ANZ ETFS Physical Gold ETF (ZGOL) A class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme

Transcription

1 ANZ ETFS Physical Gold ETF (ZGOL) A class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme ARSN: Supplementary Product Disclosure Statement Date issued 2 May 2016 Responsible Entity ANZ ETFS Management (AUS) Limited ABN AFSL No This is the second Supplementary Product Disclosure Statement ( SPDS ) for the ANZ ETFS Physical Gold ETF (ZGOL), a class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme (the Fund ) Product Disclosure Statement ( PDS ) dated 25 May The issuer of this SPDS and the PDS is ANZ ETFS Management (AUS) Limited ( ANZ ETFS ) (ABN AFSL No ), which is the responsible entity of, and issuer of Units in, the Funds. This SPDS has been lodged with ASIC. Neither ASIC nor ASX Limited take any responsibility for the contents of this SPDS. This SPDS should be read in conjunction with the PDS, and the first Supplementary Product Disclosure Statement dated 12 June If you receive this SPDS electronically, ANZ ETFS will provide you with a paper copy free of charge upon request. The purpose of this SPDS is to update the PDS by making changes to certain definitions and settlement procedures, in order to accommodate the change from a T+3 to a T+2 settlement cycle for cash market trades by the ASX. Please contact ANZ ETFS on (02) or info@anzetfs.com if you have any questions regarding this change to the PDS. The following changes are made to the PDS by this SPDS: 1. A change to the description of the "Metal Sale Method" as it appears in Section 6 "Trading in Metal Interests" of the PDS The final sentence of the first paragraph under the subheading "Metal Sale Method" as it appears in Section 6 "Trading in Metal Interests" of the PDS will be deleted and replaced with:

2 2 "Once the proceeds are received, they will be paid in US dollars (or in Australian dollars if through CHESS), less any Sale Costs (which for Holders who are not Authorised Participants will be capped at a maximum of $500), on the Settlement Date, that is, generally on a T+2 basis." 2. Several changes to the definition of Settlement Date as it appears in the Glossary of the PDS Subparagraph (a)(i) of the definition of Settlement Date as it appears in the Glossary will deleted and replaced with: "the second ASX Business Day (T+2) following the relevant Dealing Day (T); provided that there has been at least one Delivery Day between the Dealing Day and such day otherwise it shall be the ASX Business Day following the next Delivery Day; or" Subparagraph (b)(i) of the definition of Settlement Date as it appears in the Glossary will deleted and replaced with: "the second ASX Business Day (T+2) following the Dealing Day which is also a Western Australia Business Day; provided that there has been at least one Delivery Day between the Dealing Day and such day otherwise it shall be the ASX Business Day which is also a Western Australia Business Day following the next Delivery Day;"

3 ANZ ETFS Physical Gold ETF A class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme ARSN Supplementary Product Disclosure Statement Date issued 12 June 2015 Responsible Entity ANZ ETFS Management (AUS) Limited ABN AFSL No This is a Supplementary Product Disclosure Statement ( SPDS ) for the ANZ ETFS Physical Gold ETF, a class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme (the Fund ) Product Disclosure Statement ( PDS ) dated 25 May The issuer of the SPDS and PDS is ANZ ETFS Management (AUS) Limited ( ANZ ETFS ) (ABN AFSL No ), which is the responsible entity of, and issuer of Metal Interests in, the Fund. This SPDS should be read in conjunction with the PDS. If you receive this SPDS electronically, ANZ ETFS will provide you with a paper copy free of charge upon request. The purpose of this SPDS is to update the PDS in relation to: 1. A change to the definition of the term "LBMA AM Gold Price" as it appears in the Section 11 - Glossary of the PDS. Please contact ANZ ETFS on (02) or info@anzetfs.com if you have any questions regarding this change to the PDS. 1. Change of definition of LBMA AM Gold Price The definition of "LBMA AM Gold Price" as it appears in Section 11 - Glossary of the PDS is to be replaced with: "LBMA AM Gold Price means the morning session of the twice daily fix of the price of an Ounce of gold calculated by IBA and published by the LBMA, or any benchmark as acceptable and approved under the requirements of the Code."

4 PRODUCT DISCLOSURE STATEMENT ANZ ETFS Physical Gold ETF (ZGOL) A class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme 25 May 2015 ANZ ETFS Physical Precious Metals Scheme Issuer and Responsible Entity: ANZ ETFS Management (AUS) Limited ACN AFSL No i

5 IMPORTANT INFORMATION IMPORTANT NOTICE TO RECIPIENT ABOUT THIS DOCUMENT This Product Disclosure Statement ( PDS ) is dated 25 May 2015 and has been prepared by ANZ ETFS Management (AUS) Limited ACN and AFSL number , ( ANZ ETFS ) or (the Responsible Entity ) who is responsible for its content. This PDS sets out information and is an offer document for the ANZ ETFS Physical Gold ETF ETF, a class of Metal Interests of the ANZ ETFS Physical Precious Metals Scheme. The ANZ ETFS Physical Precious Metals Scheme is a registered managed investment scheme and a copy of this PDS has been filed with the Australian Securities and Investments Commission ( ASIC ). Under the terms of the Trust Deed, the Responsible Entity may issue one or more classes of Metal Interests. This PDS relates to the issue of a class of Metal Interests known as the ANZ ETFS Physical Gold ETF class, where the Asset held in each Separate Trust will be physical gold bullion. A reference in this PDS to a Metal Interest is a reference to a Metal Interest in the ANZ ETFS Physical Gold ETF class of Metal Interests over gold bullion. Investments in Metal Interests are not deposits with, or liabilities of, Australia and New Zealand Banking Group Limited ( ANZ ) or any member of the ANZ Group and are subject to investment risk, including possible delays in repayment and loss of income and principal invested. Neither ANZ, ANZ ETFS, ETF Securities Limited nor any other member of the ANZ Group or ETF Securities Group guarantees the performance of any products issued by ANZ ETFS or the repayment of capital or any particular rate of return therefrom. As at the date of this document no Metal Interests in the Fund are quoted for trading on the ASX. An application has been made to the ASX for Metal Interests to be traded on the ASX under the AQUA Rules. A copy of this PDS has been lodged with both ASIC and ASX. No responsibility as to the contents of this PDS is taken by ASIC or ASX. ABOUT THE OFFER Creation Requests for Metal Interests of the Fund are only available to Authorised Participants who have been authorised as trading participants under the ASX Operating Rules. The offer contained within this PDS is therefore made to Authorised Participants only. Any other investors may not apply for Metal Interests in the Fund via this PDS, however Metal Interests can be purchased in the secondary market on the ASX via a broker, investment advisor or ASX participant. Although non-authorised Participants cannot submit Creation Requests under this PDS, the PDS may be used for information purposes. This PDS does not constitute an offer or invitation in relation to the Fund in any place in which, or to any person to whom, it would not be lawful to make that offer or invitation. The distribution of this PDS may be restricted by laws of places where it is distributed and therefore persons into whose possession this PDS comes (including nominees, trustees or custodians) should seek advice on and observe those restrictions. Failure to comply with relevant restrictions may violate those laws. No cooling off period applies to investment in the Fund. Information in this document is subject to change from time to time. To the extent that the change is not materially adverse to Holders, it may be updated by the Issuer posting a notice of the change on the Responsible Entity s website at In addition, any material updates will also be notified to Holders through the ASX Market Announcements Platform. The Responsible Entity will provide to Holders, free of charge, a paper copy of the updated information upon request. Please refer to the Corporate Directory at Section 12 of this PDS for contact details of the Responsible Entity. 2

6 CONTINUOUS OFFER NOTICE The Offer (being the invitation made to the Authorised Participants under this PDS) is a continuous offer made during the term of this PDS. There is no minimum subscription condition that must be fulfilled before the Metal Interests offered will be issued. As a disclosing entity, the Fund is subject to regular reporting and disclosure obligations. Copies of documents lodged with ASIC in relation to the Fund may be obtained from, or inspected at, an ASIC office. People have the right to obtain a copy of the following documents during the application period for the PDS: > > the annual financial report most recently lodged with ASIC by the Fund (if any); > > any half-year financial report lodged with ASIC by the Fund after lodgement of that annual financial report (if any); and > > any continuous disclosure notices given by the Fund after the lodgement of that annual financial report. Such information may be obtained from, or inspected at, an ASIC office and shall also be available for download free of charge from the Fund s website Upon request, the Fund shall also make a hard copy of the documents available free of charge to anyone who asks during the application period for the PDS. AQUA MARKET ON THE ASX An application has been made to have the Metal Interests admitted to trading status on the ASX under the AQUA Rules. The AQUA Rules form part of the ASX Operating Rules. The Metal Interests will not be listed on the ASX under the ASX Listing Rules. The AQUA Rules have been designed to offer greater flexibility and are specifically designed for managed funds, exchangetraded funds, and structured products. Since an investor may be more familiar with the ASX Listing Rules, it is important they familiarise themselves with the main differences between the AQUA Rules and the ASX Listing Rules. Trading status In operational terms, the market for products quoted under the AQUA Rules operates in the same way that it does for listed equities, with continuous matching of bids and offers and an opening and closing auction. AQUA Rules: fundamental difference The key distinction between products admitted under the ASX Listing Rules and those quoted under the AQUA Rules is the level of control and influence that an issuer has over the value of the underlying assets of the entity. Under the ASX Listing Rules, listed equity securities typically reflect the value of the business operated by the issuer. By contrast, the value of a product quoted on AQUA typically reflects the performance of the underlying assets. Key specific differences between the ASX Listing Rules and the AQUA Rules Due to the different nature of shares quoted under the ASX Listing Rules and AQUA Products quoted under the AQUA Rules, the requirements relating to AQUA Products differ from those relating to products listed under the ASX Listing Rules. The key differences for AQUA Products are as follows: 1. Continuous disclosure the continuous disclosure requirements for AQUA Product issuers are different to those under the ASX Listing Rules because of the nature and regulation of the underlying asset. There is a requirement under the AQUA Rules that an AQUA Product issuer provide the ASX with any information the non-disclosure of which may lead to the establishment of a false market in the products or would materially affect the price of its products. The Fund must also disclose information about dividends and distributions to the ASX. The Fund intends to make disclosure to the ASX and market participants using the ASX Market Announcements Platform at the same time information is disclosed to ASIC. The Responsible Entity also intends to post any such information on its website at the same time. 3

7 IMPORTANT INFORMATION 4 2. Periodic disclosure AQUA Product issuers are not required to disclose half yearly and annual financial information or annual reports to the ASX. 3. Spread requirements the requirements under the ASX Listing Rules that issuers satisfy certain minimum spread requirements (i.e. a minimum number of holders each having a minimum parcel size) do not apply to AQUA Products. Under the AQUA Rules, unless and until a suitable spread of holders is achieved, an AQUA Product issuer must ensure a bid/ask spread and volume requirement is maintained for the AQUA Product on the ASX, generally through the appointment of a market maker, or have in place other arrangements which meet ASX s requirements for providing liquidity. 4. Corporate control the ASX requirements in relation to matters such as takeover bids, share buy-backs, change of capital, new issues, restricted securities, disclosure of directors interests and substantial holdings are not relevant and do not apply to AQUA Products. The Responsible Entity and the Fund are subject to general Corporations Act requirements in respect of some of these matters in some circumstances. Unlike the responsible entity of a managed investment scheme listed under the Listing Rules, the Responsible Entity can only be replaced by a resolution passed by the votes of at least 50% of all the votes eligible to be cast. The Corporations Act provisions that apply to takeovers and substantial shareholding requirements for listed managed investment schemes do not apply to AQUA Products. 5. Related party transactions ASX requirements relating to transactions between an entity and persons in a position to influence the entity, do not apply to AQUA Products. However, Corporations Act requirements (i.e. Chapter 2E) applicable to public companies will still apply to the Issuer. 6. Auditor rotation obligations AQUA Product issuers, including the Responsible Entity, will not be subject to the requirements in Division 5 of Part 2M.4 of the Corporations Act in relation to auditor rotation, however the Responsible Entity is required to undertake an independent audit of the compliance plan for the Fund. More information about the AQUA Rules is available from the ASX s website: DISCLAIMER It is impossible in a document of this type to take into account the investment objectives, financial situation and particular needs of each potential investor. Accordingly, nothing in this PDS is a recommendation by the Responsible Entity, or any other person concerning investments in the Metal Interests. Potential investors should not rely on this PDS as the sole basis for any investment decision and should seek independent professional investment and taxation advice before making a decision whether to invest in the Metal Interests. Prospective investors should read the entire PDS before making any decisions to invest in the Metal Interests. If prospective investors have any doubt as to their course of action they should consult their stockbroker, solicitor, accountant or other professional adviser. This PDS has been prepared by ANZ ETFS Management (AUS) Limited from sources which ANZ ETFS Management (AUS) Limited believes to be correct. However, none of ANZ ETFS Management (AUS) Limited nor any other member of the ANZ ETFS Management (AUS) Limited, ANZ or ETFS group of companies, nor any of their employees or agents make any representation or warranty as to or assume any responsibility or liability for the accuracy or completeness of, or any errors or omissions in, any information, statement or opinion contained in this PDS or in any accompanying, previous or subsequent material or presentation. To the maximum extent permitted by law, ANZ ETFS Management (AUS) Limited and each of those persons disclaim all and any responsibility or liability for any loss or damage which may be

8 suffered by any person relying upon any information contained in, or any omissions from, this PDS. ANZ ETFS Management (AUS) Limited does not take into account labour standards or environmental, social or ethical considerations in the selection, retention or realisation of an investment. RISKS An investment in the Metal Interests is an investment in a financial product. An investor should ensure that it understands all of the risks associated with an investment in the Metal Interests and have determined that the type of investment is suitable for them. For example, the Metal Interests may not be a suitable investment if an investor: > > is not comfortable with the risk that they may not get back the full amount of their money invested, and in some cases might receive zero; > > does not understand the risks associated with the relevant Assets and the way in which the performance of the Assets will affect their return on investment. In particular they do not understand that the performance of the Metal Interests is linked to the performance of the investor s beneficial interest in the Bullion. Each investor must determine for themselves the likelihood of the Assets performing consistently so as to deliver the returns sought and each investor must understand the risk that the Assets may not perform in that way; > > does not understand the risks of investing via a fund structure and the impact of the fees and costs associated with the structure; > > does not have experience in, or is otherwise unfamiliar with, investing in products which have similar investment profiles to the Metal Interests; and > > is not comfortable with the effect that the loss of their entire investment might have on their investment portfolio. The material risks associated with an investment in the Metal Interests of which the Responsible Entity is aware as at the date of this PDS are set out in Section 5 (Risk Factors). SELLING RESTRICTIONS New Zealand This offer to New Zealand investors is a regulated offer made under Australian and New Zealand law. In Australia, this is Chapter 8 of the Corporations Act 2001 and Regulations. In New Zealand, this is Part 5 of the Securities Act 1978 and the Securities (Mutual Recognition and Securities Offerings - Australia) Regulations This offer and the content of the offer document are principally governed by Australian rather than New Zealand law. In the main, the Corporations Act 2001 and Regulations (Australia) set out how the offer must be made. There are differences in how securities are regulated under Australian law. For example, the disclosure of fees for collective investment schemes is different under the Australian regime. The rights, remedies, and compensation arrangements available to New Zealand investors in Australian securities may differ from the rights, remedies, and compensation arrangements for New Zealand securities. Both the Australian and New Zealand securities regulators have enforcement responsibilities in relation to this offer. If you need to make a complaint about this offer, please contact the Financial Markets Authority, Wellington, New Zealand. The Australian and New Zealand regulators will work together to settle your complaint. The taxation treatment of Australian securities is not the same as for New Zealand securities. If you are uncertain about whether this investment is appropriate for you, you should seek advice of a licensed financial adviser. The offer may involve a currency exchange risk. The currency for the securities is not New Zealand dollars. The value of the securities will go up or down according to changes in the exchange rate between the currency and New Zealand dollars. These changes may be significant. 5

9 IMPORTANT INFORMATION If you expect the securities to pay any amounts in a currency that is not New Zealand dollars, you may incur significant fees in having the funds credited to a bank account in New Zealand in New Zealand dollars. If the securities are able to be traded on a securities market and you wish to trade the securities through that market, you will have to make arrangements for a participant in that market to sell the securities on your behalf. If the securities market does not operate in New Zealand, the way in which the market operates, the regulation of participants in that market, and the information available to you about the securities and trading may differ from securities markets that operate in New Zealand. The dispute resolution process described in this offer document is only available in Australia and is not available in New Zealand. United States This PDS and the Metal Interests offered under this PDS have not been and will not be registered under the U.S. Securities Act of 1933, as amended or any US state or other securities laws. Accordingly, the Metal Interests offered in this PDS may not be granted to or taken up by, and the Metal Interests may not be offered or sold to, any person that is in the United States or that is, or is acting for the account or benefit of, a US person. DEFINED TERMS Certain terms used in this PDS are defined in Section 11 (Glossary). This PDS should be read in conjunction with these defined terms. Singapore This PDS has not been registered as a prospectus with the Monetary Authority of Singapore. This PDS and any other document or material in connection with the offer or sale, or invitation for subscription or purchase of the Metal Interests may not be circulated or distributed, nor may the Metal Interests be offered or sold, or be made the subject of any invitation for subscription or purchase, whether directly or indirectly to persons in Singapore except to an institutional investor as defined in the Securities and Futures Act, Cap. 289 (the SFA Act ), or otherwise pursuant to, and in accordance with the conditions of, any other applicable provisions of the SFA Act. 6

10 TABLE OF CONTENTS SECTION OF THIS PDS PAGE WHAT IS COVERED BY THIS SECTION? 1. Key Features 8 This section provides an overview of the Metal Interests in the format of a table. 2. Frequently Asked Questions 12 This sections sets out the answers to some frequently asked questions about the Metal Interests. 3. About the Responsible Entity 19 This section sets out a summary of key information in relation to the Responsible Entity, its directors, shareholders and financial position. 4. The Gold Bullion 24 This section provides an overview of the gold market to help an investor decide whether an investment in a product which tracks movements in the spot price of gold is appropriate for them. 5. Risk Factors 29 This section sets out the material risks known to the Responsible Entity associated with an investment in Metal Interests and should be carefully considered by a prospective investor. 6. Trading of Metal Interests 37 This section contains a summary of the application and redemption process for Metal Interests. 7. Valuation and Net Asset Value 44 This section sets out how an investor can work out the value of their investment and provides the relevant formulae and worked examples. 8. Fees and Expenses 46 This section sets out the fees and expenses which will be payable in relation to applications, redemptions and the ongoing management of the Metal Interests. 9. Additional Information 52 This section sets out key additional information applicable to the Fund, particularly the key services providers, key documents, privacy policy and complaints handling procedures. 10. Taxation Considerations 63 This section sets out the tax treatment of holding Metal Interests in Australia. You should note that this is a general summary and you should seek your own tax advice in relation to the taxation consequences of holding Metal Interests. 11. Glossary 69 This section sets out the definitions that apply throughout this PDS. 12. Corporate Directory 74 This section sets out the names and addresses of the key service providers to the Fund. 7

11 1. KEY FEATURES 1.1 OVERVIEW The ANZ ETFS Physical Precious Metals Scheme (the Fund ) is a registered managed investment scheme which intends to have different classes of Metal Interests quoted on the ASX under the AQUA Rules. In this PDS, the Fund is offering a class of Metal Interests designed to provide investors with a beneficial interest in physical gold Bullion without the necessity of holding, trading and storing physical gold Bullion (the ANZ ETFS Physical Gold ETF class of Metal Interests). The Metal Interests aim to provide investors with a beneficial interest in Bullion that (before fees and expenses) substantially tracks the LBMA AM Gold Price. 1 All references to Metal Interests in this PDS are to the ANZ ETFS Physical Gold ETF class of Metal Interests of the Fund. The following table summarises the key features of the ANZ ETFS Physical Gold ETF class of Metal Interests offered in this PDS. Any decision to invest in the Metal Interests should be based upon the PDS in its entirety and investors should seek professional advice before making any decision with respect to an investment in the Metal Interests. FUND NAME CLASS RESPONSIBLE ENTITY INVESTMENT OBJECTIVE INVESTMENT STRATEGY INVESTMENT TYPE ASSETS METAL ENTITLEMENT NET ASSET VALUE (NAV) PER METAL INTEREST ANZ ETFS Physical Precious Metals Scheme ANZ ETFS Physical Gold ETF ANZ ETFS Management (AUS) Limited is the Responsible Entity (the Responsible Entity ) and trustee of the Fund and the issuer of this PDS. The investment objective of the Metal Interests issued by the Fund is to provide a return that tracks the performance of the price of gold (before Fees and expenses). The Metal Interests provide Holders with a beneficial interest in physical gold Bullion without the necessity of holding, trading and storing physical gold Bullion. No significant change to the investment objective will be made unless such change is approved by a resolution of Holders representing at least 75% of votes cast. All Bullion received from an Authorised Participant in connection with a Creation Request will be transferred to the Allocated Account of the Fund. Bullion will at all times be held in the Allocated Account save for any amounts required to be held in the Unallocated Account in connection with Creations or Redemptions. A bare trust managed investment scheme. The Metal Interests in the Fund will be able to be traded on the AQUA market of the ASX. The issue of Metal Interests is covered by the Responsible Entity s Australian financial services licence. Physical gold Bullion held by the Fund in segregated accounts at the Custodian s secure vault premises in Singapore. The Fund will not hold any over the counter derivative positions. Each Metal Interest represents a beneficial interest in the relevant amount of Bullion, which shall be held in a Separate Trust. The amount of Bullion represented by such beneficial interest is known as the Metal Entitlement, and reduces each day by the amount of the Management Fee. On the issue date for the first Metal Interest(s) the Metal Entitlement will be 0.01 fine Troy Ounce of gold. The Metal Entitlement will be held in a Separate Trust per Metal Interest. The Net Asset Value per Metal Interest shall be determined by the Responsible Entity at the Valuation Time on each Business Day (or at such other time as the Responsible Entity may determine) by valuing the Assets and deducting the liabilities of the Fund associated with the Metal Interests (including, without limitation, any management costs), and dividing that amount by the number of Metal Interests on issue in the Fund. Please refer to Section 7 (Valuation and Net Asset Value) for more detail. 8 1 For more information on the LBMA AM Gold Price, see section (Fixing Price) of this PDS.

12 FEES AND EXPENSES TRADING IN METAL INTERESTS OF THE FUND Fees and expenses that an investor may be charged include: Creation Fee Authorised Participants will be charged a flat fee of A$500 on each Creation Request. Redemption Fee Any Holder (including Authorised Participants and Holders who are not Authorised Participants) who submits a Redemption Request (regardless of whether the Holder elects the Metal Sale Method or the Metal Delivery Method) will be liable to pay a flat fee of $500 upon submission of each Redemption Request regardless of the number of Metal Interests being redeemed. However, the Responsible Entity intends to waive this fee by default for Holders who are not Authorised Participants, unless otherwise agreed. Authorised Participants agree to pay the full $500 Redemption Fee amount. Sale Costs Any Holder (including Authorised Participants and Holders who are not Authorised Participants) who elects the Metal Sale Method in respect of a Redemption Request will be required to pay the Sale Costs in relation to that Redemption. The Sale Costs do not represent a separate fee charged to the Holder, but rather are an indemnity granted by the Holder in favour of the Responsible Entity under which the Holder agrees to cover the costs incurred by the Responsible Entity in arranging the sale of the Holder s Bullion. The amount of the Sale Costs are not paid as a separate fee by a Holder, but instead reduce the amount that a Holder receives from the sale of the relevant Bullion in accordance with the Metal Sale Method. The Sale Costs a Holder who is not an Authorised Participant will be capped at a maximum of $500. Delivery Costs A Holder who is not an Authorised Participant and who elects the Metal Delivery Method in respect of a Redemption Request will be required to pay the Delivery Costs in relation to that Redemption. The Delivery Costs represent an indemnity granted by the Holder in favour of the Responsible Entity under which the Holder agrees to cover the costs incurred by the Responsible Entity in arranging the delivery of the Holder s Bullion, and are payable upon satisfaction of the Responsible Entity of the Delivery Obligations. The amount of the Delivery Costs will be capped at a maximum of $500. Delivery Costs are not payable by Authorised Participants. Management Fee A Management Fee of 40bps per annum of the Net Asset Value of the Metal Interests will be paid out of the Assets to the Responsible Entity. The Management Fee will be accrued daily and paid monthly in arrears. Please see Section 8 (Fees and Expenses) of this PDS for further details in relation to these fees and expenses. As with any other quoted security, you may be charged a brokerage fee or commission when buying and selling Metal Interests through a broker and/or on the ASX. Please refer to your broker for further details on their fees and charges. An application has been made for the Metal Interests to be quoted on the AQUA market of the ASX and it is expected that most investors will buy and sell their Metal Interests through trading on this secondary market where they can be bought and sold like any other stocks. Investment in Metal Interests through transactions on the ASX are not governed by the terms of this PDS. Only Authorised Participants may apply directly to the Fund for the Creation of Metal Interests. 9

13 1. KEY FEATURES CREATIONS REDEMPTIONS KEY RISKS The offer of Metal Interests under this PDS is made to Authorised Participants only and only Authorised Participants may apply directly to the Fund for Metal Interests. Creation Requests for Metal Interests may be submitted on any Dealing Day during the term of this PDS. Creation Requests will be settled by the Authorised Participant arranging a deposit into the Unallocated Account by 3pm on the Delivery Day prior to the Settlement Date of an amount of Bullion equal to the aggregate Metal Entitlement of the Metal Interests that Authorised Participant has applied for (such deposit also constituting payment of the nominal value of the Metal Interests which carry such Metal Entitlement), calculated as at the Dealing Day (rounded up to the nearest three decimal places). As at the date of this PDS there is no minimum number of Metal Interests for a Creation Request. Please refer to Section 6 (Trading of Metal Interests) for more detail. A Holder (including both Authorised Participants and investors who have purchased their Metal Interests in the secondary market on the AQUA market of the ASX) may, at any time, by lodging a valid Redemption Request with the Fund, require the redemption of all or any of its Metal Interests. A Holder may elect payment on Redemption to be in Bullion (the Metal Delivery Method) or cash (the Metal Sale Method) but an election for the Metal Delivery Method is only valid if the requesting Holder has nominated an unallocated metal account with a bullion dealer who is a member of the LBMA, to which any Bullion related to that Redemption Request is to be transferred. Redemptions will be effected on the Settlement Date or such later date as requested by the Holder. As at the date of the PDS, there is no minimum number of Metal Interests required for a Redemption Request, and there is no minimum residual holding required. Please refer to Section 6 (Trading of Metal Interests) for more detail. Past performance is not an indication of future performance and the investment performance of the Metal Interests could be volatile. An investment in the Metal Interests involves a significant degree of risk. The following are just some of the risk factors which should be carefully considered by prospective investors before deciding whether to invest in the Metal Interests: > > Price Risk Bullion prices, and therefore the value of the Metal Interests, may fluctuate widely in both US dollars and Australian dollars. > > Bullion Risk Bullion markets have the potential to suffer from market disruption or volatility caused by shortages of physical gold Bullion. > > Tracking Risk At any time, the price at which the Metal Interests trade on the ASX may show some tracking error, due to the prices and/or spreads quoted by market-makers, and thus may not reflect accurately the price of Bullion represented by such Metal Interests or the corresponding Net Asset Value. > > Currency Risk Bullion prices are generally quoted in US dollars and Metal Interests are priced in Australian dollars. To the extent that a Holder values Metal Interests in another currency, that value will be affected by changes in the exchange rate between the US dollar and that other currency. > > Access and Insurance Risk Gold will be held by the Custodian at its Singapore vault premises or temporarily in the vaults of a Sub-Custodian. Access to such Bullion could be restricted by natural events, such as flooding, or human actions, such as terrorist attack. The Custodian will be responsible for insurance for the Fund s Bullion attributable to Metal Interests. While the Custodian is under no obligation to take out specific insurance in respect of the Bullion, it must make such insurance arrangements in connection with its custodial obligations with respect to Bullion as it considers fit. There is a risk that the Custodian may not maintain adequate insurance with respect to the Bullion held by the Custodian on behalf of or credited to the accounts of the Fund. > > Custodian Risk Under the Custody Agreements, the Custodian is only liable for losses that are the direct result of its own negligence, fraud or wilful default in the performance of its duties and then only up to the market value of the Bullion lost or damaged at the time such negligence, fraud or wilful default is discovered by the Custodian. If any Bullion forming part of 10

14 KEY RISKS (continued) REPORTING NO LEVERAGE REGISTRAR TRANSACTION DOCUMENTS the Assets attributable to Metal Interests is lost, damaged, stolen or destroyed under circumstances in which the Custodian is liable, the liability will be attributable to the Responsible Entity, because the Responsible Entity is ultimately liable to Holders for the acts and omissions of the Custodian. The Responsible Entity may not have the financial resources (including liability insurance coverage) sufficient to satisfy the claim, potentially resulting in a loss to Holders. Further, although the Custody Agreements require the Custodian to have in place a written agreement with any Sub-Custodian, the Responsible Entity only limited has contractual rights direct to the Custodian, and has no direct relationship with any Sub-Custodians. This means that in the event a Sub-Custodian fails to perform its obligations, the recourse of the Responsible Entity to that Sub-Custodian may be limited. The Custodian is entitled to terminate the Custody Agreements after a fixed term of five years from 11 February 2015 (or, in certain circumstances, immediately upon written notice during such fixed term), in either case upon 90 days written notice. > > Unallocated Bullion Credit Risk Any Bullion held in the Unallocated Account will be an unsecured credit risk against the Custodian. > > Redemption Risk There are certain circumstances in which an early redemption of Metal Interests may be imposed on investors, which may result in an investment in Metal Interests being redeemed earlier than desired. There are also certain circumstances where the Responsible Entity may limit, reject, scale or delay redemptions. Please refer to Section 9.2 (Summary of Material Documents) for further information. > > Liquidity Risk Although the Metal Interests will be quoted on the ASX there is no guarantee that there will be a liquid market for the Metal Interests. Furthermore, in certain circumstances the ASX may suspend trading of the Metal Interests. > > Regulatory Risk Changes in regulations or laws may adversely affect the performance of the Metal Interests or the ability of the ANZ ETFS Physical Gold ETF to continue to meet its investment objectives. Similarly, changes in taxation regulations or laws may impact the after-tax returns of the Metal Interests. > > Concentration Risk The holdings attributable to the Metal Interests will not be diversified beyond the holding of physical gold Bullion, and as such there may be a greater degree of volatility in the net asset value of the Metal Interests over time, relative to the value of a more broadly diversified portfolio. This is not an exhaustive list of risks in the relation to an investment in the Metal Interests. Prospective investors should read Section 5 (Risk Factors) of this PDS in relation to the risks of an investment in the Metal Interests and consider the specific and general risks of an investment in the Metal Interests. Prospective investors should also consult with their financial adviser prior to making any investments. Information relating to the Fund including the Metal Entitlement, the Net Asset Value, and performance of the Metal Interests will be published on the website of the Responsible Entity at The Responsible Entity will not use leverage to achieve the investment objectives of the Fund. Computershare Fund Services (Pty) Limited will maintain a Register of the Metal Interests in Sydney. The documents which, in addition to this PDS, set out the terms and conditions relating to the Metal Interests and the holding of the Bullion comprise: > > the Trust Deed; > > the Custody Agreements; > > the Registrar Agreement; and > > the Administration Agreement. Please refer to Section 9.2 (Summary of Material Documents) for further information. 11

15 2. FREQUENTLY ASKED QUESTIONS This section is intended to answer some of the questions which a prospective investor may have when considering an investment in the ANZ ETFS Physical Gold ETF class of Metal Interests. It is not intended to be a summary of or a complete description of the information contained in this PDS and an investment in Metal Interests should only be made after careful consideration of this PDS. 2.1 WHAT ARE THE ANZ ETFS PHYSICAL GOLD ETF CLASS OF METAL INTERESTS IN THE ANZ ETFS PHYSICAL PRECIOUS METALS SCHEME? The ANZ ETFS Physical Precious Metals Scheme (the Fund ) is a registered managed investment scheme which intends to have different classes of Metal Interests quoted on the ASX under the AQUA Rules. In this PDS, the Fund is offering a class of Metal Interests designed to provide investors with a beneficial interest in physical gold Bullion without the necessity of holding, trading and storing physical gold Bullion (the ANZ ETFS Physical Gold ETF class of Metal Interests). All references to Metal Interests in this PDS are to the ANZ ETFS Physical Gold ETF class of Metal Interests of the Fund. 2.2 WHAT IS THE AIM OF THE ANZ ETFS PHYSICAL GOLD ETF CLASS OF METAL INTERESTS? The Metal Interests aim to provide investors with a beneficial interest in gold whose value (before fees and expenses) substantially tracks the LBMA AM Gold Price without the necessity of holding, trading and storing gold and enabling investors to buy and sell that interest through the trading of a security on the ASX. 2.3 WHAT ARE THE SIGNIFICANT RISKS OF ACQUIRING A METAL INTEREST? Past performance is not an indication of future performance and the investment performance of the Metal Interests could be volatile. An investment in the Metal Interests involves a significant degree of risk. The following are just some of the risk factors which should be carefully considered by prospective investors before deciding whether to invest in the Metal Interests: > > Price Risk Bullion prices, and therefore the value of the Metal Interests, may fluctuate widely in both US dollars and Australian dollars. 12

16 > > Bullion Risk Bullion markets have the potential to suffer from market disruption or volatility caused by shortages of physical gold Bullion. > > Tracking Risk At any time, the price at which the Metal Interests trade on the ASX may show some tracking error, due to the prices and/or spreads quoted by marketmakers, and thus may not reflect accurately the price of Bullion represented by such Metal Interests or the corresponding Net Asset Value. > > Currency Risk Bullion prices are generally quoted in US dollars and Metal Interests are priced in Australian dollars. To the extent that a Holder values Metal Interests in another currency, that value will be affected by changes in the exchange rate between the US dollar and that other currency. > > Access and Insurance Risk Gold will be held by the Custodian at its Singapore vault premises or temporarily in the vaults of a Sub-Custodian. Access to such Bullion could be restricted by natural events, such as flooding, or human actions, such as terrorist attack. The Custodian will be responsible for insurance for the Bullion. While the Custodian is under no obligation to take out specific insurance in respect of the Bullion, it must make such insurance arrangements in connection with its custodial obligations with respect to Bullion as it considers fit. There is a risk that the Custodian may not maintain adequate insurance with respect to the Bullion held by the Custodian on behalf of or credited to the accounts of the Fund. > > Custodian Risk Under the Custody Agreements, the Custodian is only liable for losses that are the direct result of its own negligence, fraud or wilful default in the performance of its duties and then only up to the market value of the Bullion lost or damaged at the time such negligence, fraud or wilful default is discovered by the Custodian. If any Bullion forming part of the Assets attributable to the Metal Interests is lost, damaged, stolen or destroyed under circumstances in which the Custodian is liable, the liability will be attributable to the Responsible Entity, because the Responsible Entity is ultimately liable to Holders for the acts and omissions of the Custodian. The Responsible Entity may not have the financial resources (including liability insurance coverage) sufficient to satisfy the claim, potentially resulting in a loss to Holders. Further, although the Custody Agreements require the Custodian to have in place a written agreement with any Sub-Custodian, the Responsible Entity only has contractual because under the Custody Agreements, the Responsible Entity has only contractual rights direct to the Custodian, and has no direct relationship with any Sub-Custodians. This means that in the event a Sub-Custodian fails to perform its obligations, the recourse of the Responsible Entity to that Sub-Custodian may be limited. The Custodian is entitled to terminate the Custody Agreements after a fixed term of five years from 11 February 2015 (or, in certain circumstances, immediately upon written notice during such fixed term), in either case upon 90 days written notice. > > Unallocated Bullion Credit Risk Any Bullion held in the Unallocated Account will be an unsecured credit risk against the Custodian. > > Redemption Risk There are certain circumstances in which an early redemption of Metal Interests may be imposed on investors, which may result in an investment in Metal Interests being redeemed earlier than desired. There are also certain circumstances where the Responsible Entity may limit, reject, scale or delay redemptions. Please refer to Section 9.2 (Summary of Material Documents) for further information. > > Liquidity Risk Although the Metal Interests will be quoted on the ASX there is no guarantee that there will be a liquid market for the Metal Interests. Furthermore, in certain circumstances the ASX may suspend trading of the Metal Interests. If a market maker becomes unable to provide the market making services, the liquidity of the market for Metal Interests will be adversely affected. In these circumstances, the Responsible Entity will assume the obligations of a market maker and will seek to appoint another market maker. 13

17 2. FREQUENTLY ASKED QUESTIONS > > Regulatory Risk Changes in regulations or laws may adversely affect the performance of the Metal Interests or the ability of the Fund to continue to meet its investment objectives with respect to the Metal Interests. Similarly, changes in taxation regulations or laws may impact the after-tax returns of the Metal Interests. > > Concentration Risk The Fund s holdings attributable to the Metal Interests will not be diversified beyond the holding of physical gold Bullion, and as such there may be a greater degree of volatility in the Net Asset Value of the Metal Interests over time, relative to the value of a more broadly diversified portfolio. This is not an exhaustive list of risks in the relation to an investment in the Metal Interests. Prospective investors should read Section 5 (Risk Factors) of this PDS in relation to the risks of an investment in the Metal Interests and consider the specific and general risks of an investment in the Metal Interests. Prospective investors should also consult with their financial adviser prior to making any investments. 2.4 HOW DOES HOLDING A METAL INTEREST GIVE EXPOSURE TO PHYSICAL GOLD? Upon issue of Metal Interests, the Fund will receive from the Authorised Participant requesting such issue, the gold in an amount equaling the amount of gold represented by the Metal Interests to be issued. Under the terms of the Trust Deed, the Responsible Entity must hold that gold in the name of the Fund at secure vaults at the Custodian. The gold will be held in an Allocated Account, unless required in connection with a Creation or Redemption when it will be transferred to and from an Unallocated Account. To ensure its quality, the gold received by and held by the Fund must meet the Good Delivery 2 standards set by the LBMA. By holding the relevant amount of gold represented by each Metal Interest, the Responsible Entity can ensure that the Metal Interests will have exposure to the correct amount of gold. 2.5 WHAT IS THE METAL ENTITLEMENT OF EACH SEPARATE TRUST? Each Metal Interest represents a beneficial interest in the relevant amount of gold, which shall be held in a Separate Trust which relates to that Metal Interest. The amount of gold represented by such beneficial interest is known as the Metal Entitlement. The Metal Entitlement represented by each Metal Interest reduces each day by the amount of the Management Fee. On the issue date for the first Metal Interest(s) the Metal Entitlement will be 0.01 ounces. 2.6 HOW IS THE GOLD STORED? All gold held by the Fund is held by the Custodian at its Singapore vault premises or (solely for the temporary custody of gold until transported to the Custodian s Singapore vault premises, unless otherwise agreed with the Responsible Entity) in the vaults of a sub-custodian, in each case in the name of the Responsible Entity on behalf of the Holders. Gold is generally held in an Allocated Account other than in connection with a particular Creation or Redemption when it will be temporarily held in an Unallocated Account. 2.7 WHAT ARE THE METAL ACCOUNTS? The Metal Accounts are separate segregated accounts maintained by the Custodian in the name of the Responsible Entity on behalf of the Holders. The Metal Accounts evidence and record the gold held by the Custodian in its vaults on behalf of the Fund, as well as the withdrawals from and the deposits to those accounts For more information on Good Delivery standards please refer to Section 4.3 (Gold Market Overview) of this PDS.

18 2.8 WHAT DOES IT MEAN TO HOLD GOLD IN AN ALLOCATED ACCOUNT? An allocated account is held with a custodian. Held in the customer s name, the account evidences that uniquely identifiable bars of gold have been allocated to the customer and are segregated from other metal held in the custodian s vault. The customer has full title to the gold held in the allocated account. The Allocated Account should not entail any credit risk exposure to the Custodian. 2.9 HOW DOES THE CUSTODIAN IDENTIFY THE GOLD HELD IN THE ALLOCATED ACCOUNT? Gold bars may be identified by a custodian based on a combination of criteria: (i) the name of the refiner; (ii) the serial number; (iii) its year of manufacture; (iv) its weight; and/or (v) its composition and purity. It is important to recognise that any combination of these may be used to identify an individual gold bar. Two entirely different bars may be from the same refiner and have the same serial number but have a different weight and/or be from a different year WHAT DOES IT MEAN TO HOLD GOLD IN AN UNALLOCATED ACCOUNT? An unallocated account is also held with a custodian. However, unlike gold held in an allocated account, gold in an unallocated account does not entitle the customer to a particular gold bar and the customer s holding is not segregated from that of other customers or the custodian. Instead, the books and records of the custodian record that the customer is entitled to a specific number of ounces of gold. As the gold is not segregated, the customer has a credit risk exposure to the custodian. Gold in unallocated form is easier to transfer as it can be for precise amounts rather than in multiples of whole bars and simply requires an update of the custodian s books and records rather than movements of physical gold bars and for this reason transfers in connection with the creation and redemption of Metal Interests are carried out in unallocated form. Gold will only be temporarily held in the Unallocated Account as part of the creation and redemption process IS IT POSSIBLE TO KNOW WHICH BARS OF GOLD BACK THE METAL INTERESTS? Yes, the Responsible Entity will publish a list of the gold bars that are held in the Allocated Account on its website at HOW IS THE GOLD AT THE CUSTODIAN AUDITED? The gold held at the Custodian to back the Metal Interests is audited twice a year by an independent metal audit firm Inspectorate International. The first audit will take place at the start of each year in relation to the gold held at the end of the previous year and then a second audit will be carried out at random during the year. The results of these audits will be published by the Responsible Entity at WHAT IS THE LONDON BULLION MARKET ASSOCIATION (LBMA)? The LBMA is a trade association that coordinates wholesale trading for gold. Among other things, the LBMA maintains and publishes Good Delivery lists that establish a set of criteria that a refiner and its gold must satisfy before being accepted for trading. For additional information, please see 15