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TRANCHE NOTES · 7 May 2026

Escrow for Gold Transactions: How Institutional Settlement Protects Buyers and Sellers

Large gold transactions without escrow protection expose both parties to catastrophic risk. Understanding how escrow works — and how to verify it is real — is the single most important due diligence step for any private gold purchase.

Why Escrow Is Non-Negotiable in Large Gold Transactions

A USD 935,000 gold purchase (10kg at May 2026 spot) involves two parties who typically do not know each other, separated by thousands of miles, trading a portable, liquid, fungible asset. Without escrow, one of two catastrophic outcomes becomes possible:

The buyer's risk without escrow: Transfer funds to the seller, receive no gold. Wire transfers are essentially irreversible; recovering funds from an international wire fraud is expensive, slow, and often unsuccessful.

The seller's risk without escrow: Ship gold to the buyer's jurisdiction, receive no payment. Physical gold shipped internationally is difficult and expensive to recover; customs complications can trap the asset indefinitely.

Properly structured escrow eliminates both risks simultaneously. This is why institutional gold transactions always use escrow — and why a seller who resists escrow is, categorically, a red flag.

The Five Stages of Escrow Settlement

Stage 1: Agreement Signing

Both buyer and seller (and Tranche, as settlement agent) execute a formal Sale and Purchase Agreement (SPA). The SPA must specify:

- The exact quantity and agreed purity specification of the gold - The price formula (e.g., LBMA PM Fix on assay date minus USD 5,000/kg) - The name and account details of the escrow bank - The conditions that must be met for funds to be released (the "conditions precedent") - The timeline for each stage, with default provisions - The jurisdiction and governing law for dispute resolution - The escrow agent's authority and fee structure

The SPA is a binding contract. It should be reviewed by legal counsel in each party's jurisdiction before execution.

Stage 2: Buyer Deposits Funds into Escrow

The buyer initiates a wire transfer to the escrow account at the designated regulated bank. The escrow account is ring-fenced — the funds cannot be accessed by the seller (or by Tranche) until the conditions precedent are satisfied.

For SWIFT wire transfers, the buyer should receive: - Bank confirmation of receipt of funds in the escrow account - SWIFT MT940 or MT950 statement confirming the balance - Written confirmation from the bank that the funds are held in escrow and subject to the agreed release conditions

The buyer should never transfer funds to an individual's personal account, a cryptocurrency wallet, or any account not named in the SPA.

Stage 3: Physical Verification and Independent Assay

With funds confirmed in escrow, the seller facilitates physical access to the gold for independent laboratory assay. The assay process:

- Who appoints the assay lab: Ideally, the buyer appoints the lab from an agreed list of accredited laboratories; the seller facilitates access to the gold. This ensures the assayer is loyal to the buyer's interests. - Assay method: Fire assay for precise fineness determination; XRF for rapid screening; ultrasound for internal void detection on larger bars. - Timeframe: Typically 3–7 business days for formal fire assay with certified results. - Results sharing: The assay certificate is issued to both parties simultaneously.

During this stage, the gold should be physically held at a mutually agreed, insured location — not in the seller's private possession. A bonded warehouse, bank vault, or accredited laboratory vault is appropriate.

Stage 4: Assay Approval and Price Calculation

If the assay results meet the agreed specification:

- Final gold content is confirmed (weight × purity percentage) - Final price is calculated using the agreed formula - Both parties confirm acceptance in writing - The escrow release instruction is prepared

If the assay results do not meet specification, the SPA should specify the options: (a) price adjustment to reflect actual purity, if both parties agree; (b) rejection and full refund of escrow funds to buyer; (c) dispute resolution process.

Stage 5: Simultaneous Release — Funds and Documentation

The escrow release is the critical moment. Properly structured, it is simultaneous:

- Escrow bank releases funds to seller's designated account - Seller's agent delivers the full document package to the buyer (assay certificate, export documents, ownership transfer documentation) - Physical gold delivery is initiated per the agreed logistics arrangement

Tranche coordinates this simultaneous release using multi-party cryptographic confirmation — no single party can release funds unilaterally.

Third-Party Escrow vs Bank-Guaranteed Mechanisms

Third-party escrow (as described above) uses a regulated bank as a neutral financial intermediary. It is the most common structure for private gold transactions in the USD 500K–USD 10M range.

SWIFT MT760 — Standby Letter of Credit (SBLC). An alternative mechanism for very large transactions. The buyer's bank issues an MT760 SBLC guaranteeing payment to the seller's bank upon presentation of compliant shipping and assay documents. This is standard for transactions above USD 10M. It requires both buyer and seller to be working with SWIFT-connected correspondent banks.

MT799 Proof of Funds. Before an MT760 is issued, the buyer may offer an MT799 — a bank-to-bank communication confirming that funds exist. MT799 is not a payment guarantee; it is a bank letter confirming the buyer has sufficient funds. Sellers who demand MT760 before assay (effectively demanding a payment guarantee before verification) are taking an unusual position; this should be discussed with legal counsel.

How Tranche Structures Escrow

Tranche's escrow model:

- Fiat escrow: Held at a regulated banking partner in a segregated client account. Tranche never holds client funds in its own operating account. - Crypto settlement: If buyer pays in USDC, funds are held in a Fireblocks-managed multi-signature wallet. Release requires cryptographic confirmation from all parties. - Multi-party confirmation: All release instructions require confirmation from buyer, seller, and Tranche. A single party cannot instruct release. - Audit log: Every action — deposit confirmation, assay update, release instruction — is written to an immutable audit ledger with timestamps.

Red Flags That Indicate Fraudulent Escrow

The gold market is unfortunately rich with "escrow" schemes that are not escrow at all:

"Escrow" at an unknown company. Legitimate escrow is held at a named, regulated bank — not an "International Gold Escrow Ltd" in a jurisdiction you cannot verify.

Seller controls the escrow account. Escrow means a neutral third party holds the funds. If the seller is also the escrow agent, or names their own lawyer as escrow agent without buyer's independent verification, it is not escrow.

Upfront escrow fees to "activate" the account. Legitimate banks do not charge activation fees to receive wire transfers. Any request for an advance payment to "open" the escrow account is fraud.

Verbal confirmations only. All escrow arrangements must be in writing, signed by the escrow bank. A seller who provides only verbal or WhatsApp confirmation of escrow is not offering legitimate escrow.

Our Current 10kg Mandate

The Africa-to-Malaysia 10kg gold mandate currently facilitated by Tranche is structured with independent assay as a condition precedent to fund release. The buyer deposits funds into escrow at a regulated bank before the assay appointment; funds release upon joint approval of assay results. Seller representatives are available to travel to Malaysia for the assay and transaction completion.

WhatsApp +60 19-873 8500 to receive the full SPA template and escrow structure documentation.

Transact with confidence

Active mandate: 10 kg African gold at USD 5,000 below LBMA spot per kg, assay-certified, export-ready

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