What changed in this filing

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Item 9A. Controls and Procedures

2021-03-26 compared with 2020-03-13 · 342 added, 541 removed, 54 unchanged (94% of the section changed)

and Procedures

Regarding the Effectiveness of Disclosure Controls and Procedures

Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its

Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules

and forms, and that such information is accumulated and communicated to the principal executive officer and principal financial

officer of the Administrative Sponsor, who performs functions similar to those a principal executive officer and principal financial

officer of the Trust would perform if the Trust had officers, to allow timely decisions regarding required disclosure.

the supervision and with the participation of the principal executive officer and principal financial officer of the Administrative

Sponsor, the Administrative Sponsor conducted an evaluation of the Trust’s disclosure controls and procedures, as defined

under Exchange Act Rule 13a-15(e), as of December 31, 2019.

Based on this evaluation, the Principal Executive Officer and the

Chief Financial Officer of the Administrative Sponsor concluded that the Trust’s disclosure controls and procedures were

effective as of December 31, 2019.

was no change in the Trust’s internal controls over financial reporting that occurred during the Trust’s most recently

completed fiscal quarter ended December 31, 2019 that has materially affected, or is reasonably likely to materially affect, these

internal controls.

Management’s

Report on Internal Control over Financial Reporting

Administrative Sponsor’s management is responsible for establishing and maintaining adequate internal control over financial

reporting, as defined under Exchange Act Rules 13a-15(f) and 15d-15(f).

The Trust’s internal control over financial reporting

is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

control over financial reporting includes those policies and procedures that:

(1) pertain to the maintenance of records that,

in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Trust’s assets;

reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with

generally accepted accounting principles, and that the Trust’s receipts and expenditures are being made only in accordance

with appropriate authorizations;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized

acquisition, use, or disposition of the Trust’s assets that could have a material effect on the financial statements.

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections

of any evaluation of effectiveness to future periods are subject to the risk that controls may become ineffective because of changes

in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Principal Executive Officer and the Chief Financial Officer of the Administrative Sponsor assessed the effectiveness of the Trust’s

internal control over financial reporting as of December 31, 2019.

In making this assessment, they used the criteria set forth

by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework

Their assessment included an evaluation of the design of the Trust’s internal control over financial reporting and

testing of the operational effectiveness of its internal control over financial reporting.

Based on their assessment and those

criteria, the Principal Executive Officer and the Chief Financial Officer of the Administrative Sponsor concluded that the Trust

maintained effective internal control over financial reporting as of December 31, 2019.

annual report does not include an attestation report of the registrant’s registered public accounting firm due to a transition

period established by rules of the Securities and Exchange Commission for newly public companies.

Executive Officers and Corporate Governance

Trust does not have any directors, officers or employees.

Garrett Stevens, in his respective capacity as executive officers

of the Administrative Sponsor, performs certain functions with respect to the Trust that, if the Trust had executive officers,

would typically be performed by them.

Garrett Stevens, age 39, has served as the Chief Executive Officer of the Administrative Sponsor since 2009.

In this position,

he oversees and is actively involved in the firm’s daily operations.

He is also President and Chairman of the Board of the

Exchange Traded Concepts Trust I and President of Exchange Listed Funds Trust and holds the position of Chairman of the Administrative

Sponsor’s Executive Committee.

Prior to joining the Administrative Sponsor, Mr.

Stevens founded FaithShares in 2009 where

he served as CEO, launching the first family of faith-based ETFs in the marketplace.

Stevens began his professional career

in 2000 as a stock broker and investment advisor at T.S.

Phillips Investments, Inc.

serving as vice president.

Stevens holds

a Bachelor’s degree in Finance from Oklahoma State University.

Trust does not have directors or executive officers.

The only ordinary expense paid by the Trust is the Custodial Sponsor’s

Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Relationships and Related Transactions and Director Independence

Accounting Fees and Services

for services performed by KPMG LLP, as paid by the Custodial Sponsor from the Custodial Sponsor Fee, for the year ended December

31, 2019 and the period ended December 31, 2018 were:

Controls and Procedures.

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

The Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the duly authorized officers of the Sponsor, who perform functions similar to those the principal executive officer and principal financial officer of the Trust would perform if the Trust had officers, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of such duly authorized officers of the Sponsor, the Sponsor conducted an evaluation of the Trust’s disclosure controls and procedures, as defined under Exchange Act Rule 13a-15(e),

as of December 31, 2020.

Based on this evaluation, the duly authorized officers of the Sponsor, who perform functions similar to those the principal executive officer and principal financial officer of the Trust would perform if the Trust had officers concluded that the Trust’s disclosure controls and procedures were effective as of December 31, 2020.

Changes in Internal Control over Financial Reporting

There was no change in the Trust’s internal control over financial reporting that occurred during the Trust’s most recently completed fiscal quarter ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, these internal controls.

Management’s Report on Internal Control over Financial Reporting

The Sponsor’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined under Exchange Act Rules 13a-15(f)

and 15d-15(f).

The Trust’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

Internal control over financial reporting includes those policies and procedures that:

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Trust’s assets;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that the Trust’s receipts and expenditures are being made only in accordance with appropriate authorizations;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Trust’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become ineffective because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The duly authorized officers of the Sponsor, who perform functions similar to those the principal executive officer and principal financial officer of the Trust would perform if the Trust had officers assessed the effectiveness of the Trust’s internal control over financial reporting as of December 31, 2020.

In making this assessment, they used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013).

Their assessment included an evaluation of the design of the Trust’s internal control over financial reporting and testing of the operational effectiveness of its internal control over financial reporting.

Based on their assessment and those criteria, such duly authorized officers of the Sponsor, who perform functions similar to those the principal executive officer and principal financial officer of the Trust would perform if the Trust had officers, concluded that the Trust maintained effective internal control over financial reporting as of December 31, 2020.

This Annual Report does not include an attestation report of the registrant’s registered public accounting firm due to a transition period established by rules of the SEC for newly public companies.

Other Information.

Not applicable.

Directors, Executive Officers and Corporate Governance.

The Trust does not have any directors, officers or employees.

The following persons, who are officers of the Sponsor, perform certain functions with respect to the Trust that, if the Trust had executive officers, would typically be performed by them.

Michael Crinieri

, 55, has served as the global head of Exchange Traded Funds within the Sponsor since 2014 and performs the functions with respect to the Trust that, if the Trust had executive officers, would typically be performed by the Principal Executive Officer.

Prior to this role, he headed the global ETF business in the Securities Division of Goldman Sachs & Co.

Prior to joining the Sponsor, Mr.

Crinieri worked for ten years at Morgan Stanley, where he held various positions across ETF trading, marketing and product development.

Joseph DiMaria

, 52, has served as a Managing Director of the Sponsor and has managed the Goldman Sachs Fund Controllers team since 2015 and performs the functions with respect to the Trust that, if the Trust had executive officers, would typically be performed by the Principal Financial Officer and Principal Accounting Officer.

He currently serves as the principal financial officer, treasurer and principal accounting officer of the Goldman Sachs Trust, Goldman Sachs Variable Insurance Trust, Goldman Sachs Trust II, Goldman Sachs ETF Trust, Goldman Sachs MLP and Energy Renaissance Fund and Goldman Sachs Real Estate Diversified Income Fund.

In addition, he serves as the interim chief financial officer and interim treasurer for Goldman Sachs BDC, Inc., Goldman Sachs Private Middle Market Credit LLC, Goldman Sachs Private Middle Market Credit II LLC and Goldman Sachs Middle Market Lending LLC II.

Prior to joining the Sponsor, Mr.

DiMaria spent 12 years with Columbia Threadneedle Investments .

Executive Compensation.

The Trust does not have directors or executive officers.

The only ordinary expenses paid by the Trust is the Sponsor Fee.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Not applicable.

Certain Relationships and Related Transactions and Director Independence.

Not applicable.

Principal Accounting Fees and Services.

The table below summarizes the aggregate fees for services performed by PricewaterhouseCoopers LLP, as applicable, for the year ended December 31, 2020:

Audit-related fees

the table above, in accordance with the SEC’s definitions and rules, Audit Fees are fees paid to KPMG LLP for professional

services for the audit of the Trust’s financial statements included in the Form 10-K and review of financial statements

included in the Forms 10-Q, and for services that are normally provided by the accountants in connection with regulatory filings

or engagements.

Audit Related Fees are fees for assurance and related services that are reasonably related to the performance

of the audit or review of the Trust’s financial statements.

The table below summarizes the aggregate fees for services performed by KPMG LLP, as applicable, for the nine months ended September 30, 2020 and the year ended December 31, 2019:

Audit-related fees

In the tables above, in accordance with the SEC’s definitions and rules, Audit fees are fees paid to accountants for professional services for the audit of the Trust’s financial statements included in the Form 10-K

and review of financial statements included in the Forms 10-Q,

and for services that are normally provided by the accountants in connection with regulatory filings or engagements.

Audit-related fees are fees for assurance and related services that are reasonably related to the performance of the audit or review of the Trust’s financial statements.

Policies and Procedures

Trust has no board of directors, and as a result, has no audit committee or pre-approval policy with respect to fees paid to its

principal accounting firm.

Although the Trust does not have any officers or directors, the Administrative Sponsor, on behalf of

the Trust, has engaged an independent third party to perform the functions of the Trust’s audit committee, which include

making determinations regarding auditor fees.

and Financial Statements Schedules

Index to Financial Statements on Page F-1 for a list of the financial statements being filed herein.

Exhibit Index below, which is incorporated by reference herein.

Depository Trust Agreement among Gold Corporation, Exchange Traded Concepts, LLC, and the Bank of New York Mellon, dated as of July 26, 2018, incorporated by reference to Exhibit 4.1 to Registration Statement on Form S-1 (Amendment No.

3) filed on July 30, 2018 (file no.

Form of Authorized Participant Agreement, incorporated by reference to Exhibit 4.2 to Registration Statement on Form S-1 filed on April 20, 2018 (file no.

of the Shares of Perth Mint Physical Gold ETF

Trust Allocated Metal Account Agreement between Gold Corporation and the Bank of New York Mellon, effective as of July 26, 2018, incorporated by reference to Exhibit 10.1 to Registration Statement on Form S-1 (Amendment No.

3) filed on July 30, 2018 (file no.

Trust Unallocated Metal Account Agreement between Gold Corporation and the Bank of New York Mellon, effective as of July 26, 2018, incorporated by reference to Exhibit 10.2 to Registration Statement on Form S-1 (Amendment No.

3) filed on July 30, 2018 (file no.

As referenced in Item 10 above, the Trust has no board of directors, and as a result, has no audit committee or pre-approval

policy with respect to fees paid to its principal accounting firm.

Such determinations are made by the Sponsor.

Exhibits and Financial Statements Schedules

Financial Statements

See Index to Financial Statements on Page F-1

for a list of the financial statements being filed herein.

Financial Statement Schedules

Schedules have been omitted since they are either not required, not applicable, or the information has otherwise been included.

The following documents are filed herewith or incorporated herein and made a part of this Annual Report on Form 10-K:

EXHIBIT INDEX

Exhibit Description

First Amended and Restated Depository Trust Agreement (incorporated by reference from Exhibit 4.1 to the Form 8-K filed on December 14, 2020)

Form of Authorized Participant Agreement (incorporated by reference from Exhibit 4.2 to the Form S-1 filed on April 20, 2018)

Form Amendment to the Form Authorized Participant Agreement (incorporated by reference from Exhibit 4.2 to the Form 8-K filed on December 14, 2020)

Form of Certificate of Shares of the Trust (included as Exhibit A to the First Amended and Restated Depository Trust Agreement)

Description of the Shares of Goldman Sachs Physical Gold ETF Shares

Allocated Gold Account Agreement (incorporated by reference from Exhibit 10.1 to the Form 8-K filed on December 14, 2020)

Unallocated Gold Account Agreement (incorporated by reference from Exhibit 10.2 to the Form 8-K filed on December 14, 2020)

Consent of PricewaterhouseCoopers LLP

Consent of KPMG LLP

Certifications of the Principal Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019

Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act

of 1934, as amended, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019

Certifications of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019

Certifications

of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the

Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019

Instance Document

Taxonomy Extension Schema Document

Taxonomy Extension Calculation Linkbase Document

Taxonomy Extension Definition Linkbase Document

Taxonomy Extension Label Linkbase Document

Taxonomy Extension Presentation Linkbase Document

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report

to be signed on its behalf by the undersigned*, thereunto duly authorized.

EXCHANGE TRADED CONCEPTS, LLC

Administrative Sponsor of Perth Mint Physical Gold ETF (Registrant)

Certifications of the Principal Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended, with respect to the Trust’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020

Exhibit Description

Certifications of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, with respect to the Trust’ Annual Report on Form 10-K for the fiscal year ended December 31, 2020

Marketing Agent Services Agreement (incorporated by reference from Exhibit 99.2 to the Form 8-K filed on December 14, 2020)

License Agreement (incorporated by reference from Exhibit 99.3 to the Form 8-K filed on December 14, 2020)

Amendment to License Agreement (incorporated by reference from Exhibit 99.4 to the Form 8-K filed on December 14, 2020)

Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

Inline XBRL Taxonomy Extension Schema Document

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Inline XBRL Taxonomy Extension Definition Linkbase Document

Inline XBRL Taxonomy Extension Label Linkbase Document

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Cover Page Interactive Data File included as Exhibit 101 (embedded within the Inline XBRL document)

Filed herewith.

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned*, thereunto duly authorized.

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Sponsor of Goldman Sachs Physical Gold ETF

/s/ Michael Crinieri

Michael Crinieri

Global Head of Exchange Traded Funds

(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities* and on the dates indicated.

/s/ Michael Crinieri

Michael Crinieri

Global Head of Exchange Traded Funds

(Principal Executive Officer)

March 26, 2021

Garrett Stevens

Executive Officer

(Principal Executive Officer and

Principal Financial Officer)

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf

of the registrant and in the capacities* and on the dates indicated.

Garrett Stevens

Executive Officer

Garrett Stevens

Executive Officer)

Financial Officer

Financial and Principal Accounting Officer)

registrant is a trust and the person is signing in his capacity as an officer of Exchange Traded Concepts, LLC, the Administrative

Sponsor of the Registrant.

Mint Physical Gold ETF

STATEMENTS AS OF DECEMBER 31, 2019

Report of Independent Registered Public Accounting Firm

Audited Statements of Assets and Liabilities at December 31, 2019

Audited Statements of Operations for the Year Ended December 31, 2019

Audited Statements of Changes in Net Assets for the Year Ended December 31, 2019

Audited Financial Highlights for the Year Ended December 31, 2019

Audited Schedules of Investments at December 31, 2019

/s/ Joseph DiMaria

Joseph DiMaria

Managing Director

(Principal Financial and Accounting Officer)

March 26, 2021

The Registrant is a trust and the persons are signing in their capacities as Managing Directors of Goldman Sachs Asset Management, L.P., the Sponsor of the Registrant.

GOLDMAN SACHS PHYSICAL GOLD ETF

FINANCIAL STATEMENTS AS OF DECEMBER 31, 2020

Reports of Independent Registered Public Accounting Firms

Statements of Assets and Liabilities at December 31, 2020 and 2019

Schedules of Investments at December 31, 2020 and 2019

Statements of Operations for the Years Ended December 31, 2020 and 2019

Statements of Changes in Net Assets for the Years Ended December 31, 2020 and 2019

Financial Highlights for the Years Ended December 31, 2020 and 2019

Notes to Financial Statements

of Independent Registered Public Accounting Firm

the Directors of Exchange Traded Concepts, LLC, as the Administrative Sponsor, the Audit Committee Established, and Shareholders

of Perth Mint Physical Gold ETF:

on the Financial Statements

have audited the accompanying statements of assets and liabilities of Perth Mint Physical Gold ETF (the Trust), including

the schedules of investments, as of December 31, 2019 and 2018, the related statements of operations and changes in net assets

for the year ended December 31, 2019 and for the period July 26, 2018 (commencement of operations) to December 31,

2018, and the related notes (collectively, the financial statements) and the financial highlights for the year ended December 31,

2019 and for the period July 26, 2018 to December 31, 2018.

In our opinion, the financial statements and financial highlights

present fairly, in all material respects, the financial position of the Trust as of December 31, 2019, the results of its

operations, the changes in its net assets and the financial highlights for the year ended December 31, 2019 and for the period

July 26, 2018 to December 31, 2018, in conformity with U.S.

Report of Independent Registered Public Accounting Firm

Sponsor and Shareholders of Goldman Sachs Physical Gold ETF

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments,

of the Goldman Sachs Physical Gold ETF

(the “Trust”) as of December 31, 2020, and the related statements of operations and changes in net assets for the year then ended, including the related notes, and the financial highlights for the year ended December 31, 2020 (collectively referred to as the “financial statements”).

In our opinion, the

financial statements present fairly, in all material respects, the financial position of the Trust as of December 31, 2020, and the results of its operations, changes in its net assets, and the financial highlights for the year then ended

in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management.

Our responsibility is to express an opinion on the Trust’s financial statements based on our audit.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Trust in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit of these financial statements in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.

Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts

March 26, 2021

We have served as the Trust’s auditor since 2020.

Report of Independent Registered Public Accounting Firm

To the Directors of Exchange Traded Concepts, LLC, as the Administrative Sponsor, the Audit Committee Established, and Shareholders of Perth Mint Physical Gold ETF:

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of Perth Mint Physical Gold ETF (the Trust), including the schedules of investments, as of December 31, 2019, the related statements of operations and changes in net assets for the year ended December 31, 2019, and the related notes (collectively, the financial statements) and the financial highlights for the year ended December 31, 2019.

In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Trust as of December 31, 2019, the results of its operations, the changes in its net assets and the financial highlights for the year ended December 31, 2019, in conformity with U.S.

generally accepted accounting principles.

financial statements and financial highlights are the responsibility of the Trust’s management.

Our responsibility is to

express an opinion on these financial statements and financial highlights based on our audits.

We are a public accounting firm

registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with

respect to the Trust in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the

Securities and Exchange Commission and the PCAOB.

conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit

to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement,

whether due to error or fraud.

The Trust is not required to have, nor were we engaged to perform, an audit of its internal control

over financial reporting.

As part of our audits, we are required to obtain an understanding of internal control over financial

reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Trust’s management.

Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud.

The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.

Accordingly, we express no such opinion.

audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights,

whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a

test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights.

Our audits also

included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall

presentation of the financial statements and financial highlights.

We believe that our audits provide a reasonable basis for our

have served as the Trust’s auditor since 2018.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights.

We believe that our audit provides a reasonable basis for our opinion.

We served as the Trust’s auditor from 2018 to 2020.

Columbus, Ohio

March 13, 2020

Mint Physical Gold ETF

of Assets and Liabilities

Investment in gold, at fair value (cost $148,728,580 and $84,101,796 at December 31, 2019 and December 31, 2018, respectively)

$ 176,255,247

Custodial Sponsor fee payable

Goldman Sachs Physical Gold ETF

Statements of Assets and Liabilities

December 31, 2020

December 31, 2019

Investment in gold, at fair value (cost $ 430,705,448 and $ 148,728,580 , respectively)

Sponsor fee payable

Total liabilities

$ 176,228,842

Shares issued and outstanding (unlimited number

of shares authorized, no par value)

Shares issued and outstanding ( unli mi ted number of shares authorized, no par value)

Net asset value per Share

See notes to financial statements.

Mint Physical Gold ETF

of Operations

For the period

(commencement

of operations)

Custodial Sponsor fee

Goldman Sachs Physical Gold ETF

Schedules of Investments

December 31, 2020

% of Net Assets

Investment in gold, at fair value

Total Investments

Liabilities in excess of other assets

December 31, 2019

% of Net Assets

Investment in gold, at fair value

Total Investments

Liabilities in excess of other assets

See notes to financial statements.

Goldman Sachs Physical Gold ETF

Statements of Operations

Total expenses

1 unchanged sentence

Net realized and unrealized gain (loss)

Net realized gain (loss) on gold bullion distributed for redemptions

Net realized gain (loss) on gold transferred to pay expenses

Change in unrealized appreciation (depreciation) on investment in gold

Net realized gain (loss)

Net change in unrealized appreciation (depreciation) on investment in gold

Net realized and unrealized gain (loss) from operations

Net income per share

Average number of shares (in 000s)

Average number of shares

See notes to financial statements.

Mint Physical Gold ETF

of Changes in Net Assets

For the period

(commencement

of operations)

Goldman Sachs Physical Gold ETF

Statements of Changes in Net Assets

Net Assets, beginning of period

$ 1,228,250 (1)

Net creations (redemptions)

Net investment loss

Net realized gain (loss) from gold transferred to pay expenses

Change in unrealized appreciation on investment in gold

Net realized gain (loss)

Net change in unrealized appreciation investments in gold

Net Assets, end of period

$ 176,228,842

amount represents the initial deposit.

notes to financial statements.

Mint Physical Gold ETF

For the period

(commencement

of operations)

Per Share Performance (for a share outstanding throughout each period)

Net asset value per share, beginning of period

Net investment loss (b)

See notes to financial statements.

Goldman Sachs Physical Gold ETF

Financial Highlights

Per Share Performance (for a share outstanding throughout each year)

Net asset value per share, beginning of year

Net investment loss ( a

Net realized and unrealized gain (loss) on investment in gold

Change in net assets from operations

Net asset value per share, end of period

Market value per share, beginning of period (c)

Market value per share, end of period (c)

Total return, at net asset value (d)

Total return, at market value (d)

Ratio to average net assets

Net asset value per share, end of year

Market value per share, beginning of year

Market value per share, end of year

Total Return, at net asset value ( b

Total Return, at market value ( b

Net assets ($000’s)

Ratios to average net assets

Net investment loss

Total expenses

amount represents the initial deposit.

(b) Calculated

using average shares outstanding.

last bid price.

Return, at NAV is calculated assuming an initial investment made at the NAV at the beginning of the period, reinvestment of all

dividends and distributions at NAV during the period, and redemption of Shares on the last day of the period.

Total Return, at

NAV includes adjustments in accordance with U.S.

GAAP and as such, the NAV for financial reporting purposes and the returns based

upon those NAVs may differ from the NAVs and returns for shareholder transactions.

Total Return, at market value is calculated

assuming an initial investment made at the market value at the beginning of the period, reinvestment of all dividends and distributions

at market value during the period, and redemption of Shares at the market value on the last day of the period.

Not annualized

for periods less than one year, if applicable.

(e) Annualized.

Calculated using average shares outstanding.

Total Return, at NAV is calculated assuming an initial investment made at the NAV at the beginning of the period, reinvestment of all dividends and distributions at NAV during the period, and redemption of Shares on the last day of the period.

Total Return, at NAV includes adjustments in accordance with U.S.

GAAP and as such, the NAV for financial reporting purposes and the returns based upon those NAVs may differ from the NAVs and returns for shareholder transactions.

Total Return, at market value is calculated assuming an initial investment made at the market value at the beginning of the period, reinvestment of all dividends and distributions at market value during the period, and redemption of Shares at the market value on the last day of the period.

See notes to financial statements.

Mint Physical Gold ETF

of Investments

December 31, 2019

Investment in gold, at fair value

$ 148,728,580

$ 176,255,247

Total Investments

$ 148,728,580

$ 176,255,247

Liabilities in excess of other assets

$ 176,228,842

December 31, 2018

Investment in gold, at fair value

Total Investments

Liabilities in excess of other assets

(a) Amount is less than 0.005%.

Goldman Sachs Physical Gold ETF

Notes to Financial Statements

Mint Physical Gold ETF

to Financial Statements

Mint Physical Gold ETF (the “Trust”) is an investment trust formed on July 26, 2018 under New York law pursuant to

a Depository Trust Agreement (the “Trust Agreement”).

The Trust issues Perth Mint Physical Gold ETF Shares (the “shares”),

which represent units of fractional undivided beneficial interest in the Trust.

Gold Corporation (the “Custodial Sponsor”)

and Exchange Traded Concepts, LLC (the “Administrative Sponsor”

and, together with Custodial Sponsor, the “Sponsors”)

are the sponsors of the Trust.

The Custodial Sponsor has agreed to assume the payment of expenses incurred by the Trust, subject

to a Fee Cap, except for certain expenses such as litigation expenses, taxes and other governmental charges, and extraordinary

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

held by the Trust, as necessary.

Apart from its service as Custodial Sponsor, and pursuant to separate custodial agreements with

the Trustee (defined below), Gold Corporation is responsible for holding the Trust’s gold as well as receiving and converting

allocated and unallocated gold on behalf of the Trust.

The Administrative Sponsor generally oversees the performance of The Bank

of New York Mellon (the “Trustee”) and the Trust’s principal service providers, and is responsible for preparing or

causing to be prepared financial statements and certain periodic reports for the Trust, among other things.

The Trustee is responsible

for the day-to-day administration of the Trust.

Corporation, trading as the Perth Mint, is a Western Australian Government-owned statutory body corporate established under the

Gold Corporation Act 1987 (Western Australia) (the “Gold Corporation Act”).

Under section 22 of the Gold Corporation

Act, the payment of the cash equivalent of gold due, payable and deliverable by the Custodial Sponsor under the Gold Corporation

Act (including gold held by the Custodial Sponsor for the benefit of the Trust) 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 (the “Government Guarantee”).

Government Guarantee is subject to the claims-paying ability of the Government of Western Australia.

gold that the Trust holds includes London Bars (as defined in the Trust Agreement) and other gold products having a gold purity

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

The Trust issues shares in blocks of at least

25,000 shares called “Baskets”

in exchange for gold from certain registered broker-dealers or other securities market

participants (the “Authorized Participants”), which is then allocated as physical gold and safely stored by Gold Corporation,

in its capacity as custodian of the Trust’s gold (the “Custodian”).

The Trust issues and redeems Baskets on

an ongoing basis at net asset value (“NAV”

or “Net Asset Value”) to and from Authorized Participants who

have entered into a contract with the Administrative Sponsor and the Trustee.

Investors, may request to take delivery of physical

gold in exchange for their shares, at their option, by submitting their shares to the Custodial Sponsor in exchange for physical

Financial BD LLC is the initial Authorized Participant and contributed 1,000 ounces of gold in exchange for 100,000 shares on

July 24, 2018.

Goldman Sachs Physical Gold ETF (the “Trust”) is organized as a New York trust.

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 after the close of business on December 11, 2020 by Goldman Sachs Asset Management, L.P.

(the “Sponsor”) and The Bank of New York Mellon (the “Trustee”).

The Trust issues Goldman Sachs Physical Gold ETF Shares (the “Shares”), which represent units of fractional undivided beneficial interest in the Trust.

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.

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

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

JPMorgan Chase Bank, N.A.

(the “Custodian”) serves as the Custodian for the Trust’s gold bullion.

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.

Physical gold that the Trust holds consists of gold bullion that meets the specifications for “good delivery” gold bars (“London Good Delivery Standards”), including the specifications for weight, dimension, fineness (or purity), identifying marks and appearance of gold bars, set forth in the good delivery rules promulgated by the London Bullion Market Association (“LBMA”).

The Trust issues the Shares in blocks of at least 25,000 shares called “Baskets” in exchange for gold from certain registered broker-dealers or other securities market participants (the “Authorized Participants”), which is then allocated as physical gold and stored by the Custodian.

The Trust issues and redeems Baskets on an ongoing basis at net asset value (“NAV” or “Net Asset Value”) to and from Authorized Participants who have entered into a contract with the Sponsor and the Trustee.

Prior to December 14, 2020, Gold Corporation (the “Prior Custodial Sponsor”) and Exchange Traded Concepts, LLC (the “Prior Administrative Sponsor” and, together with the Prior Custodial Sponsor, the “Prior Sponsors”) were the sponsors of the Trust.

The Prior Custodial Sponsor performed assaying of gold and other services relating to the safe custody of gold held by the Trust.

Apart from its service as Prior Custodial Sponsor, and pursuant to separate custodial agreements with the Trustee (defined below), Gold Corporation was responsible for holding the Trust’s gold as well as receiving and converting allocated and unallocated gold on behalf of the Trust.

The Prior Administrative Sponsor generally oversaw the performance of the Trustee and the Trust’s principal service providers.

Gold Corporation, trading as the Perth Mint, is a Western Australian Government-owned statutory body corporate established under the Gold Corporation Act 1987 (Western Australia) (the “Gold Corporation Act”).

Under section 22 of the Gold Corporation Act, the payment of the cash equivalent of gold due, payable and deliverable by the Prior Custodial Sponsor under the Gold Corporation Act (including gold held by the Prior Custodial Sponsor for the benefit of the Trust) was guaranteed by the Treasurer of Western Australia, in the name and on behalf of the Crown in right of the State of Western Australia (the “Government Guarantee”).

The Government Guarantee was subject to the claims-paying ability of the Government of Western Australia.

Virtu Financial BD LLC was the initial Authorized Participant and contributed 1,000 ounces of gold in exchange for 100,000 shares on July 24, 2018.

At contribution, the value of the gold deposited with the Trust was based on the price of an ounce of gold of $ 1,228.35 .

The price of an ounce of gold was determined consistent with the method described in Note 2.2.

The Trust commenced operations

on July 26, 2018.

primary objective of the Trust is to provide investors with an opportunity to invest in gold through the shares the Trust issues,

referred to as Perth Mint Physical Gold ETF Shares, and have the gold securely stored by the Custodial Sponsor.

An additional

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.

The Trust commenced operations 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.

The Trust is not actively-managed.

The shares trade on the NYSE Arca Marketplace (“NYSE Arca”) under the symbol “AAAU.”

Trust’s fiscal year-end is December 31.

The shares trade on the NYSE Arca Marketplace (“NYSE Arca”) under the symbol “AAAU.”

The Trust’s fiscal year-end

is December 31.

SIGNIFICANT ACCOUNTING POLICIES

preparing financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”),

management of the Administrative Sponsor makes estimates and assumptions that affect the reported amounts of assets, liabilities

and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amount of

revenue and expenses reported during the period.

In preparing financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”), management of the Sponsor makes estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amount of revenue and expenses reported during the period.

Actual results could differ from these estimates.

following is a summary of significant accounting policies followed by the Trust.

The following is a summary of significant accounting policies followed by the Trust.

Basis of Presentation

Administrative Sponsor has determined that the Trust falls within the scope of Financial Accounting Standards Board (“FASB”)

Accounting Standards Codification (“ASC”) 946, Financial Services - Investment Companies, and has concluded that for

reporting purposes, the Trust is classified as an Investment Company.

The Trust is not registered as an investment company under

the Investment Company Act of 1940 and is not required to register under such act.

The Sponsor has determined that the Trust falls within the scope of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services—Investment Companies, and has concluded that solely for reporting purposes (and not for any other purpose), the Trust is classified as an Investment Company (as defined in ASC 946).

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

Valuation of Gold

Trust follows the provisions of ASC 820, Fair Value Measurements (“ASC 820”).

ASC 820 provides guidance for determining

fair value and requires increased disclosure regarding the inputs to valuation techniques used to measure fair value.

defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

is held by the Custodial Sponsor, as custodian on behalf of the Trust, at Gold Corporation’s vaulting facilities, generally in

Perth Australia, or such other locations where the Custodial Sponsor may maintain vaulting facilities from time to time.

is initially and subsequently recognized at its fair value, based on the London Bullion Market Association (“LBMA”)

PM Gold Price.

LBMA PM Gold Price is set at 3:00 p.m.

London time via an auction independently operated and administered by ICE Benchmark Administration

The price is set in U.S.

dollars per fine troy ounces.

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

New York time, the

Trustee will value the gold held by the Trust and will determine the Net Asset Value of the Trust.

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) and cash, if any, less liabilities of the Trust, which include estimated accrued but unpaid fees, expenses and

other liabilities.

The Trust follows the provisions of ASC 820, Fair Value Measurements (“ASC 820”).

ASC 820 provides guidance for determining fair value and requires increased disclosure regarding the inputs to valuation techniques used to measure fair value.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

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 will value the gold held by the Trust and will determine the Net Asset Value of the Trust.

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.

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;

similarly, the value of up to 430 fine ounces

of unallocated gold the Trust may hold is calculated by multiplying the number of fine ounces with the price of gold determined

by the Trustee as follows:

the Trustee values the gold held by the Trust based on the LBMA PM Gold Price, or the LBMA AM Gold

Price, if such day’s LBMA PM Gold Price is not available.

If no LBMA PM Gold Price is available for the day, the Trustee will

value the Trust’s gold based on the most recently announced LBMA PM Gold Price or LBMA AM Gold Price.

If the Custodial Sponsor

determines that such price is inappropriate to use, it shall identify an alternate basis for evaluation to be employed by the

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.

the Trustee nor the Sponsors are liable to any Person for the determination that the most recently announced LBMA PM Gold Price

(or other benchmark price) is not appropriate as a basis for evaluation of the gold held or receivable by the Trust or for any

determination as to the alternative basis for evaluation, provided that such determination is made in good faith.

Once the value

of gold has been determined, the Trustee will subtract all estimated accrued but unpaid fees, expenses and other liabilities of

the Trust from the total value of gold and any other assets of the Trust (other than any amounts credited to the Trust’s reserve

account), including cash, if any.

The resulting figure is the Net Asset Value of the Trust.

The Trustee will also determine the

Net Asset Value per share by dividing the Net Asset Value of the Trust by the number of 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).

820 establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value.

The three levels of inputs

Unadjusted quoted prices in active markets for identical assets or liabilities that the Trust has the ability to access.

Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly

or indirectly.

These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments

and similar data.

Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing

the Trust’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that

would be based on the best information available.

Trustee categorizes the Trust’s investment in gold as a Level 1 asset within the ASC 820 hierarchy.

There were no transfers between

Level 1 and other Levels for the year ended December 31, 2019.

similarly, the value of up to 430 fine ounces of unallocated gold the Trust may hold is calculated by multiplying the number of fine ounces with the price of gold determined by the Trustee.

The Trustee values the gold held by the Trust based on the LBMA Gold Price PM.

The LBMA Gold Price PM is set at 3:00 p.m.

London time via an auction independently operated and administered by ICE Benchmark Administration (“IBA”).

The price is set in U.S.

dollars per fine troy ounce (“fine ounce”).

If no LBMA Gold Price PM is available for the day, the Trustee will value 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 represent fairly the commercial value of the Trust’s gold.

GAAP defines the fair value of a financial instrument as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price);

the Trust’s policy is to use the market approach.

GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The levels used for classifying investments are not

necessarily an indication of the risk associated with investing in these investments.

The three levels of the fair value hierarchy are described below:

Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Prices or valuations that require significant unobservable inputs (including Sponsor’s assumptions in determining fair value measurement).

The Trustee categorizes the Trust’s investment in gold as a Level 1 asset within the ASC 820 hierarchy.

Expenses, Realized Gains and Losses

Trust’s only ordinary recurring fee is expected to be the fee paid to the Custodial Sponsor, which will accrue daily at an annualized

rate equal to 0.18% of the daily Net Asset Value of the Trust, paid monthly in arrears (the “Custodial Sponsor Fee”).

The Custodial Sponsor Fee is accrued in and payable in gold.

The Custodial Sponsor Fee is subsequently measured at the fair value

of gold accrued with any gain or loss recorded in the Statements of Operations.

Realized gains and losses result from the transfer

of gold for share redemptions and are recognized on a trade date basis as the difference between the fair value and cost of gold

The Trust’s only ordinary recurring fee is expected to be the fee paid to the Sponsor, which will accrue daily at an annualized rate equal to 0.18 % of the daily Net Asset Value of the Trust, paid monthly in arrears (the “Sponsor Fee”).

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.

With respect to the fees payable to the Prior Sponsors, which were payable in gold, such fees were subsequently measured at the fair value of gold accrued with any gain or loss recorded in the Statements of Operations.

Realized gains and losses result from the transfer of gold for share redemptions and are recognized on a trade date basis as the difference between the fair value and cost of gold

The cost of gold is determined using the specific identification method.

Gold Receivable and Payable

receivable or payable represents the quantity of gold covered by contractually binding orders for the creation or redemption of

Shares respectively, where the gold has not yet been transferred to or from the Trust’s account.

Generally, ownership of the gold

is transferred within two business days of the trade date.

Gold receivable or payable represents the quantity of gold covered by contractually binding orders for the creation or redemption of shares respectively, where the gold has not yet been transferred to or from the Trust’s account.

Generally, ownership of the gold is transferred within two business days of the trade date.

Creations and Redemptions of Shares

Trust issues and redeems shares in one or more blocks of at least 25,000 shares (a block of 25,000 shares is called a “Basket”)

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.

to create or redeem Baskets may be placed only by Authorized Participants.

An Authorized Participant must:

(1) be a registered

broker-dealer or other securities market participant, such as a bank or other financial institution, which, but for an exclusion

from registration, would be required to register as a broker-dealer to engage in securities transactions, (2) be a participant

in DTC, and (3) have an agreement with Gold Corporation, as the Trust’s custodian, or a LBMA gold clearing bank approved by Gold

Corporation establishing an account or have an existing account meeting certain standards.

To become an Authorized Participant,

a person must enter into an Authorized Participant Agreement with the Administrative Sponsor and the Trustee.

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.

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 affect any sale or resale of shares.

in the shares during the year ended December 31, 2019 are:

Balance at December 31,

Balance at December 31, 2019

The Trust issues and redeems Shares in one or more blocks of at least 25,000 shares (a block of 25,000 shares is called a “Basket”) 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.

Orders to create or redeem Baskets may be placed only by Authorized Participants.

To become an Authorized Participant, a person must enter into an Authorized Participant Agreement with the Administrative Sponsor and the Trustee.

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.

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 a Sponsor or the Trust, and no such person has any obligation or responsibility to a Sponsor or the Trust to affect any sale or resale of shares.

Changes in the shares during the years ended December

31, 2020 and 2019 are:

Beginning Share Balance

Creations (representing 693 and

baskets, respectively)

Redemptions (representing 72 and –

baskets, respectively)

Ending Share Balance

Organizational Costs

costs of the Trust’s organization are borne directly by the Custodial Sponsor.

The Trust is not obligated to reimburse the Custodial

Sponsor for these costs.

Trust is classified as a “grantor trust”

for United States federal income tax purposes.

As a result, the Trust itself

is not subject to United States federal income tax.

Instead, the Trust’s income, gain, losses, and expenses will “flow through”

to the shareholders, and the Trustee reports these to the Internal Revenue Service on that basis.

Administrative Sponsor evaluates tax positions taken or expected to be taken in the course of preparing the Trust’s tax returns

to determine whether the tax positions are “more-likely-than-not”

to be sustained by the applicable tax authority.

Tax positions not deemed to meet that threshold would be recorded as an expense in the current year.

The Trust is required to

analyze all open tax years.

Open tax years are those years that are open for examination by the relevant income taxing authority.

As of December 31, 2019, the 2018 and 2019 tax years are open for examination.

There is no examination in progress at year end.

New Accounting Pronouncement

August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820):

Disclosure Framework—Changes

to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”).

The update provides guidance that eliminates,

adds and modifies certain disclosure requirements for fair value measurements.

ASU 2018-13 will be effective for annual periods

beginning after December 15, 2019.

Early adoption is permitted.

Management of the Administrative Sponsor does not currently expect

these changes to have a material impact to future financial statements.

The costs of the Trust’s organization were borne directly by the Prior Custodial Sponsor.

The Trust is not obligated to reimburse the Prior Custodial Sponsor for these costs.

The Trust is classified as a “grantor trust” for United States federal income tax purposes.

As a result, the Trust itself is not subject to United States federal income tax.

Instead, the Trust’s income, gain, losses, and expenses will “flow through” to the shareholders, and the Trustee reports these to the Internal Revenue Service on that basis.

The Sponsor has analyzed applicable tax laws and regulations and their application to the Trust as of December 31, 2020 and does not believe that there are any uncertain tax positions that require recognition of a tax liability.

INVESTMENT IN GOLD

following represents the changes in ounces of gold and the respective fair value during the year ended December 31, 2019:

The following represents the changes in ounces of gold and the respective fair value during the years ended December 31, 2020 and 2019:

Balance at December 31, 2019

Net realized gain (loss) from gold bullion distributed for redemptions

Transfer of gold to pay expenses

Net realized gain (loss) from gold transferred to pay expenses

Change in unrealized appreciation (depreciation) on investment in gold

Balance at December 31, 2020

$ 176,255,247

RELATED PARTIES - CUSTODIAL SPONSOR, ADMINISTRATIVE SPONSOR, TRUSTEE, CUSTODIAN AND MARKETING FEES

fee is paid to the Custodial Sponsor as compensation for services performed under the Trust Agreement.

In exchange for the Custodial

Sponsor’s fee, the Custodial Sponsor has agreed to assume and be responsible for the payment of the following expenses, up to

a maximum amount equal to the greater of $500,000 per annum and the amount that is equal to 0.15% total value of the gold held

by the Trust, as determined by the Trustee on each business day, plus the value of all other assets of the Trust (other than any

amount credited to the Trust’s reserve account), including cash, if any (the “Fee Cap”):

the Administrative Sponsor’s

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;

the marketing expenses of the

Balance at December 31, 2018

Transfer of gold to pay expenses

Change in unrealized appreciation (depreciation) on investment in gold

Balance at December 31, 2019

RELATED PARTIES –SPONSOR, TRUSTEE, CUSTODIAN AND MARKETING FEES

A fee is paid to the Sponsor as compensation for services performed under the Trust Agreement.

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;

registration fees associated with the Trust charged by the SEC;

and mailing costs;

printing and mailing costs;

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.

The 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.

The Custodial Sponsor’s

fee is payable at an annualized rate of 0.18% of the Trust’s Net Asset Value, accrued in gold on a daily basis computed on the

prior business day’s Net Asset Value and paid in gold monthly in arrears.

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.

of the Trustee may from time to time act as Authorized Participants or purchase or sell gold or Trust shares for their own account,

as agent for their customers and for accounts over which they exercise investment discretion.

may exchange their shares for gold by delivering their shares to Gold Corporation.

The procedures for exchanging shares for gold

are set forth in the Trust’s prospectus.

Gold Corporation may decline to approve an investor’s application for an exchange of

shares for gold for any reason, in its sole discretion.

Further, Gold Corporation may suspend or reject the exchange of shares

for gold during any period while regular trading on the NYSE Arca is suspended or restricted, in which an emergency exists that

makes it reasonably impracticable to deliver, dispose of, or evaluate gold, or for such other period as Gold Corporation may deem

necessary or advisable including due to the inability to transport gold or the lack of liquidity in the market.

The delivery of

gold in exchange for shares shall be suspended in the event Gold Corporation resigns as the Custodial Sponsor or if Gold Corporation

is otherwise unable or unwilling to accept applications from investors to take delivery of gold.

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’s fee is payable at an annualized rate of 0.18 % of the Trust’s Net Asset Value, accrued on a daily basis computed on the prior business day’s Net Asset Value and paid in cash monthly in arrears.

The Fee Cap is a maximum amount equal to the greater of $ 500,000 per annum and the amount that is equal to 0.15 % total value of the gold held by the Trust, as determined by the Trustee on each business day, plus the value of all other assets of the Trust (other than any amount credited to the Trust’s reserve account), including cash, if any.

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.

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

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

CONCENTRATION OF RISK

Trust’s sole business activity is the investment in gold bullion.

The Trust’s sole business activity is the investment in gold bullion.

Several factors could affect the price of gold:

(i) global gold

supply and demand, which is influenced by such factors as forward selling by gold producers, purchases made by gold producers

to unwind gold hedge positions, central bank purchases and sales, and production and cost levels in major gold-producing countries,

and new production projects;

(ii) investors’

expectations regarding future inflation rates;

(i) global gold supply and demand, which is influenced by such factors as forward selling by gold producers, purchases made by gold producers to unwind gold hedge positions, central bank purchases and sales, and production and cost levels in major gold-producing countries, and new production projects;

(ii) investors’ expectations regarding future inflation rates;

(iii) currency exchange rate volatility;

1 unchanged sentence

and (v) political, economic, global or regional incidents.

In addition, there is no assurance that

gold will maintain its long-term value in terms of purchasing power in the future.

In the event that the price of gold declines,

the Sponsors expect the value of an investment in the shares to decline proportionately.

Each of these events could have a material

effect on the Trust’s financial position and results of operations.

In addition, there is no assurance that gold will maintain its long-term value in terms of purchasing power in the future.

In the event that the price of gold declines, the Sponsor expects the value of an investment in the shares to decline proportionately.

Each of these events could have a material effect on the Trust’s financial position and results of operations.

INDEMNIFICATION

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 agreement.

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.

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

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.

addition, the Trustee or a Sponsor may, in its sole discretion, undertake any action that it may deem necessary or desirable in

respect of the Trust Agreement and in such event, the reasonable legal expenses and costs and other disbursements of any such

actions shall be expenses and costs of the Trust and the Trustee or such Sponsor, as the case may be, shall be entitled to reimbursement

by the Trust.

The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be

made against the Trust that have not yet occurred.

The Trust Agreement provides that the Trustee, its directors, officers, employees, shareholders, agents and affiliates (as defined under the Securities Act of 1933, as amended) 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 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.

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.

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

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.

In addition, the Trustee or the Sponsor may, in its sole discretion, undertake any action that it may deem necessary or desirable in respect of the Trust Agreement and in such event, the reasonable legal expenses and costs and other disbursements of any such actions shall be expenses and costs of the Trust and the Trustee or the Sponsor, as the case may be, shall be entitled to reimbursement by the Trust.

The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred.

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 9A. Controls and Procedures