Institutional-Grade Tokenised Gold

Ring-fenced ADGM structure for 1:1 allocated gold.

Nubia Gold SPV is a purpose-built, bankruptcy-remote entity in the Abu Dhabi Global Market, designed to safeguard allocated physical gold and support instant, verifiable redemptions under a robust legal and smart-contract framework.

Dual-control vault access Smart contract aligned with Articles Independent director oversight

NUBIA GOLD SPV

About

What is Nubia Gold SPV?

Nubia Gold SPV is not a trading company or a yield platform. It is a specialised ADGM vehicle whose sole purpose is to hold allocated physical gold in secure vaults, backing each Nub X Gold Token on a 1:1 basis.

Purpose-built for custody

The SPV exists exclusively to custody gold, maintain accurate records, interface with regulated vault providers, and honour valid redemption requests. It does not lend, pledge, or otherwise reuse customer assets.

Segregated & bankruptcy-remote

Gold Assets are legally segregated from operating entities in the broader ecosystem. They sit on the balance sheet of the SPV in a ring-fenced structure designed to protect depositors in a wide range of scenarios.

Aligned with smart contracts

Nubia Gold SPV Limited's AoA are drafted to match the behaviour of the smart contracts governing issuance, burning, and redemption of Nubia Gold Tokens, reducing legal and technical gaps.

Institutional-grade controls

Independent director oversight, dual-control vault mandates, structured Reserved Matters, and emergency continuity provisions work together to meet the expectations of auditors, institutional partners, and regulators.

Governance

Governance structure

A layered governance model ensures that routine operations are efficient, while critical and extraordinary actions are carefully controlled and independently supervised.

Independent Director

A professionally appointed Independent Director oversees all Critical Actions, including changes to custody, redemption logic, and any use of the Gold Assets beyond routine redemptions, protecting token holders against misuse.

Board of Directors

The Board manages audits, insurance, reporting, and routine operational decisions. For Critical Actions, Board decisions must be supported by the Independent Director and shareholders holding at least 75% of voting shares.

Shareholder tiers

Reserved Matters follow a tiered approach: most items require 75% shareholder approval, while Extraordinary items such as disposal of Gold Assets, change of purpose, or winding up require unanimous consent.

Continuity mechanisms

If governance stalls, interim appointments and an Emergency Manager framework allow essential functions—such as redemptions, insurance, and regulatory filings—to continue without compromising Gold Asset protection.

Partners

Strategic vault & ecosystem partners

Nubia Gold SPV is designed to work alongside leading global vaulting and precious metals infrastructure providers. The following names represent the type of counterparties the structure is built to interface with.

Brinks

Global vaulting

DMCC ecosystem

Dubai gold & commodities hub

Malca-Amit

Secure logistics & storage

Transguard

Regional vaulting & security

Asset Protection

Custody, redemption & smart contracts

Asset protection is enforced through contracts with vault providers, on-chain logic, and a legal framework that prevents rehypothecation, leverage, or unauthorised withdrawals.

Dual-control vault mandates

All instructions to the vault require dual authorization: either one Director plus the Independent Director, or any two Directors where the Independent Director is unavailable. The vault is contractually bound to reject any other form of instruction.

Instant redemption

When Nub X Gold Tokens are burned in the smart contract, a corresponding amount of gold is earmarked for redemption. These are treated as Routine Withdrawals and cannot be blocked by shareholders or directors.

Smart contract governance

Routine contract upgrades are approved by the Board; Critical upgrades that affect rights require Independent Director approval and 75% shareholders; emergency overrides may be used to restore redemption and security in case of technical incidents.

Transparency & audits

The SPV supports regular audits, vault attestations, and transparent reporting of gold holdings and governance actions, designed to meet institutional requirements.

FAQ

Frequently asked questions

High-level clarification of how the SPV operates, what it does—and what it deliberately does not do.

Is Nubia Gold SPV a regulated financial services entity?

Nubia Gold SPV is an ADGM-incorporated Special Purpose Vehicle whose primary role is to hold allocated physical gold. It does not issue tokens, take deposits, or provide investment services. Any regulated activity—such as token issuance—occurs in other entities in the Nubia ecosystem, not at the SPV level.

How are Nubia Gold Tokens backed?

Each Nub X oken is designed to represent a specific quantity of allocated physical gold held by or for the SPV in secure vaults. The Articles restrict the SPV from lending, pledging, or otherwise encumbering these Gold Assets so that they remain available for redemption.

Can redemptions be paused or blocked?

The governance and smart contract design aim to make valid redemptions continuously honourable, even during governance disruptions. Redemptions are treated as Routine Withdrawals; they do not require shareholder votes, and fallback mechanisms exist so that operational disruptions do not freeze access to gold.

Who can authorise movement of gold out of the vault?

For Routine Withdrawals (primarily redemptions), dual authorization is required. Extraordinary Withdrawals—such as for vault migration or regulatory inspections—require unanimous shareholder approval and Independent Director supervision, with detailed documentation and clear traceability.

Does the SPV engage in lending or yield generation?

No. The SPV is intentionally restricted from using Gold Assets for lending, leverage, yield generation, or other commercial deployment. Any yield or investment product in the broader ecosystem would be operated through separate, appropriately structured entities.

Contact

Compliance & governance inquiries

For regulated counterparties, auditors, or institutional partners who require further documentation or wish to discuss the structure in more detail.

For compliance, legal or governance-related questions, please contact:

Compliance desk

Email:[email protected]

Registered address:
Nubia Gold SPV Limited
Level 15, WeWork, Al Khatem Tower, Al Maryah Island
Abu Dhabi Global Market Square, Abu Dhabi, UAE