What changed in this filing

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Item 1. Business

2021-11-24 compared with 2020-11-23 · 39 added, 36 removed, 515 unchanged (13% of the section changed)

95 unchanged sentences

As a result, virtually all the gold that has ever been mined still exists today in one form or another.

Gold Focus 2020

estimates that in 2019, 2,368 tonnes were added to existing above-ground stocks of gold.

World Gold Supply and Demand (2015—2019)

The following table is a summary of the world gold supply and demand for the past 5 years.

1 unchanged sentence

World Gold Supply and Demand (2016—2020)

Global Gold Summary/Demand Summary (2)(3)

World Gold Supply and Demand, 2016-2020

Mine Production

21 unchanged sentences

Gold demand generally comes from four sources:

jewelry, industry (including medical

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 53% of the identifiable demand from 2016 through 2020 followed by net physical investment, which represents identifiable investment demand, which accounted for approximately 26%.

Gold Focus 2021

is published by Metals Focus, Ltd.

1 unchanged sentence

Metals Focus Data Ltd., an affiliate of the Sponsor, provides the supply and demand data to Metals Focus, Ltd.

When used in this annual report “tonne” refers to one metric tonne, which is equivalent to 1,000 kilograms or 32,151 troy ounces.

Gold Focus 2020.

Totals may vary due to rounding.

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%.

When used in this prospectus “tonne” refers to one metric tonne, which is equivalent to 1,000 kilograms or 32,151 troy ounces.

Gold demand is widely dispersed throughout the world with significant contributions from India and China.

2 unchanged sentences

Between 2016 and 2020, according to Gold Focus 2021

, central bank purchases averaged 531 tonnes each year.

, central bank purchases averaged 460 tonnes.

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.

1 unchanged sentence

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.

(“OTC”) transactions in spot, forwards, and options and other derivatives, together with exchange-traded futures and options.

Global Over-the-Counter

32 unchanged sentences

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.

http://www.lbma.org.uk/aboutmembership

In the OTC market, the standard size of gold trades ranges between 5,000 and 10,000 ounces.

2 unchanged sentences

Cost indicators can be obtained from various information service providers as well as dealers.

http://www.lbma.org.uk/aboutmembership

Liquidity in the OTC market can vary from time to time during the course of the 24-hour

21 unchanged sentences

Many long-term contracts are expected to be priced on the basis of either the morning (AM) or afternoon (PM) LBMA Gold Price, and many market participants are expected to refer to one or the other of these prices when looking for a basis for valuations.

Participants in the IBA auction process submit anonymous bids and offers which are published on screen and in real-time.

Throughout the auction process, aggregated gold bids and offers are updated in real-time with the imbalance calculated and the price updated every 45 seconds until the buy and sell orders are matched.

When the net volume of all participants falls within a pre-determined

tolerance, the auction is deemed complete and the applicable LBMA Gold Price is published.

Information about the auction process (such as aggregated bid and offer volumes) will be immediately available after the auction on the IBA’s website.

The Financial Conduct Authority (the “FCA”) in the U.K.

1 unchanged sentence

Futures Exchanges

Although GLDM 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 most significant gold futures exchange is the COMEX, part of the CME Group.

It began to offer trading in gold futures contracts in 1974, and for most of the period since that date, it has been the largest exchange in the world for trading precious metals futures and options.

It began to offer trading in gold futures contracts in 1974, and for most of the period since that date, it has been the largest

exchange in the world for trading precious metals futures and options.

The Tokyo Commodity Exchange (the “TOCOM”) is another significant futures exchange and has been trading gold since 1982.

1 unchanged sentence

Trading costs are negotiable.

As a matter of practice, only a small percentage of the

futures market turnover ever comes to physical delivery of the gold represented by the contracts traded.

As a matter of practice, only a small percentage of the futures market turnover ever comes to physical delivery of the gold represented by the contracts traded.

Both exchanges permit trading on margin.

1 unchanged sentence

Both the COMEX and the TOCOM operate through a central clearance system, and in each case, the exchange acts as a counterparty for each member for clearing purposes.

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 Gold Exchange and the Shanghai Futures Exchange.

Other commodity exchanges include, the Multi Commodity Exchange of India (“MCX”), the Shanghai Futures Exchange, the Shanghai Gold Exchange, ICE Futures US (the “ICE”), and the Dubai Gold & Commodities Exchange.

The ICE and CME Group are members of the Intermarket Surveillance Group (“ISG”).

Market Regulation

13 unchanged sentences

Authorized Participants are the only persons that may place orders to create and redeem Creation Units.

To become an Authorized Participant, a person must enter into a Participant Agreement with the

Administrator.

To become an Authorized Participant, a person must enter into a Participant Agreement with the Administrator.

The Participant Agreement and the related procedures attached thereto may be amended by the Administrator and the Sponsor without the consent of any shareholder or Authorized Participant.

6 unchanged sentences

Morgan Securities LLC, Merrill Lynch Professional Clearing Corp., Morgan Stanley & Co.

LLC, UBS Securities LLC and Virtu Americas LLC.

LLC, UBS Securities LLC, Virtu Americas LLC and HSBC Securities (USA) Inc.

An updated list of Authorized Participants can be obtained from the Administrator or the Sponsor.

10 unchanged sentences

The Custodian will use commercially reasonable efforts to complete the transfer of gold bullion to the GLDM Allocated Account prior to the time by which the Administrator is to credit the Creation Unit to the Authorized Participant’s DTC account;

if, however, such transfers have not been completed by such time, the number of Creation Units ordered will be delivered against receipt of the gold bullion deposit amount in the GLDM Unallocated Account, and all shareholders will be exposed to the risks of unallocated gold bullion to the extent of that gold bullion deposit amount until the Custodian completes the allocation process.

the allocation process.

See “Risk Factors—Risks Related to the Custody of Gold—Gold bullion held in GLDM’s unallocated gold bullion account and any Authorized Participant’s unallocated gold bullion account is not segregated from the Custodian’s assets.”

30 unchanged sentences

The Authorized Participant and GLDM are each at risk in respect of gold bullion credited to their respective unallocated accounts in the event of the Custodian’s insolvency.

See “Risk Factors—Risks

Related to the Custody of Gold—Gold bullion held in GLDM’s unallocated gold bullion account and any Authorized Participant’s unallocated gold bullion account is not segregated from the Custodian’s assets.”

Suspension or Rejection of Redemption Orders

18 unchanged sentences

All gold bullion allocated to GLDM must conform to the rules, regulations, practices and customs of the LBMA, and the Custodian must replace any nonconforming gold bullion with conforming gold bullion as soon as practical.

The gold bullion bars in an allocated gold bullion account are specific to that account and are identified by a list which shows, for each gold bullion bar, the refiner, assay or fineness, serial number and gross

and fine weight.

Gold bullion held in GLDM’s allocated account is the property of GLDM and is not traded, leased or loaned under any circumstances.

20 unchanged sentences

The Sponsor (so long as the Sponsor is WGC AM) and GLDM may, subject to confidentiality restrictions, review this insurance coverage, and the Custodian will provide the Trust with evidence of the Custodian’s insurance at GLDM’s request within 10 business days following the end of the calendar year.

GLDM will not be a beneficiary of any such insurance and does not have the ability to dictate the nature

or amount of the coverage.

GLDM will not be a beneficiary of

any such insurance and does not have the ability to dictate the nature or amount of the coverage.

Therefore, shareholders cannot be assured that the Custodian maintains adequate insurance or any insurance with respect to the gold bullion held by the Custodian on behalf of GLDM.

82 unchanged sentences

federal income tax purposes.

There can be no assurance that the Internal Revenue Service (“IRS”) will agree with that treatment, and it is possible that the IRS or another tax authority could assert a position contrary thereto and that a court could sustain that contrary position.

There can be no assurance that the Internal Revenue Service (“IRS”) will agree with that treatment, and it is possible that the IRS

or another tax authority could assert a position contrary thereto and that a court could sustain that contrary position.

If GLDM were found not to be taxable as a “grantor trust,” the Sponsor would likely terminate and liquidate GLDM.

20 unchanged sentences

A redemption of some or all of a Shareholder’s Shares in exchange for the underlying gold bullion represented by the Shares redeemed generally will not be a taxable event to the Shareholder.

Shareholder’s tax basis for the gold bullion received in the redemption generally will be the same as the Shareholder’s tax basis for the portion of his, her or its pro rata share of the gold bullion held in GLDM immediately prior to the redemption that is attributable to the Shares redeemed.

The Shareholder’s holding period with respect to the gold bullion received should include the period during which the Shareholder held the Shares redeemed.

The Shareholder’s tax basis for the gold bullion received in the redemption generally will be the same as the Shareholder’s tax basis for the portion of his, her or its pro rata share of the gold bullion held in GLDM immediately prior to the redemption that is attributable to the Shares redeemed.

The Shareholder’s

holding period with respect to the gold bullion received should include the period during which the Shareholder held the Shares redeemed.

A subsequent sale of the gold bullion received by the Shareholder will be a taxable event for U.S.

24 unchanged sentences

A similar tax will apply to certain shareholders that are estates or trusts.

Shareholders are urged to consult their tax advisors regarding the effect, if any, this law may have on

an investment in the Shares.

Shareholders are urged to consult their tax advisors regarding the effect, if any, this law may have on an investment in the Shares.

Brokerage Fees and Trust Expenses

65 unchanged sentences

ERISA AND RELATED CONSIDERATIONS

are subject to ERISA or the Code section 4975, including individual retirement accounts and annuities, retirement plans for self-employed individuals (Keogh plan), and certain collective investment funds or insurance company general or separate accounts in which such plans or arrangements are invested (collectively, the “Plans”), and on persons who are fiduciaries with respect to the investment of assets treated as “plan assets” of a Plan.

The Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and Code section 4975 impose certain requirements on employee benefit plans and certain other plans and arrangements that are subject to ERISA or the Code section 4975, including IRAs and annuities, retirement plans for self-employed individuals (so-called

Keogh plans), and certain collective investment funds and insurance company general or separate accounts in which such plans or arrangements are invested (collectively, the “Plans”), and on persons who are fiduciaries with respect to the investment of assets treated as “plan assets” of a Plan.

plans, government plans and some church plans are not subject to the fiduciary responsibility provisions of ERISA or the provisions of Code section 4975, but may be subject to substantially similar rules under state, federal or other law (“Similar Law”).

In contemplating an investment of a portion of Plan assets in Shares, the Plan fiduciary responsible for making such investment should carefully consider, taking into account the facts and circumstances of the Plan, the “Risk Factors” discussed below and whether such investment is consistent with its fiduciary responsibilities, including, but not limited to (1) whether the fiduciary has the authority to make the investment under the appropriate governing plan instrument;

investment under the appropriate governing plan instrument;

(2) whether the investment would constitute a direct or indirect non-exempt

“prohibited transaction” with a “party in interest” or “disqualified person,” as described in ERISA section 406 of ERISA or Code section 4975, as applicable;

“prohibited transaction” with a “party in interest” or “disqualified person,” as described in ERISA section 406 or Code section 4975, as applicable;

(3) the Plan’s funding objectives;

1 unchanged sentence

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