| | The feasibility of reduction of GHGs given the companys product line and current technology; and |
| | Whether the company already provides meaningful disclosure on GHG emissions from its products and operations. |
Political Contributions and Trade Association Spending/Lobbying Expenditures and Initiatives
GSAM generally believes that it is the role of boards and management to determine the appropriate level of disclosure of all types of corporate political activity. When evaluating these proposals, GSAM considers the prescriptive nature of the proposal and the overall benefit to shareholders along with a companys current disclosure of policies, practices and oversight.
Generally vote AGAINST proposals asking the company to affirm political nonpartisanship in the workplace so long as:
| | There are no recent, significant controversies, fines or litigation regarding the companys political contributions or trade association spending; and |
| | The company has procedures in place to ensure that employee contributions to company-sponsored political action committees (PACs) are strictly voluntary and prohibits coercion. |
Vote AGAINST proposals requesting increased disclosure of a companys policies with respect to political contributions, lobbying and trade association spending as long as:
| | There is no significant potential threat or actual harm to shareholders interests; |
| | There are no recent significant controversies or litigation related to the companys political contributions or governmental affairs; and |
| | There is publicly available information to assess the companys oversight related to such expenditures of corporate assets. |
GSAM generally will vote AGAINST proposals asking for detailed disclosure of political contributions or trade association or lobbying expenditures.
Vote AGAINST proposals barring the company from making political contributions. Businesses are affected by legislation at the federal, state, and local level and barring political contributions can put the company at a competitive disadvantage.
Gender Identity and Sexual Orientation
A company should have a clear, public Equal Employment Opportunity (EEO) statement and/or diversity policy. Generally vote FOR proposals seeking to amend a companys EEO statement or diversity policies to additionally prohibit discrimination based on sexual orientation and/or gender identity.
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Labor and Human Rights Standards
Generally vote FOR proposals requesting a report on company or company supplier labor and/or human rights standards and policies, or on the impact of its operations on society, unless such information is already publicly disclosed considering:
| | The degree to which existing relevant policies and practices are disclosed; |
| | Whether or not existing relevant policies are consistent with internationally recognized standards; |
| | Whether company facilities and those of its suppliers are monitored and how; |
| | Company participation in fair labor organizations or other internationally recognized human rights initiatives; |
| | Scope and nature of business conducted in markets known to have higher risk of workplace labor/human rights abuse; |
| | Recent, significant company controversies, fines, or litigation regarding human rights at the company or its suppliers; |
| | The scope of the request; and |
| | Deviation from industry sector peer company standards and practices. |
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B. Non-U.S. Proxy Items
The following section is a broad summary of the Guidelines, which form the basis of the Policy with respect to non-U.S. public equity investments. Applying these guidelines is subject to certain regional and country-specific exceptions and modifications and is not inclusive of all considerations in each market.
| 1. | Operational Items |
Financial Results/Director and Auditor Reports
Vote FOR approval of financial statements and director and auditor reports, unless:
| | There are concerns about the accounts presented or audit procedures used; or |
| | The company is not responsive to shareholder questions about specific items that should be publicly disclosed. |
Appointment of Auditors and Auditor Fees
Vote FOR the re-election of auditors and proposals authorizing the board to fix auditor fees, unless:
| | There are serious concerns about the accounts presented, audit procedures used or audit opinion rendered; |
| | There is reason to believe that the auditor has rendered an opinion that is neither accurate nor indicative of the companys financial position; |
| | Name of the proposed auditor has not been published; |
| | The auditors are being changed without explanation; |
| | Non-audit-related fees are substantial or are in excess of standard annual audit-related fees; or |
| | The appointment of external auditors if they have previously served the company in an executive capacity or can otherwise be considered affiliated with the company. |
Appointment of Statutory Auditors
Vote FOR the appointment or re-election of statutory auditors, unless:
| | There are serious concerns about the statutory reports presented or the audit procedures used; |
| | Questions exist concerning any of the statutory auditors being appointed; or |
| | The auditors have previously served the company in an executive capacity or can otherwise be considered affiliated with the company. |
Allocation of Income
Vote FOR approval of the allocation of income, unless:
| | The dividend payout ratio has been consistently low without adequate explanation; or |
| | The payout is excessive given the companys financial position. |
Stock (Scrip) Dividend Alternative
Vote FOR most stock (scrip) dividend proposals.
Vote AGAINST proposals that do not allow for a cash option unless management demonstrates that the cash option is harmful to shareholder value.
Amendments to Articles of Association
Vote amendments to the articles of association on a CASE-BY-CASE basis.
Change in Company Fiscal Term
Vote FOR resolutions to change a companys fiscal term unless a companys motivation for the change is to postpone its annual general meeting.
Lower Disclosure Threshold for Stock Ownership
Vote AGAINST resolutions to lower the stock ownership disclosure threshold below 5% unless specific reasons exist to implement a lower threshold.
Amend Quorum Requirements
Vote proposals to amend quorum requirements for shareholder meetings on a CASE-BY-CASE basis.
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Transact Other Business
Vote AGAINST other business when it appears as a voting item.
| 2. | Board of Directors |
Director Elections
Vote FOR management nominees taking into consideration the following:
| | Adequate disclosure has not been provided in a timely manner; or |
| | There are clear concerns over questionable finances or restatements; or |
| | There have been questionable transactions or conflicts of interest; or |
| | There are any records of abuses against minority shareholder interests; or |
| | The board fails to meet minimum corporate governance standards; or |
| | There are reservations about: |
| | Director terms |
| | Bundling of proposals to elect directors |
| | Board independence |
| | Disclosure of named nominees |
| | Combined Chairman/CEO |
| | Election of former CEO as Chairman of the board |
| | Overboarded directors |
| | Composition of committees |
| | Director independence |
| | Number of directors on the board |
| | Specific concerns about the individual or company, such as criminal wrongdoing or breach of fiduciary responsibilities; or |
| | Repeated absences at board meetings have not been explained (in countries where this information is disclosed); or |
| | Unless there are other considerations which may include sanctions from government or authority, violations of laws and regulations, or other issues related to improper business practice, failure to replace management, or egregious actions related to service on other boards. |
Vote on a CASE-BY-CASE basis in contested elections of directors, e.g., the election of shareholder nominees or the dismissal of incumbent directors, determining which directors are best suited to add value for shareholders.
The analysis will generally be based on, but not limited to, the following major decision factors:
| | Company performance relative to its peers; |
| | Strategy of the incumbents versus the dissidents; |
| | Independence of board candidates; |
| | Experience and skills of board candidates; |
| | Governance profile of the company; |
| | Evidence of management entrenchment; |
| | Responsiveness to shareholders; |
| | Whether a takeover offer has been rebuffed; |
| | Whether minority or majority representation is being sought. |
Vote FOR employee and/or labor representatives if they sit on either the audit or compensation committee and are required by law to be on those committees.
Vote AGAINST employee and/or labor representatives if they sit on either the audit or compensation committee, if they are not required to be on those committees.
Classification of directors
Executive Director
| | Employee or executive of the company; |
| | Any director who is classified as a non-executive, but receives salary, fees, bonus, and/or other benefits that are in line with the highest-paid executives of the company. |
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Non-Independent Non-Executive Director (NED)
| | Any director who is attested by the board to be a non-independent NED; |
| | Any director specifically designated as a representative of a significant shareholder of the company; |
| | Any director who is also an employee or executive of a significant shareholder of the company; |
| | Beneficial owner (direct or indirect) of at least 10% of the companys stock, either in economic terms or in voting rights (this may be aggregated if voting power is distributed among more than one member of a defined group, e.g., family members who beneficially own less than 10% individually, but collectively own more than 10%), unless market best practice dictates a lower ownership and/or disclosure threshold (and in other special market-specific circumstances); |
| | Government representative; |
| | Currently provides (or a relative provides) professional services to the company, to an affiliate of the company, or to an individual officer of the company or of one of its affiliates in excess of $10,000 per year; |
| | Represents customer, supplier, creditor, banker, or other entity with which company maintains transactional/commercial relationship (unless company discloses information to apply a materiality test); |
| | Any director who has conflicting or cross-directorships with executive directors or the chairman of the company; |
| | Relative of a current employee of the company or its affiliates; |
| | Relative of a former executive of the company or its affiliates; |
| | A new appointee elected other than by a formal process through the General Meeting (such as a contractual appointment by a substantial shareholder); |
| | Founder/co-founder/member of founding family but not currently an employee; |
| | Former executive (5 year cooling off period); |
| | Years of service is generally not a determining factor unless it is recommended best practice in a market and/or in extreme circumstances, in which case it may be considered; and |
| | Any additional relationship or principle considered to compromise independence under local corporate governance best practice guidance. |
Independent NED
| | No material connection, either directly or indirectly, to the company other than a board seat. |
Employee Representative
| | Represents employees or employee shareholders of the company (classified as employee representative but considered a non-independent NED). |
Discharge of Directors
Generally vote FOR the discharge of directors, including members of the management board and/or supervisory board, unless there is reliable information about significant and compelling controversies that the board is not fulfilling its fiduciary duties warranted by:
| | A lack of oversight or actions by board members which invoke shareholder distrust related to malfeasance or poor supervision, such as operating in private or company interest rather than in shareholder interest; or |
| | Any legal issues (e.g., civil/criminal) aiming to hold the board responsible for breach of trust in the past or related to currently alleged actions yet to be confirmed (and not only the fiscal year in question), such as price fixing, insider trading, bribery, fraud, and other illegal actions; or |
| | Other egregious governance issues where shareholders may bring legal action against the company or its directors; or |
| | Vote on a CASE-BY-CASE basis where a vote against other agenda items are deemed inappropriate. |
| 3. | Compensation |
Director Compensation
Vote FOR proposals to award cash fees to non-executive directors unless the amounts are excessive relative to other companies in the country or industry.
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Vote non-executive director compensation proposals that include both cash and share-based components on a CASE-BY-CASE basis.
Vote proposals that bundle compensation for both non-executive and executive directors into a single resolution on a CASE-BY-CASE basis.
Vote AGAINST proposals to introduce retirement benefits for non-executive directors.
Compensation Plans
Vote compensation plans on a CASE-BY-CASE basis.
Director, Officer, and Auditor Indemnification and Liability Provisions
Vote proposals seeking indemnification and liability protection for directors and officers on a CASE-BY-CASE basis.
Vote AGAINST proposals to indemnify auditors.
| 4. | Board Structure |
Vote AGAINST the introduction of classified boards and mandatory retirement ages for directors.
Vote AGAINST proposals to alter board structure or size in the context of a fight for control of the company or the board.
Chairman CEO combined role (for applicable markets)
GSAM will generally recommend a vote AGAINST shareholder proposals requiring that the chairmans position be filled by an independent director, if the company satisfies 3 of the 4 following criteria:
| | Two-thirds independent board, or majority in countries where employee representation is common practice; |
| | A designated, or a rotating, lead director, elected by and from the independent board members with clearly delineated and comprehensive duties; |
| | Fully independent key committees; and/or |
| | Established, publicly disclosed, governance guidelines and director biographies/profiles. |
| 5. | Capital Structure |
Share Issuance Requests
General Issuances:
Vote FOR issuance requests with preemptive rights to a maximum of 100% over currently issued capital.
Vote FOR issuance requests without preemptive rights to a maximum of 20% of currently issued capital.
Specific Issuances:
Vote on a CASE-BY-CASE basis on all requests, with or without preemptive rights.
Increases in Authorized Capital
Vote FOR non-specific proposals to increase authorized capital up to 100% over the current authorization unless the increase would leave the company with less than 30% of its new authorization outstanding.
Vote FOR specific proposals to increase authorized capital to any amount, unless:
| | The specific purpose of the increase (such as a share-based acquisition or merger) does not meet guidelines for the purpose being proposed; or |
| | The increase would leave the company with less than 30% of its new authorization outstanding after adjusting for all proposed issuances. |
Vote AGAINST proposals to adopt unlimited capital authorizations.
Reduction of Capital
Vote FOR proposals to reduce capital for routine accounting purposes unless the terms are unfavorable to shareholders.
Vote proposals to reduce capital in connection with corporate restructuring on a CASE-BY-CASE basis.
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Capital Structures
Vote FOR resolutions that seek to maintain or convert to a one-share, one-vote capital structure.
Vote AGAINST requests for the creation or continuation of dual-class capital structures or the creation of new or additional super voting shares.
Preferred Stock
Vote FOR the creation of a new class of preferred stock or for issuances of preferred stock up to 50% of issued capital unless the terms of the preferred stock would adversely affect the rights of existing shareholders.
Vote FOR the creation/issuance of convertible preferred stock as long as the maximum number of common shares that could be issued upon conversion meets guidelines on equity issuance requests.
Vote AGAINST the creation of a new class of preference shares that would carry superior voting rights to the common shares.
Vote AGAINST the creation of blank check preferred stock unless the board clearly states that the authorization will not be used to thwart a takeover bid.
Vote proposals to increase blank check preferred authorizations on a CASE-BY-CASE basis.
Debt Issuance Requests
Vote non-convertible debt issuance requests on a CASE-BY-CASE basis, with or without preemptive rights.
Vote FOR the creation/issuance of convertible debt instruments as long as the maximum number of common shares that could be issued upon conversion meets guidelines on equity issuance requests.
Vote FOR proposals to restructure existing debt arrangements unless the terms of the restructuring would adversely affect the rights of shareholders.
Increase in Borrowing Powers
Vote proposals to approve increases in a companys borrowing powers on a CASE-BY-CASE basis.
Share Repurchase Plans
GSAM will generally recommend FOR share repurchase programs taking into account whether:
| | The share repurchase program can be used as a takeover defense; |
| | There is clear evidence of historical abuse; |
| | There is no safeguard in the share repurchase program against selective buybacks; |
| | Pricing provisions and safeguards in the share repurchase program are deemed to be unreasonable in light of market practice. |
Reissuance of Repurchased Shares
Vote FOR requests to reissue any repurchased shares unless there is clear evidence of abuse of this authority in the past.
Capitalization of Reserves for Bonus Issues/Increase in Par Value
Vote FOR requests to capitalize reserves for bonus issues of shares or to increase par value.
| 6. | Mergers and Corporate Restructurings and Other |
Reorganizations/Restructurings
Vote reorganizations and restructurings on a CASE-BY-CASE basis.
Mergers and Acquisitions
Vote CASE-BY-CASE on mergers and acquisitions taking into account the following based on publicly available information:
| | Valuation; |
| | Market reaction; |
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| | Strategic rationale; |
| | Managements track record of successful integration of historical acquisitions; |
| | Presence of conflicts of interest; and |
| | Governance profile of the combined company. |
Antitakeover Mechanisms
Generally vote AGAINST all antitakeover proposals, unless they are structured in such a way that they give shareholders the ultimate decision on any proposal or offer.
Reincorporation Proposals
Vote reincorporation proposals on a CASE-BY-CASE basis.
Related-Party Transactions
Vote related-party transactions on a CASE-BY-CASE basis, considering factors including, but not limited to, the following:
| | The parties on either side of the transaction; |
| | The nature of the asset to be transferred/service to be provided; |
| | The pricing of the transaction (and any associated professional valuation); |
| | The views of independent directors (where provided); |
| | The views of an independent financial adviser (where appointed); |
| | Whether any entities party to the transaction (including advisers) is conflicted; and |
| | The stated rationale for the transaction, including discussions of timing. |
Shareholder Proposals
Vote all shareholder proposals on a CASE-BY-CASE basis.
Vote FOR proposals that would improve the companys corporate governance or business profile at a reasonable cost.
Vote AGAINST proposals that limit the companys business activities or capabilities or result in significant costs being incurred with little or no benefit.
| 7. | Environmental, Social, Governance (ESG) Issues |
Please refer to page 8 for our current approach to these important topics.
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PART C: OTHER INFORMATION
Item 28. Exhibits
| (a) | (1) | Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 29 to the Registrants registration statement, SEC File No. 33-17619, filed February 14, 1997) | ||||
| (2) | Amendment No. 1 dated April 24, 1997 to Agreement and Declaration of Trust January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 40 to the Registrants registration statement, SEC File No. 33-17619, filed October 16, 1997) | |||||
| (3) | Amendment No. 2 dated July 21, 1997 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 40 to the Registrants registration statement, SEC File No. 33-17619, filed October 16, 1997) | |||||
| (4) | Amendment No. 3 dated October 21, 1997 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | |||||
| (5) | Amendment No. 4 dated January 28, 1998 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | |||||
| (6) | Amendment No. 5 dated January 28, 1998 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 47 to the Registrants registration statement, SEC File No. 33-17619, filed October 1, 1998) | |||||
| (7) | Amendment No. 6 dated July 22, 1998 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 47 to the Registrants registration statement, SEC File No. 33-17619, filed October 1, 1998) | |||||
| (8) | Amendment No. 7 dated November 3, 1998 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 50 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1998) | |||||
| (9) | Amendment No. 8 dated January 22, 1999 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 52 to the Registrants registration statement, SEC File No. 33-17619, filed February 12, 1999) | |||||
| (10) | Amendment No. 9 dated April 28, 1999 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 55 to the Registrants registration statement, SEC File No. 33-17619, filed July 16, 1999) | |||||
| (11) | Amendment No. 10 dated July 27, 1999 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 56 to the Registrants registration statement, SEC File No. 33-17619, filed September 16, 1999) | |||||
| (12) | Amendment No. 11 dated July 27, 1999 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 56 to the Registrants registration statement, SEC File No. 33-17619, filed September 16, 1999) | |||||
| (13) | Amendment No. 12 dated October 26, 1999 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 58 to the Registrants registration statement, SEC File No. 33-17619, filed November 22, 1999) |
| (14) | Amendment No. 13 dated February 3, 2000 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (15) | Amendment No. 14 dated April 26, 2000 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 65 to the Registrants registration statement, SEC File No. 33-17619, filed May 3, 2000) | |||||
| (16) | Amendment No. 15 dated August 1, 2000 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 68 to the Registrants registration statement, SEC File No. 33-17619, filed November 22, 2000) | |||||
| (17) | Amendment No. 16 dated January 30, 2001 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 72 to the Registrants registration statement, SEC File No. 33-17619, filed April 13, 2001) | |||||
| (18) | Amendment No. 17 dated April 25, 2001 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 73 to the Registrants registration statement, SEC File No. 33-17619, filed December 21, 2001) | |||||
| (19) | Amendment No. 18 dated July 1, 2002 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 79 to the Registrants registration statement, SEC File No. 33-17619, filed December 11, 2002) | |||||
| (20) | Amendment No. 19 dated August 1, 2002 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 79 to the Registrants registration statement, SEC File No. 33-17619, filed December 11, 2002) | |||||
| (21) | Amendment No. 20 dated August 1, 2002 to Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 79 to the Registrants registration statement, SEC File No. 33-17619, filed December 11, 2002) | |||||
| (22) | Amendment No. 21 dated January 29, 2003 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 81 to the Registrants registration statement, SEC File No. 33-17619, filed February 19, 2003) | |||||
| (23) | Amendment No. 22 dated July 31, 2003 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 85 to the Registrants registration statement, SEC File No. 33-17619, filed December 12, 2003) | |||||
| (24) | Amendment No. 23 dated October 30, 2003 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 85 to the Registrants registration statement, SEC File No. 33-17619, filed December 12, 2003) | |||||
| (25) | Amendment No. 24 dated May 6, 2004 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from the Registrants Registration Statement on Form N-14 relating to the Registrants acquisition of the Golden Oak® Family of Funds, SEC File No. 333-117561, filed July 22, 2004) | |||||
| (26) | Amendment No. 25 dated April 21, 2004 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 93 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2004) |
| (27) | Amendment No. 26 dated November 4, 2004 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 93 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2004) | |||||
| (28) | Amendment No. 27 dated February 10, 2005 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 103 to the Registrants registration statement, SEC File No. 33-17619, filed June 17, 2005) | |||||
| (29) | Amendment No. 28 dated May 12, 2005 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 112 to the Registrants registration statement, SEC File No. 33-17619, filed December 7, 2005) | |||||
| (30) | Amendment No. 29 dated June 16, 2005 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 112 to the Registrants registration statement, SEC File No. 33-17619, filed December 7, 2005) | |||||
| (31) | Amendment No. 30 dated August 4, 2005 to the Agreement and Declaration of Trust dated January 28, 1977 (incorporated by reference from Post-Effective Amendment No. 112 to the Registrants registration statement, SEC File No. 33-17619, filed December 7, 2005) | |||||
| (32) | Amendment No. 31 dated November 2, 2005 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 127 to the Registrants registration statement, SEC File No. 33-17619, filed May 26, 2006) | |||||
| (33) | Amendment No. 32 dated December 31, 2005 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 114 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 2005) | |||||
| (34) | Amendment No. 33 dated March 16, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 127 to the Registrants registration statement, SEC File No. 33-17619, filed May 26, 2006) | |||||
| (35) | Amendment No. 34 dated March 16, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 127 to the Registrants registration statement, SEC File No. 33-17619, filed May 26, 2006) | |||||
| (36) | Amendment No. 35 dated May 11, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 133 to the Registrants registration statement, SEC File No. 33-17619, filed August 18, 2006) | |||||
| (37) | Amendment No. 36 dated June 15, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 129 to the Registrants registration statement, SEC File No. 33-17619, filed June 23, 2006) | |||||
| (38) | Amendment No. 37 dated August 10, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 143 to the Registrants registration statement, SEC File No. 33-17619, filed December 21, 2006) | |||||
| (39) | Amendment No. 38 dated November 9, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 143 to the Registrants registration statement, SEC File No. 33-17619, filed December 21, 2006) |
| (40) | Amendment No. 39 dated December 14, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 159 to the Registrants registration statement, SEC File No. 33-17619, filed June 12, 2007) | |||||
| (41) | Amendment No. 40 dated December 14, 2006 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 159 to the Registrants registration statement, SEC File No. 33-17619, filed June 12, 2007) | |||||
| (42) | Amendment No. 41 dated February 8, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 159 to the Registrants registration statement, SEC File No. 33-17619, filed June 12, 2007) | |||||
| (43) | Amendment No. 42 dated March 15, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 159 to the Registrants registration statement, SEC File No. 33-17619, filed June 12, 2007) | |||||
| (44) | Amendment No. 43 dated May 10, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 159 to the Registrants registration statement, SEC File No. 33-17619, filed June 12, 2007) | |||||
| (45) | Amendment No. 44 dated June 13, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 162 to the Registrants registration statement, SEC File No. 33-17619, filed August 14, 2007) | |||||
| (46) | Amendment No. 45 dated June 13, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 173 to the Registrants registration statement, SEC File No. 33-17619, filed November 27, 2007) | |||||
| (47) | Amendment No. 46 dated November 8, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 173 to the Registrants registration statement, SEC File No. 33-17619, filed November 27, 2007) | |||||
| (48) | Amendment No. 47 dated November 8, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 173 to the Registrants registration statement, SEC File No. 33-17619, filed November 27, 2007) | |||||
| (49) | Amendment No. 48 dated December 13, 2007 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 183 to the Registrants registration statement, SEC File No. 33-17619, filed January 18, 2008) | |||||
| (50) | Amendment No. 49 dated June 19, 2008 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 205 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2008) | |||||
| (51) | Amendment No. 50 dated August 14, 2008 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 206 to the Registrants registration statement, SEC File No. 33-17619, filed August 27, 2008) |
|
|
(52) | Amendment No. 51 dated August 25, 2008 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 217 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2009) | ||||
| (53) | Amendment No. 52 dated November 13, 2008 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 217 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2009) | |||||
| (54) | Amendment No. 53 dated May 21, 2009 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 226 to the Registrants registration statement, SEC File No. 33-17619, filed November 24, 2009) | |||||
| (55) | Amendment No. 54 dated November 19, 2009 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 226 to the Registrants registration statement, SEC File No. 33-17619, filed November 24, 2009) | |||||
| (56) | Amendment No. 55 dated February 11, 2010 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 242 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2010) | |||||
| (57) | Amendment No. 56 dated May 20, 2010 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 249 to the Registrants registration statement, SEC File No. 33-17619, filed June 30, 2010) | |||||
| (58) | Amendment No. 57 dated June 17, 2010 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 249 to the Registrants registration statement, SEC File No. 33-17619, filed June 30, 2010) | |||||
| (59) | Amendment No. 58 dated November 18, 2010 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 261 to the Registrants registration statement, SEC File No. 33-17619, filed December 3, 2010) | |||||
| (60) | Amendment No. 59 dated January 5, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 270 to the Registrants registration statement, SEC File No. 33-17619, filed February 16, 2011) | |||||
| (61) | Amendment No. 60 dated February 10, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 270 to the Registrants registration statement, SEC File No. 33-17619, filed February 16, 2011) | |||||
| (62) | Amendment No. 61 dated February 10, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 270 to the Registrants registration statement, SEC File No. 33-17619, filed February 16, 2011) | |||||
| (63) | Amendment No. 62 dated June 16, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 285 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2011) | |||||
| (64) | Amendment No. 63 dated August 18, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 290 to the Registrants registration statement, SEC File No. 33-17619, filed December 12, 2011) |
| (65) | Amendment No. 64 dated September 27, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 291 to the Registrants registration statement, SEC File No. 33-17619, filed December 16, 2011) | |||||
| (66) | Amendment No. 65 dated October 20, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 291 to the Registrants registration statement, SEC File No. 33-17619, filed December 16, 2011) | |||||
| (67) | Amendment No. 66 dated December 15, 2011 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 292 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2011) | |||||
| (68) | Amendment No. 67 dated April 19, 2012 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 321 to the Registrants registration statement, SEC File No. 33-17619, filed April 27, 2012) | |||||
| (69) | Amendment No. 68 dated August 16, 2012 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 333 to the Registrants registration statement, SEC File No. 33-17619, filed September 24, 2012) | |||||
| (70) | Amendment No. 69 dated December 13, 2012 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 346 to the Registrants registration statement, SEC File No. 33-17619, filed January 28, 2013) | |||||
| (71) | Amendment No. 70 dated February 12, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 348 to the Registrants registration statement, SEC File No. 33-17619, filed February 28, 2013) | |||||
| (72) | Amendment No. 71 dated April 18, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 355 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2013) | |||||
| (73) | Amendment No. 72 dated June 13, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 363 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2013) | |||||
| (74) | Amendment No. 73 dated August 15, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 366 to the Registrants registration statement, SEC File No. 33-17619, filed September 12, 2013) | |||||
| (75) | Amendment No. 74 dated September 19, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 368 to the Registrants registration statement, SEC File No. 33-17619, filed September 26, 2013) | |||||
| (76) | Amendment No. 75 dated October 17, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 369 to the Registrants registration statement, SEC File No. 33-17619, filed October 25, 2013) |
| (77) | Amendment No. 76 dated November 8, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 375 to the Registrants registration statement, SEC File No. 33-17619, filed December 13, 2013) | |||||
| (78) | Amendment No. 77 dated December 19, 2013 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 376 to the Registrants registration statement, SEC File No. 33-17619, filed December 26, 2013) | |||||
| (79) | Amendment No. 78 dated February 11, 2014 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 393 to the Registrants registration statement, SEC File No. 33-17619, filed February 21, 2014) | |||||
| (80) | Amendment No. 79 dated April 10, 2014 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 414 to the Registrants registration statement, SEC File No. 33-17619, filed April 25, 2014) | |||||
| (81) | Amendment No. 80 dated August 14, 2014 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (82) | Amendment No. 81 dated October 16, 2014 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 432 to the Registrants registration statement, SEC File No. 33-17619, filed November 17, 2014) | |||||
| (83) | Amendment No. 82 dated December 17, 2014 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 433 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 2014) | |||||
| (84) | Amendment No. 83 dated February 12, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 441 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2015) | |||||
| (85) | Amendment No. 84 dated April 16, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 455 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2015) | |||||
| (86) | Amendment No. 85 dated June 11, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 464 to the Registrants registration statement, SEC File No. 33-17619, filed June 17, 2015) | |||||
| (87) | Amendment No. 86 dated August 13, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Registrants Registration Statement on Form N-14, SEC File No. 333-206459, filed August 18, 2015) | |||||
| (88) | Amendment No. 87 dated October 15, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 504 to the Registrants registration statement, SEC File No. 33-17619, filed October 30, 2015) |
| (89) | Amendment No. 88 dated December 17, 2015 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 511 to the Registrants registration statement, SEC File No. 33-17619, filed December 17, 2015) | |||||
| (90) | Amendment No. 89 dated February 11, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 526 to the Registrants registration statement, SEC File No. 33-17619, filed February 26, 2016) | |||||
| (91) | Amendment No. 90 dated April 14, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 551 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2016) | |||||
| (92) | Amendment No. 91 dated May 23, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 573 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2016) | |||||
| (93) | Amendment No. 92 dated June 16, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 573 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2016) | |||||
| (94) | Amendment No. 93 dated August 18, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 577 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2016) | |||||
| (95) | Amendment No. 94 dated December 14, 2016 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 582 to the Registrants registration statement, SEC File No. 33-17619, filed December 22, 2016) | |||||
| (96) | Amendment No. 95 dated February 16, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 595 to the Registrants registration statement, SEC File No. 33-17619, filed February 28, 2017) | |||||
| (97) | Amendment No. 96 dated April 19, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 610 to the Registrants registration statement, SEC File No. 33-17619, filed April 25, 2017) | |||||
| (98) | Amendment No. 97 dated June 15, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 618 to the Registrants registration statement, SEC File No. 33-17619, filed June 16, 2017) | |||||
| (99) | Amendment No. 98 dated August 17, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (100) | Amendment No. 99 dated October 12, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 629 to the Registrants registration statement, SEC File No. 33-17619, filed October 13, 2017) |
| (101) | Amendment No. 100 dated December 13, 2017 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 634 to the Registrants registration statement, SEC File No. 33-17619, filed December 15, 2017) | |||||
| (102) | Amendment No. 101 dated February 15, 2018 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 652 to the Registrants registration statement, SEC File No. 33-17619, filed February 16, 2018) | |||||
| (103) | Amendment No. 102 dated June 14, 2018 to the Agreement and Declaration of Trust dated January 28, 1997 (incorporated by reference from Post-Effective Amendment No. 700 to the Registrants registration statement, SEC File No. 33-17619, filed June 15, 2018) | |||||
| (b) | Amended and Restated By-laws of Goldman Sachs Trust dated April 19, 2017 (incorporated by reference from Post-Effective Amendment No. 610 to the Registrants registration statement, SEC File No. 33-17619, filed April 25, 2017) | |||||
| (c) | Instruments defining the rights of holders of Registrants shares of beneficial interest (Article II, Section 10, Article IV, Section 3, Article V, Article VI, Article VII, Article IX, Section 8 and Section 9 of the Registrants Agreement and Declaration of Trust incorporated by reference as Exhibit (a)(1) and Article III of the Registrants Amended and Restated By-Laws incorporated by reference as Exhibit (b)) | |||||
| (d) | (1) | Management Agreement dated April 30, 1997 between Registrant, on behalf of Goldman Sachs Short Duration Government Fund, and Goldman Sachs Funds Management, L.P. (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | ||||
| (2) | Management Agreement dated April 30, 1997 between Registrant, on behalf of Goldman Sachs High Quality Floating Rate Fund (formerly, Goldman Sachs Adjustable Rate Government Fund), and Goldman Sachs Funds Management, L.P. (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | |||||
| (3) | Management Agreement dated April 30, 1997 between Registrant, on behalf of Goldman Sachs Short Duration Tax-Free Fund, and Goldman Sachs Asset Management, L.P. (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | |||||
| (4) | Management Agreement dated April 30, 1997 between Registrant, on behalf of Goldman Sachs Core Fixed Income Fund, and Goldman Sachs Asset Management, L.P. (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) | |||||
| (5) | Management Agreement dated April 30, 1997 between Registrant, Goldman Sachs Asset Management, L.P., Goldman Sachs Funds Management L.P. and Goldman Sachs Asset Management International (incorporated by reference from Post-Effective Amendment No. 48 to the Registrants registration statement, SEC File No. 33-17619, filed November 25, 1998) | |||||
| (6) | Management Agreement dated January 1, 1998 between Registrant, on behalf of the Goldman Sachs Asset Allocation Portfolios, and Goldman Sachs Asset Management, L.P. (incorporated by reference from Post-Effective Amendment No. 41 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 1998) |
| (7) | Amended Annex A dated September 25, 2007 to the Management Agreement dated January 1, 1998 on behalf of the Goldman Sachs Asset Allocation Portfolios, and Goldman Sachs Asset Management, L.P. (incorporated by reference from Post-Effective Amendment No. 195 to the Registrants registration statement, SEC File No. 33-17619, filed February 29, 2008) | |||||
| (8) | Amended Annex A dated February 15, 2018 to the Management Agreement dated April 30, 1997 between Registrant, Goldman Sachs Asset Management, L.P., Goldman Sachs Funds Management L.P. and Goldman Sachs Asset Management International (incorporated by reference from Post-Effective Amendment No. 699 to the Registrants registration statement, SEC File No. 33-17619, filed May 30, 2018) | |||||
| (9) | Sub-Advisory Agreement effective October 1, 2014 between Goldman Sachs Asset Management, L.P. and Dividend Assets Capital, LLC, on behalf of the Goldman Sachs Rising Dividend Growth Fund (incorporated by reference from Post-Effective Amendment No. 441 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2015) | |||||
| (10) | Assumption Agreement dated April 26, 2003 between Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.) and Goldman Sachs Asset Management, L.P. (with respect to the Goldman Sachs Short-Duration Tax-Free Fund) (incorporated by reference from Post-Effective Amendment No. 83 to the Registrants registration statement, SEC File No. 33-17619, filed June 13, 2003) | |||||
| (11) | Assumption Agreement dated April 26, 2003 between Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.) and Goldman Sachs Asset Management, L.P. (with respect to certain of the Goldman Sachs Fixed Income, Equity, Specialty and Money Market Funds) (incorporated by reference from Post-Effective Amendment No. 83 to the Registrants registration statement, SEC File No. 33-17619, filed June 13, 2003) | |||||
| (12) | Assumption Agreement dated April 26, 2003 between Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.) and Goldman Sachs Asset Management, L.P. (with respect to the Goldman Sachs Core Fixed Income Fund) (incorporated by reference from Post-Effective Amendment No. 83 to the Registrants registration statement, SEC File No. 33-17619, filed June 13, 2003) | |||||
| (13) | Assumption Agreement dated April 26, 2003 between Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.) and Goldman Sachs Asset Management, L.P. (with respect to the Goldman Sachs Asset Allocation Funds) (incorporated by reference from Post-Effective Amendment No. 83 to the Registrants registration statement, SEC File No. 33-17619, filed June 13, 2003) | |||||
| (14) | Assumption Agreement dated September 1, 2017 between Goldman Sachs Asset Management International and Goldman Sachs Asset Management, L.P. (with respect to the Goldman Sachs Emerging Markets Equity Fund, Goldman Sachs Asia Equity Fund and Goldman Sachs N-11 Equity Fund) (incorporated by reference from Post-Effective Amendment No. 626 to the Registrants registration statement, SEC File No. 33-17619, filed September 15, 2017) | |||||
| (15) | Assumption Agreement dated November 1, 2017 between Goldman Sachs Asset Management International and Goldman Sachs Asset Management, L.P. (with respect to the Goldman Sachs International Equity ESG Fund (formerly, Goldman Sachs Focused International Equity Fund) and Goldman Sachs International Equity Income Fund (formerly, Goldman Sachs Strategic International Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 633 to the Registrants registration statement, SEC File No. 33-17619, filed November 30, 2017) | |||||
| (16) | Fee Reduction Commitment dated April 29, 2005 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to the Goldman Sachs Equity Growth Strategy (formerly, Goldman Sachs Aggressive Growth Strategy), Goldman Sachs Balanced Strategy, Goldman Sachs Growth and Income Strategy and Goldman Sachs Growth Strategy Portfolios (incorporated by reference from Post-Effective Amendment No. 103 to the Registrants registration statement, SEC File No. 33-17619, filed June 17, 2005) |
| (17) | Amended and Restated Fee Reduction Commitment dated June 15, 2017 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to the Goldman Sachs Short Duration Tax-Free Fund (incorporated by reference from Post-Effective Amendment No. 620 to the Registrants registration statement, SEC File No. 33-17619, filed July 28, 2017) | |||||
| (18) | Amended and Restated Fee Reduction Commitment dated June 15, 2017 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to the Goldman Sachs High Quality Floating Rate Fund (formerly, Goldman Sachs Ultra-Short Duration Government Fund and Goldman Sachs Adjustable Rate Government Fund) (incorporated by reference from Post-Effective Amendment No. 620 to the Registrants registration statement, SEC File No. 33-17619, filed July 28, 2017) | |||||
| (19) | Amended and Restated Fee Reduction Commitment dated June 15, 2017 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to the Goldman Sachs Short Duration Government Fund (incorporated by reference from Post-Effective Amendment No. 620 to the Registrants registration statement, SEC File No. 33-17619, filed July 28, 2017) | |||||
| (20) | Fee Reduction Commitment dated July 1, 2008 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to the Goldman Sachs Core Fixed Income Fund (incorporated by reference from Post-Effective Amendment No. 217 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2009) | |||||
| (21) | Management Agreement dated August 14, 2014 between Registrant, on behalf of Goldman Sachs Long Short Fund, and GS Investment Strategies, LLC (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (e) | (1) | Distribution Agreement dated April 30, 1997 (incorporated by reference from Post-Effective Amendment No. 85 to the Registrants registration statement, SEC File No. 33-17619, filed December 12, 2003) | ||||
| (2) | Amended Exhibit A dated August 17, 2017 to the Distribution Agreement dated April 30, 1997 (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (f) | Not applicable | |||||
| (g) | (1) | Custodian Contract dated July 15, 1991, between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 26 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1995) | ||||
| (2) | Fee schedule relating to the Custodian Agreement between Registrant on behalf of the Goldman Sachs Asset Allocation Portfolios and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 40 to the Registrants registration statement, SEC File No. 33-17619, filed October 16, 1997) | |||||
| (3) | Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company on behalf of Goldman Sachs Capital Growth Fund (incorporated by reference from Post-Effective Amendment No. 50 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1998) |
| (4) | Fee schedule dated April 12, 1999 relating to Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (Goldman Sachs Strategic Growth and Goldman Sachs Growth Opportunities Funds) (incorporated by reference from Post-Effective Amendment No. 55 to the Registrants registration statement, SEC File No. 33-17619, filed July 16, 1999) | |||||
| (5) | Fee schedule dated October 1, 1999 relating to the Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (Goldman Sachs Large Cap Value Fund) (incorporated by reference from Post-Effective Amendment No. 59 to the Registrants registration statement, SEC File No. 33-17619, filed December 1, 1999) | |||||
| (6) | Fee schedule dated January 12, 2000 relating to Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (Goldman Sachs U.S. Tax-Managed Equity Fund (formerly, CORE Tax-Managed Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (7) | Fee schedule dated January 6, 2000 relating to Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs High Yield Municipal Fund) (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (8) | Fee schedule dated April 14, 2000 relating to Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Enhanced Income Fund) (incorporated by reference from Post-Effective Amendment No. 65 to the Registrants registration statement, SEC File No. 33-17619, filed May 3, 2000) | |||||
| (9) | Additional Portfolio Agreement dated September 27, 1999 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (10) | Letter Agreement dated September 27, 1999 between Registrant and State Street Bank and Trust Company relating to Custodian Contract dated April 6, 1990 (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (11) | Letter Agreement dated September 27, 1999 between Registrant and State Street Bank and Trust Company relating to Custodian Contract dated July 15, 1991 (incorporated by reference from Post-Effective Amendment No. 62 to the Registrants registration statement, SEC File No. 33-17619, filed February 23, 2000) | |||||
| (12) | Amendment dated July 2, 2001 to the Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 73 to the Registrants registration statement, SEC File No. 33-17619, filed December 21, 2001) | |||||
| (13) | Amendment dated July 2, 2001 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 73 to the Registrants registration statement, SEC File No. 33-17619, filed December 21, 2001) | |||||
| (14) | Amendment dated August 1, 2001 to the Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 75 to the Registrants registration statement, SEC File No. 33-17619, filed April 15, 2002) |
| (15) | Amendment dated August 1, 2001 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 75 to the Registrants registration statement, SEC File No. 33-17619, filed April 15, 2002) | |||||
| (16) | Letter Amendment dated May 15, 2002 to the Custodian Contract dated April 6, 1990 between Registrant and State Street Bank and Trust Company (incorporated by reference from Post-Effective Amendment No. 79 to the Registrants registration statement, SEC File No. 33-17619, filed December 11, 2002) | |||||
| (17) | Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (incorporated by reference from Post-Effective Amendment No. 149 to the Registrants registration statement, SEC File No. 33-17619, filed January 19, 2007) | |||||
| (18) | Letter Amendment dated August 26, 2003 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Emerging Markets Debt Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (19) | Letter Amendment dated October 28, 2003 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs U.S. Mortgages Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (20) | Letter Amendment dated February 8, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Commodity Strategy Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (21) | Letter Amendment dated March 14, 2007 to Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Satellite Strategies Portfolio) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (22) | Letter Amendment dated April 23, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs International Equity Income Fund (formerly, Goldman Sachs Strategic International Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (23) | Letter Amendment dated May 2, 2007 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Small Cap Growth Insights Fund and Goldman Sachs Small Cap Value Insights Fund (formerly, Goldman Sachs Structured Small Cap Growth Fund and Goldman Sachs Structured Small Cap Value Fund, respectively)) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (24) | Letter Amendment dated August 10, 2007 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Inflation Protected Securities Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (25) | Letter Amendment dated September 12, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs International Small Cap Insights Fund (formerly, Goldman Sachs Structured International Small Cap Fund)) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) |
| (26) | Letter Amendment dated September 12, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Emerging Markets Equity Insights Fund (formerly, Goldman Sachs Structured Emerging Markets Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (27) | Letter Amendment dated September 18, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Enhanced Dividend Global Equity Portfolio) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (28) | Letter Amendment dated September 18, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Tax-Advantaged Global Equity Portfolio) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (29) | Letter Amendment dated September 18, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs International Tax-Managed Equity Fund (formerly, Goldman Sachs Structured International Tax-Managed Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (30) | Letter Amendment dated September 18, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs International Equity Dividend and Premium Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (31) | Letter Amendment dated October 4, 2007 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Local Emerging Markets Debt Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (32) | Letter Amendment dated November 28, 2007 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Absolute Return Tracker Fund) (incorporated by reference from Post-Effective Amendment No. 218 to the Registrants registration statement, SEC File No. 33-17619, filed April 29, 2009) | |||||
| (33) | Letter Amendment dated September 17, 2009 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs International Equity Insights Fund (formerly, Goldman Sachs Structured International Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 226 to the Registrants registration statement, SEC File No. 33-17619, filed November 24, 2009) | |||||
| (34) | Letter Amendment dated November 19, 2009 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Blue Chip Fund (formerly, Goldman Sachs U.S. Equity Fund)) (incorporated by reference from Post-Effective Amendment No. 226 to the Registrants registration statement, SEC File No. 33-17619, filed November 24, 2009) |
| (35) | Letter Amendment dated November 19, 2009 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Alternative Premia Fund (formerly, Goldman Sachs Dynamic Allocation Fund)) (incorporated by reference from Post-Effective Amendment No. 233 to the Registrants registration statement, SEC File No. 33-17619, filed December 28, 2009) | |||||
| (36) | Letter Amendment dated August 11, 2009 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Technology Opportunities Fund (formerly, Goldman Sachs Technology Tollkeeper Fund)) (incorporated by reference from Post-Effective Amendment No. 229 to the Registrants registration statement, SEC File No. 33-17619, filed December 24, 2009) | |||||
| (37) | Letter Amendment dated June 30, 2010 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Strategic Income Fund) (incorporated by reference from Post-Effective Amendment No. 249 to the Registrants registration statement, SEC File No. 33-17619, filed June 30, 2010) | |||||
| (38) | Letter Amendment dated December 31, 2010 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs N-11 Equity Fund) (incorporated by reference from Post-Effective Amendment No. 270 to the Registrants registration statement, SEC File No. 33-17619, filed February 16, 2011) | |||||
| (39) | Letter Amendment dated February 14, 2011 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs High Yield Floating Rate Fund) (incorporated by reference from Post-Effective Amendment No. 277 to the Registrants registration statement, SEC File No. 33-17619, filed April 5, 2011) | |||||
| (40) | Custody Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon on behalf of the Goldman Sachs Money Market Funds (incorporated by reference from Post-Effective Amendment No. 279 to the Registrants registration statement, SEC File No. 33-17619, filed April 28, 2011) | |||||
| (41) | Letter Amendment dated January 31, 2012 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Rising Dividend Growth Fund) (incorporated by reference from Post-Effective Amendment No. 311 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2012) | |||||
| (42) | Letter Amendment dated December 14, 2011 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Managed Futures Strategy Fund) (incorporated by reference from Post-Effective Amendment No. 312 to the Registrants registration statement, SEC File No. 33-17619, filed February 27, 2012) | |||||
| (43) | Letter Amendment dated February 2, 2012 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Short Duration Income Fund) (incorporated by reference from Post-Effective Amendment No. 313 to the Registrants registration statement, SEC File No. 33-17619, filed February 28, 2012) | |||||
| (44) | Letter Amendment dated March 6, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs MLP Energy Infrastructure Fund) (incorporated by reference from Post-Effective Amendment No. 353 to the Registrants registration statement, SEC File No. 33-17618, filed March 25, 2013) |
| (45) | Letter Amendment dated May 6, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Total Emerging Markets Income Fund (formerly, the Goldman Sachs Dynamic Emerging Markets Debt Fund)) (incorporated by reference from Post-Effective Amendment No. 360 to the Registrants registration statement. SEC File No. 33-17619, filed May 29, 2013) | |||||
| (46) | Letter Amendment dated October 1, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs MLP Income Opportunities Fund) (incorporated by reference from Post-Effective Amendment No. 2 to Goldman Sachs MLP Income Opportunities Funds registration statement, SEC File No. 333-189529, filed October 25, 2013) | |||||
| (47) | Letter Amendment dated November 4, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Strategic Macro Fund (formerly, Goldman Sachs Fixed Income Macro Strategies Fund)) (incorporated by reference from Post-Effective Amendment No. 375 to the Registrants registration statement, SEC File No. 33-17619, filed December 13, 2013) | |||||
| (48) | Letter Amendment dated December 11, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Small/Mid Cap Value Fund) (incorporated by reference from Post-Effective Amendment No. 387 to the Registrants registration statement, SEC File No. 33-17619, filed January 30, 2014) | |||||
| (49) | Letter Amendment dated December 5, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Short-Term Conservative Income Fund (formerly, Goldman Sachs Limited Maturity Obligations Fund)) (incorporated by reference from Post-Effective Amendment No. 395 to the Registrants registration statement, SEC File No. 33-17619, filed February 28, 2014) | |||||
| (50) | Letter Amendment dated January 8, 2014 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Long Short Credit Strategies Fund) (incorporated by reference from Post-Effective Amendment No. 408 to the Registrants registration statement, SEC File No. 33-17619, filed March 21, 2014) | |||||
| (51) | Letter Amendment dated June 16, 2014 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Tactical Tilt Overlay Fund (formerly, Goldman Sachs Tactical Tilt Implementation Fund)) (incorporated by reference from Post-Effective Amendment No. 424 to the Registrants registration statement, SEC File No. 33-17619, filed July 24, 2014) | |||||
| (52) | Letter Amendment to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs MLP and Energy Renaissance Fund) (incorporated by reference from Post-Effective Amendment No. 1 to Goldman Sachs MLP and Energy Renaissance Funds registration statement, SEC File No. 333-197328, filed August 26, 2014) | |||||
| (53) | Letter Amendment dated August 14, 2014 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Long Short Fund) (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (54) | Letter Amendment dated December 17, 2014 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Global Managed Beta Fund) (incorporated by reference from Post-Effective Amendment No. 440 to the Registrants registration statement, SEC File No. 33-17619, filed February 18, 2015) |
| (55) | Letter Amendment dated August 13, 2015 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Absolute Return Multi-Asset Fund (formerly, Goldman Sachs Global Absolute Return Fund) and Goldman Sachs Focused Value Fund) (incorporated by reference from Post-Effective Amendment No. 494 to the Registrants registration statement, SEC File No. 33-17619, filed August 31, 2015) | |||||
| (56) | Letter Amendment dated September 8, 2015 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-MMA, Ltd.) (incorporated by reference from Post-Effective Amendment No. 24 to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed November 25, 2015) | |||||
| (57) | Letter Amendment dated June 10, 2015 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-MMRA, Ltd.) (incorporated by reference from Post-Effective Amendment No. 24 to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed November 25, 2015) | |||||
| (58) | Letter Amendment dated June 10, 2015 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Multi-Manager Global Equity Fund, Goldman Sachs Multi-Manager Real Assets Strategy Fund, Multi-Manager International Equity Fund and Multi-Manager U.S. Dynamic Equity Fund) (incorporated by reference from Post-Effective Amendment No. 24 to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed November 25, 2015) | |||||
| (59) | Letter Amendment dated December 2, 2013 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-FIMS, Ltd.) (formerly, Goldman Sachs Cayman Commodity-FIMS Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 514 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2015) | |||||
| (60) | Letter Amendment dated June 17, 2014 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-TTIF, Ltd.) (formerly, Goldman Sachs Cayman Commodity TTIF Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 514 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2015) | |||||
| (61) | Letter Amendment dated June 11, 2015 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-ARM, Ltd.) (formerly, Cayman Commodity-GARF, Ltd.) (incorporated by reference from Post-Effective Amendment No. 514 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2015) | |||||
| (62) | Amendment dated April 22, 2015 to the Custody Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (incorporated by reference from Pre-Effective Amendment No. 2 to the Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed August 7, 2015) | |||||
| (63) | Amendment dated October 20, 2015 to the Custody Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (Goldman Sachs Financial Square Federal Instruments Fund) (incorporated by reference from Post-Effective Amendment No. 518 to the Registrants registration statement, SEC File No. 33-17619, filed January 15, 2016) |
| (64) | Amendment dated January 6, 2016 to the Custody Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (Goldman Sachs Investor Money Market Fund) (incorporated by reference from Post-Effective Amendment No. 523 to the Registrants registration statement, SEC File No. 33-17619, filed January 29, 2016) | |||||
| (65) | Amendment dated March 1, 2016 to the Custody Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (Goldman Sachs Financial Square Tax-Exempt Money Market Fund and Goldman Sachs Investor Tax-Exempt Money Market Fund) (incorporated by reference from Post-Effective Amendment No. 559 to the Registrants registration statement, SEC File No. 33-17619, filed May 20, 2016) | |||||
| (66) | Letter Amendment dated May 31, 2016 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Strategic Factor Allocation Fund), (incorporated by reference from Post-Effective Amendment No. 568 to the Registrants registration statement, SEC File No. 33-17619, filed June 27, 2016) | |||||
| (67) | Letter Amendment dated May 31, 2016 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-MMA II, Ltd.) (incorporated by reference from Post-Effective Amendment No. 49 to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed November 18, 2016) | |||||
| (68) | Letter Amendment dated November 30, 2016 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs GQG Partners International Opportunities Fund) (incorporated by reference from Post-Effective Amendment No. 54 to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed February 28, 2017) | |||||
| (69) | Letter Amendment dated August 16, 2017 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Tactical Exposure Fund) (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (70) | Letter Amendment dated August 16, 2017 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Cayman Commodity-TEX, Ltd.) (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (71) | Letter Amendment dated June 27, 2016 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs Global Infrastructure Fund) (incorporated by reference from Post-Effective Amendment No. 638 to the Registrants registration statement, SEC File No. 33-17619, filed December 22, 2017) | |||||
| (72) | Amendment dated July 16, 2015 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs Global Real Estate Securities Fund) (incorporated by reference from Post-Effective Amendment No. 638 to the Registrants registration statement, SEC File No. 33-17619, filed December 22, 2017) | |||||
| (73) | Letter Amendment dated September 20, 2017 to the Custodian Contract dated July 15, 1991 between Registrant and State Street Bank and Trust Company (Goldman Sachs MLP & Energy Fund) (incorporated by reference from Post-Effective Amendment No. 638 to the Registrants registration statement, SEC File No. 33-17619, filed December 22, 2017) |
| (74) | Amendment dated June 13, 2016 to the Custodian Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust and The Bank of New York Mellon (Goldman Sachs Hedge Industry VIP ETF) (incorporated by reference from Post-Effective Amendment No. 93 to Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed December 22, 2017) | |||||
| (75) | Letter Amendment dated August 19, 2016 to the Custodian Contract dated July 15, 1991 between Registrant, Goldman Sachs Trust II and State Street Bank and Trust Company (Goldman Sachs Target Date 2020 Portfolio, Goldman Sachs Target Date 2025 Portfolio, Goldman Sachs Target Date 2030 Portfolio, Goldman Sachs Target Date 2035 Portfolio, Goldman Sachs Target Date 2040 Portfolio, Goldman Sachs Target Date 2045 Portfolio, Goldman Sachs Target Date 2050 Portfolio and Goldman Sachs Target Date 2055 Portfolio) (incorporated by reference from Post-Effective Amendment No. 64 (identified as Post-Effective Amendment No. 59 on the facing page) to Goldman Sachs Trust IIs registration statement, SEC File No. 333-185659, filed December 18, 2017) | |||||
| (76) | Amendment dated August 29, 2016 to the Custodian Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust and The Bank of New York Mellon (Goldman Sachs TreasuryAccess 0-1 Year ETF) (incorporated by reference from Post-Effective Amendment No. 93 to Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed December 22, 2017) | |||||
| (77) | Amendment dated April 5, 2017 to the Custodian Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust and The Bank of New York Mellon (Goldman Sachs Access Emerging Markets Local Currency Bond ETF, Goldman Sachs Access High Yield Corporate Bond ETF and Goldman Sachs Access Investment Grade Corporate Bond ETF) (incorporated by reference from Post-Effective Amendment No. 93 to Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed December 22, 2017) | |||||
| (78) | Amendment dated May 10, 2017 to the Custodian Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust, Goldman ETF Trust and The Bank of New York Mellon (Goldman Sachs Equal Weight U.S. Large Cap Equity ETF) (incorporated by reference from Post-Effective Amendment No. 93 to Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed December 22, 2017) | |||||
| (79) | Amendment dated March 12, 2018 to the Global Custody Agreement dated June 30, 2006 between Registrant and JPMorgan Chase Bank, N.A. (Goldman Sachs ESG Emerging Markets Equity Fund) (incorporated by reference from Post-Effective Amendment No. 699 to the Registrants registration statement, SEC File No. 33-17619, filed May 30, 2018) | |||||
| (h) | (1) | First Amendment dated July 18, 1994 to Amended and Restated Wiring Agreement dated January 25, 1994 among Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.), State Street Bank and Trust Company and The Northern Trust Company (incorporated by reference from Post-Effective Amendment No. 222 to the Registrants registration statement, SEC File. No. 33-17619, filed July 28, 2009) | ||||
| (2) | Amended and Restated Wiring Agreement dated January 25, 1994 among Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.), State Street Bank and Trust Company and The Northern Trust Company (incorporated by reference from Post-Effective Amendment No. 222 to the Registrants registration statement, SEC File. No. 33-17619, filed July 28, 2009) | |||||
| (3) | Letter Agreement dated June 20, 1987 regarding use of checking account between Registrant and The Northern Trust Company (incorporated by reference from Post-Effective Amendment No. 43 to the Registrants registration statement, SEC File No. 33-17619, filed March 2, 1998) |
| (4) | Amended and Restated Transfer Agency Agreement dated August 9, 2007 between Registrant and Goldman, Sachs & Co. (incorporated by reference from Post-Effective Amendment No. 175 to the Registrants registration statement, SEC File No. 33-17619, filed December 10, 2007) | |||||
| (5) | Amended and Restated Transfer Agency Agreement Fee Schedule dated April 12, 2018 between Registrant and Goldman Sachs & Co. LLC (incorporated by reference from Post-Effective Amendment No. 663 to the Registrants registration statement, SEC File No. 33-17619, filed April 16, 2018) | |||||
| (6) | Form of Retail Service Agreement on behalf of Goldman Sachs Trust relating to Class A Shares of Goldman Sachs Asset Allocation Portfolios, Goldman Sachs Fixed Income Funds, Goldman Sachs Domestic Equity Funds and Goldman Sachs International Equity Funds (incorporated by reference from Post-Effective Amendment No. 50 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1998) | |||||
| (7) | Form of Retail Service Agreement on behalf of Goldman Sachs Trust TPA Assistance Version relating to the Class A Shares of Goldman Sachs Asset Allocation Portfolios, Goldman Sachs Fixed Income Funds, Goldman Sachs Domestic Equity Funds and Goldman Sachs International Equity Funds (incorporated by reference from Post-Effective Amendment No. 198 to the Registrants registration statement, SEC File No. 33-17619, filed April 28, 2008) | |||||
| (8) | Form of Supplemental Service Agreement on behalf of Goldman Sachs Trust relating to the Administrative Class, Service Class and Cash Management Class of Goldman Sachs Financial Square Funds (formerly, Goldman Sachs Institutional Liquid Assets Portfolios) (incorporated by reference from Post-Effective Amendment No. 50 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1998) | |||||
| (9) | Form of Supplemental Service Agreement on behalf of Goldman Sachs Trust relating to the Institutional Shares, Select Shares, Preferred Shares, Capital Shares, Administration Shares and Service Shares of the Goldman Sachs Financial Square Funds (incorporated by reference from Post-Effective Amendment No. 50 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 1998) | |||||
| (10) | Form of Supplemental Service Agreement on behalf of Goldman Sachs Trust relating to the Class A Shares and Service Shares of Goldman Sachs Equity and Fixed Income Funds (incorporated by reference from Post-Effective Amendment No. 198 to the Registrants registration statement, SEC File No. 33-17619, filed April 28, 2008) | |||||
| (11) | Form of Service Agreement on behalf of Goldman Sachs Trust relating to the Institutional Class, Select Class, Preferred Class, Capital Class, Administration Class, Premier Class, Service Class, Resource Class and Cash Management Class, as applicable, of Goldman Sachs Financial Square Funds, Goldman Sachs Fixed Income Funds, Goldman Sachs Domestic Equity Funds, Goldman Sachs International Equity Funds and Goldman Sachs Fund of Funds Portfolios (incorporated by reference from Post-Effective Amendment No. 252 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2010) | |||||
| (12) | Goldman Sachs Trust Select Class Select Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (13) | Goldman Sachs Trust Administration Shares Administration Plan amended and restated as of December 16, 2010 (on behalf of the Goldman Sachs Financial Square Funds) (incorporated by reference from Post-Effective Amendment No. 263 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 2010) |
| (14) | Goldman Sachs Trust Preferred Class Preferred Administration Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (15) | Goldman Sachs Trust Administration Class Administration Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (16) | Goldman Sachs Trust Service Class Service Plan and Shareholder Administration Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (17) | Goldman Sachs Trust Capital Administration Class Capital Administration Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (18) | Goldman Sachs Trust Service Shares Service Plan and Shareholder Administration Plan amended and restated as of December 16, 2010 (on behalf of the Goldman Sachs Financial Square Funds) (incorporated by reference from Post-Effective Amendment No. 263 to the Registrants registration statement, SEC File No. 33-17619, filed December 29, 2010) | |||||
| (19) | Mutual Funds Service Agreement dated June 30, 2006 between Registrant and J.P. Morgan Investor Services Co. (incorporated by reference from Post-Effective Amendment No. 149 to the Registrants registration statement, SEC File No. 33-17619, filed January 19, 2007) | |||||
| (20) | Goldman Sachs Trust Cash Management Shares Service Plan dated February 11, 2010 (on behalf of the Goldman Sachs Financial Square Funds) (incorporated by reference from Post-Effective Amendment No. 245 to the Registrants registration statement, SEC File No. 33-17619, filed May 14, 2010) | |||||
| (21) | Goldman Sachs Trust Premier Shares Service Plan and Administration Plan dated February 11, 2010 (incorporated by reference from Post-Effective Amendment No. 245 to the Registrants registration statement, SEC File No. 33-17619, filed May 14, 2010) | |||||
| (22) | Goldman Sachs Trust Resource Shares Service Plan dated February 11, 2010 (incorporated by reference from Post-Effective Amendment No. 245 to the Registrants registration statement, SEC File No. 33-17619, filed May 14, 2010) | |||||
| (23) | Fund Administration and Accounting Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon on behalf of the Goldman Sachs Money Market Funds (incorporated by reference from Post-Effective Amendment No. 279 to the Registrants registration statement, SEC File No. 33-17619, filed April 28, 2011) | |||||
| (24) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Strategic Macro Fund (formerly, Goldman Sachs Fixed Income Macro Strategies Fund) (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (25) | Appointment of Agent for Service of Process relating to Cayman Commodity-FIMS, Ltd. (formerly, Goldman Sachs Cayman Commodity-FIMS Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 375 to the Registrants registration statement, SEC File No. 33-17619, filed December 13, 2013) |
| (26) | Fee Waiver Agreement dated April 30, 2014 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Commodity Strategy Fund (incorporated by reference from Post-Effective Amendment No. 416 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2014) | |||||
| (27) | Appointment of Agent for Service of Process relating to Cayman Commodity-CSF, Ltd. (formerly, Goldman Sachs Cayman Commodity Fund, Ltd.) (incorporated by reference from Post-Effective Amendment No. 416 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2014) | |||||
| (28) | Fee Waiver Agreement dated April 30, 2014 between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Absolute Return Tracker Fund (incorporated by reference from Post-Effective Amendment No. 416 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2014) | |||||
| (29) | Appointment of Agent for Service of Process relating to Cayman Commodity-ART, Ltd. (formerly, Goldman Sachs Cayman Commodity-ART Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 416 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2014) | |||||
| (30) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Tactical Tilt Overlay Fund (formerly, Goldman Sachs Tactical Tilt Implementation Fund) (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (31) | Appointment of Agent for Service of Process relating to Cayman Commodity-TTIF, Ltd. (formerly, Goldman Sachs Cayman Commodity TTIF Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 424 to the Registrants registration statement, SEC File No. 33-17619, filed July 24, 2014) | |||||
| (32) | Securities Lending and Services Agreement between State Street Bank and Trust Company and Goldman Sachs Trust relating to Goldman Sachs Long Short Fund (incorporated by reference from Post-Effective Amendment No. 430 to the Registrants registration statement, SEC File No. 33-17619, filed September 30, 2014) | |||||
| (33) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Alternative Premia Fund (formerly, Goldman Sachs Dynamic Allocation Fund) (incorporated by reference from Post-Effective Amendment No. 440 to the Registrants registration statement, SEC File No. 33-17619, filed February 18, 2015) | |||||
| (34) | Appointment of Agent for Service of Process relating to Cayman Commodity-DAF, Ltd. (formerly, Goldman Sachs Cayman Commodity-DAF Fund Ltd.) (incorporated by reference from Post-Effective Amendment No. 440 to the Registrants registration statement, SEC File No. 33-17619, filed February 18, 2015) | |||||
| (35) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Absolute Return Multi-Asset Fund (incorporated by reference from Post-Effective Amendment No. 495 to the Registrants registration statement, SEC File No. 33-17619, filed September 1, 2015) | |||||
| (36) | Appointment of Agent for Service of Process relating to Cayman Commodity-ARM, Ltd. (formerly, Cayman Commodity-GARF, Ltd.) (incorporated by reference from Post-Effective Amendment No. 495 to the Registrants registration statement, SEC File No. 33-17619, filed September 1, 2015) |
| (37) | Amendment dated October 20, 2015 to the Fund Administration and Accounting Agreement dated April 5, 2011 between Registrant, Goldman Sachs Variable Insurance Trust, Goldman Sachs ETF Trust and The Bank of New York Mellon (incorporated by reference from Post-Effective Amendment No. 3 to the Goldman Sachs ETF Trusts registration statement, SEC File No. 333-200933, filed February 8, 2016) | |||||
| (38) | Amendment dated January 6, 2016 to the Fund Administration and Accounting Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (incorporated by reference from Post-Effective Amendment No. 523 to the Registrants registration statement, SEC File No. 33-17619, filed January 29, 2016) | |||||
| (39) | Amendment dated March 1, 2016 to the Fund Administration and Accounting Agreement dated April 5, 2011 between Registrant, Goldman Sachs ETF Trust, Goldman Sachs Variable Insurance Trust and The Bank of New York Mellon (Goldman Sachs Financial Square Tax-Exempt Money Market Fund and Goldman Sachs Investor Tax-Exempt Money Market Fund) (incorporated by reference from Post-Effective Amendment No. 559 to the Registrants registration statement, SEC File No. 33-17619, filed May 20, 2016) | |||||
| (40) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Managed Futures Strategy Fund (incorporated by reference from Post-Effective Amendment No. 573 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2016) | |||||
| (41) | Appointment of Agent for Service of Process relating to Cayman Commodity-MFS, Ltd. (incorporated by reference from Post-Effective Amendment No. 573 to the Registrants registration statement, SEC File No. 33-17619, filed July 29, 2016) | |||||
| (42) | Fee Waiver Agreement between Goldman Sachs Asset Management, L.P. and Goldman Sachs Trust relating to Goldman Sachs Tactical Exposure Fund (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (43) | Appointment of Agent for Service of Process relating to Cayman Commodity-TEX, Ltd. (incorporated by reference from Post-Effective Amendment No. 624 to the Registrants registration statement, SEC File No. 33-17619, filed August 24, 2017) | |||||
| (i) | Opinion and Consent of Dechert LLP (filed herewith) | |||||
| (j) | Consent of PricewaterhouseCoopers LLP (filed herewith) | |||||
| (k) | Not applicable | |||||
| (l) | Not applicable | |||||
| (m) | (1) | Class A Distribution and Service Plan amended and restated as of May 5, 2004 (incorporated by reference from Post-Effective Amendment No. 93 to the Registrants registration statement, SEC File No. 33-17619, filed December 23, 2004) | ||||
| (2) | Class C Distribution and Service Plan amended and restated as of February 4, 2004 (incorporated by reference from Post-Effective Amendment No. 86 to the Registrants registration statement, SEC File No. 33-17619, filed February 24, 2004) | |||||
| (3) | Class R Distribution and Service Plan dated November 8, 2007 (incorporated by reference from Post-Effective Amendment No. 173 to the Registrants registration statement, SEC File No. 33-17619, filed November 27, 2007) |
| (4) | Cash Management Shares Plan of Distribution pursuant to Rule 12b-1 dated February 11, 2010 (on behalf of the Goldman Sachs Financial Square Funds) (incorporated by reference from Post-Effective Amendment No. 245 to the Registrants registration statement, SEC File No. 33-17619, filed May 14, 2010) | |||||
| (5) | Resource Shares Plan of Distribution pursuant to Rule 12b-1 dated February 11, 2010 (incorporated by reference from Post-Effective Amendment No. 245 to the Registrants registration statement, SEC File No. 33-17619, filed May 14, 2010) | |||||
| (6) | Class T Distribution and Service Plan dated February 16, 2017 (incorporated by reference from Post-Effective Amendment No. 595 to the Registrants registration statement, SEC File No. 33-17619, filed February 28, 2017) | |||||
| (n) | Plan in Accordance with Rule 18f-3, amended and restated as of February 15, 2018 (incorporated by reference from Post-Effective Amendment No. 663 to the Registrants registration statement, SEC File No. 33-17619, filed April 16, 2018) | |||||
| (p) | (1) | Code of Ethics Registrant, Goldman Sachs Variable Insurance Trust, Goldman Sachs Trust II, Goldman Sachs ETF Trust, Goldman Sachs BDC, Inc., Goldman Sachs Private Middle Market Credit, LLC, Goldman Sachs MLP & Energy Renaissance Fund and Goldman Sachs MLP Income Opportunities Fund dated December 11, 2017 (incorporated by reference from Post-Effective Amendment No. 651 to the Registrants registration statement, SEC File No. 33-17619, filed February 13, 2018) | ||||
| (2) | Code of Ethics Goldman Sachs & Co. LLC (formerly, Goldman, Sachs & Co.), Goldman Sachs Asset Management, L.P., Goldman Sachs Asset Management International, Goldman Sachs Hedge Fund Strategies LLC and GS Investment Strategies, LLC dated January 23, 1991, effective February 6, 2012 (incorporated by reference from Post-Effective Amendment No. 355 to the Registrants registration statement, SEC File No. 33-17619, filed April 30, 2013) | |||||
| (3) | Code of Ethics Dividend Assets Capital, LLC (incorporated by reference from Post-Effective Amendment No. 618 to the Registrants registration statement, SEC File No. 33-17619, filed June 16, 2017) | |||||
| (q) | (1) | Powers of Attorney for James A. McNamara, Scott M. McHugh, Joseph F. DiMaria, Kathryn A. Cassidy, Diana M. Daniels, Herbert J. Markley, Jessica Palmer, Roy W. Templin and Gregory G. Weaver (incorporated by reference from Post-Effective Amendment No. 700 to the Registrants registration statement, SEC File No. 33-17619, filed June 15, 2018) |
Item 29. Persons Controlled by or Under Common Control with the Fund
Goldman Sachs Tactical Tilt Overlay Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-TTIF, Ltd. (the TTIF Subsidiary), a company organized under the laws of the Cayman Islands. The TTIF Subsidiarys financial statements will be included on a consolidated basis in the Tactical Tilt Overlay Funds annual and semi-annual reports to shareholders.
Goldman Sachs Absolute Return Tracker Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-ART, Ltd. (the ART Subsidiary), a company organized under the laws of the Cayman Islands. The ART Subsidiarys financial statements will be included on a consolidated basis in the Absolute Return Tracker Funds annual and semi-annual reports to shareholders.
Goldman Sachs Commodity Strategy Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-CSF, Ltd. (the CSF Subsidiary), a company organized under the laws of the Cayman Islands. The Commodity Subsidiarys financial statements will be included on a consolidated basis in the Commodity Strategy Funds annual and semi-annual reports to shareholders.
Goldman Sachs Alternative Premia Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-AP, Ltd. (the AP Subsidiary), a company organized under the laws of the Cayman Islands. The AP Subsidiarys financial statements will be included on a consolidated basis in the Alternative Premia Funds annual and semi-annual reports to shareholders.
Goldman Sachs Managed Futures Strategy Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-MFS, Ltd. (the MFS Subsidiary), a company organized under the laws of the Cayman Islands. The MFS Subsidiarys financial statements will be included on a consolidated basis in the Managed Futures Strategy Funds annual and semi-annual reports to shareholders.
Goldman Sachs Tactical Exposure Fund, a series of the Registrant, wholly owns and controls Cayman Commodity-TEX, Ltd. (the TEX Subsidiary), a company organized under the laws of the Cayman Islands. The TEX Subsidiarys financial statements will be included on a consolidated basis in the Tactical Exposure Funds annual and semi-annual reports to shareholders.
Item 30. Indemnification
Article IV of the Declaration of Trust of Goldman Sachs Trust, a Delaware statutory trust, provides for indemnification of the Trustees, officers and agents of the Trust, subject to certain limitations. The Declaration of Trust is incorporated by reference to Exhibit (a)(1).
The Management Agreements provide that the applicable Investment Adviser will not be liable for any error of judgment or mistake of law or for any loss suffered by a Fund, except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of the Investment Adviser or from reckless disregard by the Investment Adviser of its obligations or duties under the Management Agreements. Section 7 of the Management Agreements on behalf of Goldman Sachs Short Duration Government Fund provides that Goldman Sachs Short Duration Government Fund will indemnify the Adviser against certain liabilities; provided, however, that such indemnification does not apply to any loss by reason of its willful misfeasance, bad faith or gross negligence or the Advisers reckless disregard of its obligation under the Management Agreements. The Management Agreements are incorporated by reference as Exhibits (d)(1) through (d)(6) and (d)(19).
Section 8 of the Sub-Advisory Agreement between Goldman Sachs Asset Management, L.P. (the Investment Adviser) and Dividend Assets Capital, LLC (the Sub-Adviser) with respect to Goldman Sachs Rising Dividend Growth Fund (the Fund) provides that the Sub-Adviser will not be liable for any losses, claims, damages, liabilities or litigation (including legal and other expenses) suffered by the Investment Adviser or the Trust as a result of any error of judgment by the Sub-Adviser with respect to the Fund, except that the Sub-Adviser will remain liable for, and will indemnify the Trust, the Investment Adviser and their affiliated persons against, any losses suffered (a) as a result of the willful misconduct, bad faith, or negligence by the Sub-Adviser; (b) as a result of any untrue statement or alleged untrue statement of a material fact contained in the registration statement, proxy materials, reports, advertisements, sales literature or other materials pertaining to the Fund, or any material fact omitted therefrom, if such a statement or omission was made in reliance upon and in conformity with written information furnished by the Sub-Adviser; or (c) as a result of the failure of the Sub-Adviser to execute portfolio transactions according to the requirements of applicable law. The Sub-Advisory Agreement is incorporated by reference as Exhibit (d)(9).
Section 9 of the Distribution Agreement between the Registrant and Goldman Sachs dated April 30, 1997, as amended, and Section 7 of the Transfer Agency Agreement between the Registrant and Goldman Sachs & Co. LLC dated August 9, 2007 provides that the Registrant will indemnify Goldman Sachs & Co. LLC against certain liabilities. Copies of the Distribution Agreement and the Transfer Agency Agreement are incorporated by reference as Exhibits (e)(1) and (h)(4) respectively, to the Registrants Registration Statement.
Mutual fund and trustees and officers liability policies purchased jointly by the Registrant and Goldman Sachs Variable Insurance Trust insure such persons and their respective trustees, partners, officers and employees, subject to the policies coverage limits and exclusions and varying deductibles, against loss resulting from claims by reason of any act, error, omission, misstatement, misleading statement, neglect or breach of duty.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers or persons controlling the registrant pursuant to the foregoing provisions, the Registrant has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is therefore unenforceable.
| Item 31. | Business and Other Connections of Investment Advisers |
Goldman Sachs Asset Management, L.P. (GSAM) and Goldman Sachs Asset Management International (GSAMI) are indirect, wholly-owned subsidiaries of The Goldman Sachs Group, Inc. and serve as investment advisers to the Registrant. GSAM and GSAMI are engaged in the investment advisory business. GSAM and GSAMI are part of The Goldman Sachs Group, Inc., a public company that is a bank holding company, financial holding company and a worldwide, full-service financial services organization. GSAM Holdings LLC is the general partner and principal owner of GSAM. Information about the officers and partners of GSAM and officers and directors of GSAMI is included in their Forms ADV filed with the Commission (registration numbers 801-37591 and 801-38157, respectively) and is incorporated herein by reference.
Dividend Assets Capital, LLC (DAC) serves as sub-adviser to Goldman Sachs Rising Dividend Growth Fund. DAC is primarily engaged in the investment management business. Information about the officers and directors of DAC is included in its Form ADV filed with the Commission (registration number 801-62643) and is incorporated herein by reference.
| Item 32. | Principal Underwriters |
| (a) | Goldman Sachs & Co. LLC or an affiliate or a division thereof currently serves as distributor for shares of Goldman Sachs Trust, Goldman Sachs Variable Insurance Trust and Goldman Sachs Trust II. Goldman Sachs & Co. LLC, or a division thereof currently serves as administrator and distributor of the units or shares of The Commerce Funds. |
| (b) | Set forth below is certain information pertaining to the Managing Directors of Goldman Sachs & Co. LLC, the Registrants principal underwriter, who are members of The Goldman Sachs Group, Inc.s Management Committee. None of the members of the management committee holds a position or office with the Registrant. |
GOLDMAN SACHS MANAGEMENT COMMITTEE
| Name and Principal | ||
| Business Address |
Position with Goldman Sachs & Co. LLC | |
| Lloyd C. Blankfein (1) | Chairman and Chief Executive Officer | |
| David M. Solomon (1) | President and Co-Chief Operating Officer of The Goldman Sachs Group, Inc. | |
| Harvey M. Schwartz (1) | President and Co-Chief Operating Officer of The Goldman Sachs Group, Inc. | |
| Isabelle Ealet (3) | Global Co-Head of Securities Division | |
| Richard A. Friedman (1) | Head of Merchant Banking Division | |
| Richard J. Gnodde (2) | Vice Chairman of The Goldman Sachs Group, Inc., Chief Executive Officer of Goldman Sachs International | |
| Gwen R. Libstag (1) | Head of the Conflicts Resolution Group | |
| Masanori Mochida (4) | President and Representative Director of Goldman Sachs Japan Co., Ltd. | |
| Timothy J. ONeill (1) | Global Co-Head of Investment Management Division | |
| Gregory K. Palm (1) | General Counsel, Co-Head of the Legal Department, Partner and Executive Vice President, Secretary of the Corporation | |
| John F.W. Rogers (1) | Executive Vice President, Chief of Staff, Secretary to Board of Directors | |
| Pablo J. Salame (1) | Vice Chairman of The Goldman Sachs Group, Inc. and Global Co-Head of Securities Division | |
| Steven H. Strongin (1) | Head of Global Investment Research Division | |
| Eric S. Lane (1) | Global Co-Head of Investment Management Division | |
| Stephen M. Scherr (1) | Chief Executive Officer of Goldman Sachs Bank USA, Head of the Consumer & Commercial Banking Division |
| Ashok Varadhan (1) | Global Co-Head of Securities Division | |
| R. Martin Chavez (1) | Executive Vice President and Chief Financial Officer of The Goldman Sachs Group, Inc. | |
| Kenneth W. Hitchner (6) | Chairman and Chief Executive Officer of Goldman Sachs in Asia Pacific Ex-Japan | |
| Michael D. Daffey (3) | Global Co-Chief Operating Officer of Equities Franchise | |
| Sarah E. Smith (1) | Executive Vice President, Head of Global Compliance | |
| Justin G. Gmelich (1) | Co-Chief Operating Officer of the FICC franchise | |
| John E. Waldron (1) | Co-Head of Investment Banking Division | |
| Gregg R. Lemkau (1) | Co-Head of Investment Banking Division | |
| Marc Nachmann (1) | Co-Head of Investment Banking Division | |
| James P. Esposito (3) | Co-Chief Operating Officer of the FICC franchise | |
| Julian C. Salisbury (1) | Head of the Global Special Situations Group | |
| Russell W. Horwitz (1) | Secretary | |
| Dan Dees (7) | Global Head of the Technology, Media and Telecom (TMT) Group in the Investment Banking Division (IBD) | |
| Robin A. Vince (1) | Chief Risk Officer of Goldman Sachs & Co. LLC | |
| Dane E. Holmes (1) | Head of Human Capital Management and Head of Pine Street, the firms leadership development group for Partners and select Managing Directors | |
| Karen P. Seymour (1) | General Counsel, Co-Head of the Legal Department, Executive Vice President, General Counsel, Secretary of the Corporation |
| (1) | 200 West Street, New York, NY 10282 | |
| (2) | Peterborough Court, 133 Fleet Street, London EC4A 2BB, England | |
| (3) | River Court, 120 Fleet Street, London EC4A 2QQ, England | |
| (4) | 10-1, Roppongi 6-chome, Minato-Ku, Tokyo 106-6147, Japan | |
| (5) | 7 Finance Street, Xicheng District, Beijing, China 100033 | |
| (6) | Cheung Kong Center, 2 Queens Road Central, Hong Kong, China | |
| (7) | 555 California Street, 45th Floor, San Francisco, CA 94104 |
| (c) | Not Applicable. |
Item 33. Location of Accounts and Records
The Agreement and Declaration of Trust, Amended and Restated By-laws and minute books of the Registrant and certain investment adviser records are in the physical possession of Goldman Sachs Asset Management, L.P., 200 West Street, New York, New York 10282. All other accounts, books and other documents required to be maintained under Section 31(a) of the Investment Company Act of 1940 and the rules promulgated thereunder are in the physical possession of State Street Bank and Trust Company, State Street Financial Center, One Lincoln Street, Boston, MA 02111, Bank of New York Mellon, One Wall Street, New York, New York 10286 and JP Morgan Chase Bank, N.A., 270 Park Avenue, New York, New York 10017, except for certain transfer agency records which are maintained by Goldman Sachs & Co. LLC, 71 South Wacker Drive, Chicago, Illinois 60606.
Item 34. Management Services
Not applicable
Item 35. Undertakings
Not applicable
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Post-Effective Amendment No.703 under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No.703 to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City and State of New York on the 27th day of July, 2018.
| GOLDMAN SACHS TRUST | ||
| (A Delaware statutory trust) | ||
| By: | /s/ Caroline L. Kraus | |
| Caroline L. Kraus, | ||
| Secretary |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to said Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
| Name |
Title |
Date | ||
| 1James A. McNamara James A. McNamara |
President (Chief Executive Officer) and Trustee | July 27, 2018 | ||
| 1Scott M. McHugh Scott M. McHugh |
Treasurer, Senior Vice President and Principal Financial Officer | July 27, 2018 | ||
| 1Joseph F. DiMaria |
Principal Accounting Officer | July 27, 2018 | ||
| Joseph F. DiMaria | ||||
| 1Jessica Palmer Jessica Palmer |
Chair and Trustee | July 27, 2018 | ||
| 1Kathryn A. Cassidy Kathryn A. Cassidy |
Trustee | July 27, 2018 | ||
| 1Diana M. Daniels Diana M. Daniels |
Trustee | July 27, 2018 | ||
| 1Herbert J. Markley Herbert J. Markley |
Trustee | July 27, 2018 | ||
| 1Roy W. Templin Roy W. Templin |
Trustee | July 27, 2018 | ||
| 1Gregory G. Weaver Gregory G. Weaver |
Trustee | July 27, 2018 |
| By: | /s/ Caroline L. Kraus | |
| Caroline L. Kraus, | ||
| Attorney-In-Fact |
| 1 | Pursuant to powers of attorney previously filed. |
CERTIFICATE
The undersigned Secretary for Goldman Sachs Trust (the Trust) hereby certifies that the Board of Trustees of the Trust duly adopted the following resolution at a meeting of the Board held on June 13-14, 2018.
RESOLVED, that the Trustees and Officers of the Trust who may be required to execute any amendments to the Trusts Registration Statement be, and each hereby is, authorized to execute a power of attorney appointing James A. McNamara, Caroline L. Kraus, and Robert Griffith, jointly and severally, their attorneys-in-fact, each with power of substitution, for said Trustees and Officers in any and all capacities to sign the Registration Statement under the Securities Act of 1933 and the Investment Company Act of 1940 of the Trust and any and all amendments to such Registration Statement, and to file the same, with exhibits thereto, and other documents in connection therewith, with the SEC, the Trustees and Officers hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or may have caused to be done by virtue hereof.
Dated July 27, 2018
| /s/ Caroline L. Kraus Caroline L. Kraus, |
| Secretary |
EXHIBIT INDEX
| (i) | Opinion and Consent of Dechert LLP | |
| (j) | Consent of PricewaterhouseCoopers LLP |