[스크랩] FULL CORPORATE OFFER (“FCO”) – TO BE ISSUED BY SELLER/SELLER’S MANDATE

SELLER’S LETTERHEAD WITH FULL CONTACT DETAILS  (Address, Phone, Fax and E-Mail Address)

 

FULL CORPORATE OFFER (“FCO”) – TO BE ISSUED BY SELLER/SELLER’S MANDATE

 

 

 

 

Note: The Seller must be the legal owner/title holder of the Au metal. If the Seller is transacting via a legal mandate, please include a copy of the mandate’s verifiable Letter of Authority (with Seller’s Transaction Code) signed by the Seller under notary acknowledgment - or signed by the Seller’s Bank or Law Firm in the event that the Seller wishes to remain undisclosed - confirming the mandate’s authority to execute the contract on the Seller’s behalf. 

Please delete this box in final document

 

 

Date   :                    

To      :     (Name of Buyer)                     

Re    :  Full Corporate Offer (“FCO”)

Off-Market Private Sale

Seller’s Transaction Code: __________

                                                     

To the Buyer:

 

I, _____________, Company Title, on behalf of ______________, do hereby declare, with full legal authority and responsibility, and under penalty of perjury, as follows:

 

1.  I am the Owner/Title Holder (or the “legally authorized mandate of the Owner/Title Holder” – please identify which one) of the below-described GLD metal and do hereby confirm to you that I am ready willing and able to sell and deliver the same, free of liens and encumbrances, subject to the terms and conditions hereinafter set forth.

 

2.  I have full and complete legal ownership, possession and control of the below Au product and have absolute legal powers to commit, consign or transfer said assets upon my sole discretion. The assets are not blocked by any government, bank, or nation. The metal is liftable and exportable and can be moved from the Seller’s depository to Buyer’s choice of security facility at Buyer’s cost.

 

SPECIFICATIONS:

 

Commodity:                Au/Gold Bullion Metal (GLD Specifications)

Weight:              12.5 KG Bars (If otherwise, please specify)

Purity:                              999.5/1000 or better fineness

Hallmark:                      LBMA-Licensed Refinery (Please state name of refinery)

Assay Reports:            Five (5) years old or less (Where greater, please state date of assay)

Quantity:                     _______ Metric Tons, with rolls and extensions

Tranches:                    _______ Metric Tons Au per week, for ____ weeks, until Seller’s metal is exhausted, plus rolls and extensions, if any (maximum 500 MT Au per week)

Storage:                       Bank-Controlled Storage or LBMA-Approved Security Facility or Internationally Recognized Gold Depository (Please state name/location of security facility)

Transacting Bank:        (Please state name/location of Seller’s Bank)

Pricing:                         Second Fixing LBMA, less discount (or as otherwise agreed)

Payment:                      Cleared cash funds against delivery

Discount:                      Gross __% and Net __% to the Buyer

Commission:                __% will be paid exclusively by Buyer as follows: __% to Seller's side; __% to Buyer's side

 

PROCEDURES:

 

STEP 1:  The Seller submits a formal FCO (including Seller’s Transaction Code and Passport copy) confirming the Seller’s offer of GLD-compliant Au in accordance with the below “bank-to-bank” procedures and confirming, as well, the identity of the refinery and Bank-controlled storage or security facility where the Seller’s metal is stored.

 

STEP 2:   The Buyer sends the Seller a formal Letter of Intent and a draft copy of the Sale and Purchase Agreement (“SPA”).  An Irrevocable Master Fee Protection Agreement (“IMFPA”) is duly appended to the SPA and forms an integral part of the Agreement.

 

STEP 3:  The Seller returns the SPA to Buyer, fully completed and signed. The Buyer then completes and countersigns the SPA and sends back an originally signed copy to the Seller. The SPA, including the IMFPA, now constitutes a fully executed, legally binding agreement.

 

STEP 4:  The Buyer and Seller lodge the SPA with their respective Transacting Banks.

 

STEP 5:  The Seller’s Bank communicates with the Buyer’s Coordinating Bank as named in the SPA (a “top 50” world-ranked bank) for the purpose of confirming that the Buyer and Seller are “RWA” to transact. The Seller’s Bank and the Buyer’s Coordinating Bank then schedule a “window time” for the Step 6 “POP/POF’s” call described below.

 

STEP 6:  The Purchasing Bank (a “top 10” world-ranked bank) contacts the Seller’s Bank at the pre-arranged “window time”.  The Banks conduct the exchange of Proof of Product (“POP”) for Proof of Funds (“POF’s”).

 

STEP 7:  Simultaneously with the POP/POF’s exchange, the Buyer assigns the SPA (including the IMFPA) to the Purchasing Bank, and a copy of the assignment is forwarded to the Seller/Seller’s Bank. The contracted “parties of record” are now the Seller and the Purchasing Bank as Buyer.

 

STEP 8:  The Purchasing Bank contacts the Seller’s Bank at the pre-arranged “window time” to close the transaction. The Parties will adhere to the following closing procedures:

Ø  The sale/purchase of the initial amount of Au Metal is closed between the Purchasing Bank and the Seller’s Bank on a payment-against-delivery (transfer of Title of Ownership) basis as per the delivery date given for the transaction in the Delivery Schedule of the SPA.

Ø  Further deliveries and transactions will be conducted directly between the Purchasing Bank’s Bank Officer and the Seller’s Bank Officer.

Ø  The Au product will be transferred into the Purchasing Bank’s full title upon a direct “bank-to-bank” cash payment to the Seller for the exact quantity of Au Metal purchased within each Transaction as per instructions agreed between the Purchasing Bank’s Bank Officer and the Seller’s Bank Officer.

Ø  The payment of the initial transaction and all subsequent transactions (including via rolls & extensions, if any) will be made by the Purchasing Bank against delivery in cleared funds to the Seller's bank account.

Ø  All Consultancy Fees as given in the IMFPA will be paid simultaneously by the Purchasing Bank upon closure of each transaction, including rolls & extensions if any.

 

INTENDING TO BE LEGALLY BOUND, the undersigned Party has executed this Full Corporate Offer as of the date set forth below:

 

ELECTRONIC SIGNATURE IS VALID AND ACCEPTED

 

For and on behalf of:

NAME OF SELLER/SELLER’S MANDATE            ELECTRONIC SEAL

______________________________                        ____________, 2012

Signatory’s Name                                                                            

Title

Passport Number

Country of Issue

Expiration Date

 

 

ENCLOSURES:

 

1) Copy of Seller/Seller’s mandate’s Passport

2) Seller’s mandate’s Letter of Authority (where applicable)

 

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