U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-X
APPOINTMENT OF AGENT FOR SERVICE OF PROCESS
AND UNDERTAKING
A. Name
of issuer or person filing (“Filer”): Sprott Physical Gold Trust
B. (1) This is [check one]
☒ an original filing for
the Filer
☐ an amended filing
for the Filer
(2) Check the following box if you are filing the Form F-X
in paper in accordance with Regulation S-T Regulation S-T Rule 201 or 202 ☐
C. Identify the filing in conjunction with which this Form is
being filed:
| Name of registrant: |
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Sprott Physical Gold Trust |
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| Form type: |
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Form F-10 |
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| File Number (if known): |
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333-[to be filled in by QualityEdgar] |
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| Filed by: |
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Sprott Physical Gold Trust |
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| Date Filed (if filed concurrently, so indicate): |
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September 6, 2024 (concurrently with the Form F-10) |
D. The Filer is incorporated or organized under the laws of Ontario,
Canada and has its principal place of business at
Royal Bank Plaza
South Tower
200 Bay Street, Suite 2600
Toronto, Ontario
Canada M5J 2J1
(416) 943-8099
E. The Filer designates and appoints Puglisi & Associates
(“Agent”), located at:
Puglisi & Associates
850 Library Avenue, Suite 204
Newark, Delaware 19711
Telephone: (302) 738-6680
as the agent of the Filer upon whom may be served any process, pleadings,
subpoenas, or other papers in
(a) any investigation or administrative proceeding conducted by
the Securities and Exchange Commission (“Commission”); and
(b) any civil suit or action brought against the Filer or to which
the Filer has been joined as defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or
of the United States, or of any of its territories or possessions or of the District of Columbia, where the investigation, proceeding
or cause of action arises out of or relates to or concerns (i) any offering made or purported to be made in connection with the securities
registered or qualified by the Filer on Form F-10 on September 6, 2024 or any purchases or sales of any security in connection therewith;
(ii) the securities in relation to which the obligation to file an annual report on Form 40-F arises, or any purchases or sales
of such securities; (iii) any tender offer for the securities of a Canadian issuer with respect to which filings are made by the
Filer with the Commission on Schedule 13E-4F, 14D-1F or 14D-9F; or (iv) the securities in relation to which the Filer acts as trustee
pursuant to an exemption under Rule 10a-5 under the Trust Indenture Act of 1939. The Filer stipulates and agrees that any such civil
suit or action or administrative proceeding may be commenced by the service of process upon, and that service of an administrative subpoena
shall be effected by service upon such agent for service of process, and that service as aforesaid shall be taken and held in all courts
and administrative tribunals to be valid and binding as if personal service thereof had been made.
F. The Filer stipulates and agrees to appoint a successor agent
for service of process and file an amended Form F-X if the Filer discharges the Agent or the Agent is unwilling or unable to accept
service on behalf of the Filer at any time until six years have elapsed from the date the issuer of the securities to which this Form F-10
relates has ceased reporting under the Exchange Act. The Filer further undertakes to advise the Commission promptly of any change
to the Agent’s name or address during the applicable period by amendment of this Form, referencing the file number of the relevant
form in conjunction with which the amendment is being filed.
G. The Filer undertakes to make available, in person or by telephone,
representatives to respond to inquiries made by the Commission staff, and to furnish promptly, when requested to do so by the Commission
staff, information relating to the Form F-10; the securities to which the Form F-10 relates; and the transactions in such securities.
The Filer certifies that it has duly caused this power of attorney,
consent, stipulation and agreement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province
of Ontario, Country of Canada, on this 6th day of September, 2024.
| Filer: |
Sprott Physical Gold Trust |
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| By: |
/s/ John Ciampaglia |
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| Name: |
John Ciampaglia |
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| Title: |
Chief Executive Officer |
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This statement has been signed by the following person in the capacity
and on the date indicated.
Puglisi & Associates
As Agent for Service of Process for
Sprott Physical Gold Trust
| By: |
/s/ Donald J. Puglisi |
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Name: |
Donald J. Puglisi |
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Title: |
Managing Director |
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| Date: |
September 6, 2024 |
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SK
03883 0007 11446895