about fraudulent conduct or money laundering activity.

Corporate and Non-U.S.

Investors are cautioned

that their Applications may be delayed or rejected if Gold Corporation is not able to verify the identity of the investor.

Responsibility

are responsible for any transfer tax, sales or use tax, recording tax, value added tax or similar tax or other governmental charge

applicable to the receipt of gold, regardless of whether such tax or charge is imposed directly on the investor.

Each investor

agrees to indemnify the Sponsors, the Trustee and the Trust, promptly on request, if any of them is required by law to pay any

such tax or charge, together with any applicable penalties, additions to tax and interest thereon.

Corporation, the Trust’s Custodial Sponsor and Custodian, was empowered to take over the operations of The Perth Mint to

mint and market gold, silver and platinum Australian legal tender coinage to investors and collectors worldwide.

over a century, The Perth Mint has produced high purity gold and silver bullion and minted fine coins and bullion bars.

Mint is owned by the Western Australian Government and operated by Gold Corporation (a Western Australian statutory body corporate).

The Perth Mint provides precious metal investment and storage solutions to more than 30,000 investors in over 130 countries and

is a trusted supplier and trader of precious metal investment products to some of the world’s leading companies.

Perth Mint is much more than a traditional mint.

As a vertically integrated precious metals business, it offers its services throughout

the entire precious metals value chain.

The Perth Mint’s breadth of services and global reach means it can develop and nurture

markets for precious metals.

With a reputation built on more than a century of refining and minting excellence, the mark of The

Perth Mint stands as a seal of quality and assurance.

Perth Mint Facts:

owned by the Western Australian Government and operating under a legislated Western Australian government guarantee contained

within the Gold Corporation Act.

There is no dollar limit or similar restriction with respect to the Trust’s ability

to enforce the guarantee against the Government of Western Australia.

only LBMA accredited gold and silver refinery in Australia.

Perth Mint’s investment bars are internationally acceptable and tradeable, with The Perth Mint being one of only a few

global refiners accredited by all five of the world’s major gold exchanges.

is the world’s second largest producer of newly mined gold (approximately 295 tonnes per annum) and is the world’s

largest exporter of newly-mined gold.

The Perth Mint refined approximately 95% of Australia’s gold production in fiscal

year 2016, a total of approximately 275 tonnes of gold.

the largest refinery by volume and the largest bullion vault in the southern hemisphere.

to produce legal tender coins (16.22 million coins, medallions and minted bars sold in 2015-16).

Perth Mint’s well-established Western Australian Government guaranteed Depository provides precious metals storage services

to central banks, pension funds, corporate and private clients located throughout the world.

Perth Mint’s legal tender coins, medallions and minted bars are recognized for their quality and design.

Perth Mint offers a variety of gold products.

Current examples of products available from The Perth Mint include London Bars,

Australian bars, 1 oz.

Australian Kangaroo Coins and 1 kg 99.99% bars.

Trust’s website address is www.aaauetf.com.

We make available free of charge through our website our annual reports on Form

10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and any amendments to these reports, as soon as reasonably

practicable after we electronically file such material with, or furnish such material to, the SEC.

We are not including the information

on our website as a part of, nor incorporating it by reference into, this Annual Report on Form 10-K.

Additionally, the SEC maintains

a website that contains annual, quarterly, and current reports, proxy statements, and other information that issuers (including

us) file electronically with the SEC.

The SEC’s website address is http://www.sec.gov.

The transaction fee may be reduced, increased or otherwise changed by the Trustee with the prior written consent of the Sponsor.

Tax Responsibility

Authorized Participants are responsible for any transfer tax, sales or use tax, recording tax, value added tax or similar tax or other governmental charge applicable to the creation or redemption of Baskets and delivery and receipt of gold pursuant thereto regardless of whether such tax or charge is imposed directly on the Authorized Participant.

By placing a purchase order or redemption order, an Authorized Participant agrees to indemnify the Sponsor, the Trustee and the Trust if any of them is required by law to pay any such tax or charge, together with any applicable penalties, additions to tax and interest thereon.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business