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The Goldman Sachs' CEO Hosts the Annual Shareholders Meeting Conference (Transcript)

The Goldman Sachs Group, Inc. (GS)

Annual Shareholders Meeting Conference Transcript

May 23, 2013 11:30 AM ET


Lloyd Blankfein - Chairman and CEO

Gary Herbert - Governor of Utah

Jim Schiro - Director and Chair, Corporate Governance Nominating and Public Responsibilities Committee and Former CEO, Zurich Financial Services

Michele Burns - CEO, Retirement Policy Center Sponsored, Marsh & McLennan and Chair, Audit Committee

Claes Dahlbäck - Senior Advisor, Investor AB and Foundation Asset Management

Bill George - Author and Professor, Harvard Business School and Chair, Public Responsibility Subcommittee

Jim Johnson - Chairman, Johnson Capital Partners and Chair, Compensation Committee

Lakshmi Mittal - Chairman and CEO, ArcelorMittal

Adebayo Ogunlesi - Chairman and Managing Partner, Global Infrastructure Partner and New Chair, Risk Committee

Debora Spar - President, Barnard College

Mark Tucker - Executive Director, Group CEO and President, AIA Group

David Viniar - Former Chief Financial Officer

Gary Cohn - President and COO

Harvey Schwartz - Chief Financial Officer

Greg Palm - General Counsel and Secretary, Corporation

John Rogers - Chief of Staff and Secretary to the Board

Alan Cohen - Global Head, Compliance

Esta Stecher - CEO, Goldman Sachs Bank USA

Jeff Schroeder - Chief Administrative Officer

David Lang - Head, Offices at Salt Lake City

Tom Berkery - PricewaterhouseCoopers, Independent Auditor

Steve Friedman - Chair, Risk Committee and Former Chair, Audit Committee


Dieter Waizenegger - CTW Investment Group

Jay Julius - Lummi Nation

Fr. Séamus Finn - The Missionary Oblates


Lloyd Blankfein

Good morning, everyone. I’m Lloyd Blankfein, the Chairman and CEO of Goldman Sachs. We are pleased that you are here this morning at our offices’ in Salt Lake City for our Annual Shareholders Meeting, and some of you I know are listening into our meeting via our audio webcast.

Before we begin the formal business of our meeting, it’s my pleasure to introduce the Governor of Utah, Gary Herbert.

Gary Herbert

Oh! Thank you, Lloyd. I’m honored to be here with all of you and I guess, the first order of the business is to welcome you to Salt Lake City. Some of you already call Salt Lake City home. For those who are here visiting for the time, we are just honored to have you here.

As you probably all know or should know, Salt Lake City was named one of the top 15 place or cities in the world for business, and only two in United States, by the way, Salt Lake City and Austin, Texas. So this is a place for business. This is a place for Goldman Sachs, and I’m honored to have you here and hope you feel welcome.

Also welcome to Utah. We have the slogan life elevated, but it’s not just a slogan, really is a way of life for us here in Utah, as we elevate peoples’ opportunities to have better quality of life and economic opportunity, and great place to live to raise families and to do business.

Today, I’m going to try to keep my remarks brief. I follow the old adage that speeches are to be like meteors, dashling, but short lived and dashling will be, but I will be brief here today.

We certainly want to recognize, Lloyd, again it’s been my honor to work with Lloyd in a couple of different capacities. He has been here before and what a gentlemen, enthusiastic about Goldman Sachs and the entrepreneurial spirit that he brings to the table inspires all of us. Your Board of Directors’ are honored to have you here too and shareholders, and those who are listening to us through this audio visual capability, we certainly want to extent our appreciation to them.

It’s not often that you get to see history making, I think it’s significantly forward thinking, and today is one of those. This is the first time that shareholders’ meeting has been held in outside of New York, New Jersey. So we are honored to see this historical event take place here in our great state and I think, it’s again, hopefully advent of things to come and more opportunities for us to interface together.

Utah has been discovered. It’s maybe are coming out, partly was during the 2002 Winter Olympics, people kind of discovered this state inland and [missal] in the Rocky Mountains as we hosted the world and people realized what a sophisticated place this is and economic opportunity. And so the secrete of Utah is really out. It’s being discovered. And before I tell you what that secrete is, let me just illustrate it by telling you a story about my father.

My father was raised on the farm up in Idaho. Good hard working person and in fact our family slogan is based on what he got from his father is that, work will win when wishy washy wishing won’t. And so we as a family and following dad’s example roll up our sleeves and get to work, and feel like that’s the best way to accomplish anything.

But he told me once, raised on the farm, he has female cows, but mostly they raise potatoes up in Idaho. They call them spuds. And raised on the spud farm up in Idaho we always had a garden of some magnitude here in Utah. I was raised on the farm, but I was raised on a -- in a home that had about an acre, acre and half of garden.

And dad taught me in early age that the most important aspect of having a successful garden is to make sure you have a good soil. It does not matter if you have good seeds, if you have a bad soil. You have good seeds you are going to have to struggle getting those germinate and to have them harvest.

So he taught us, children that you need to have a good soil first and foremost, then if you don’t have quite as good as seed, it will still germinate and you can have a good harvest. And he said, if you work hard, roll up your sleeves and work will win when wishy washy wishing won’t. If you will watered, if you will in fact weeded, if you will fertilize it, if you played by the rules, you will in fact have a harvest that will be commensurate with your efforts and your ideas and your plans.

I believe that, I believe that as a principle of life and I use it as a metaphor, what we’ve tried to do here in Utah. We’ve tried in Utah for a business point of view to have a fertile field, a fertile soil, a fertile environment for the entrepreneur, for the business interest. To plant their seeds and have opportunities, they will work hard. If they are watered, if they are weeded, if they will fertilize it, they will in fact have a harvest. And that’s clearly is happening. Our fertile field has been build upon stability and predictability in the state.

It’s not uncertain. We have not raised taxes in Utah for the last 15 years. We have cut them but we haven’t raised them. Now we have done regulation forum. So people and the business community say these are regulations that are getting in a way of our profitability. We’ve review them. We’ve counted them. We had over 2,000 here this past year. We find out that the 368 of them had no public purpose, they didn’t level a plain field, they didn’t protect the public they were simply a drag on the economy.

We did what you would as a business people. We eliminated and modified them. So they were not a drag on the economic. We’ve made it a better field to plantaire entrepreneurial seeds in.

We’ve understand that we also have now a competitive taxes, but we have to make sure that we have a labor force that the business people can hire. So we have a very competitive educated highly skilled, productive, knowledge advanced, bilingual labor force of which you many are part of. We have a labor force really is the labor force of the feature.

We have built that all on the -- on with in collaboration with an efficient government. Government doesn’t create wealth. It doesn’t create jobs. It sometimes gets in a way of the private sector creating wealth and creating jobs, and so we’ve tried to have a lien efficient operation and state government all the way down to our local government. And we’ve been recognized as the best planning state in America by the Pew Center out of Washington, D.C. because of our efficiency.

We have in fact few employees today in the State of Utah than we had back in the year 2001, that’s 12 years ago. We also have to be at the same time about the third or fourth fastest going state in America, where we added about 5,000 more people call Utah home that same period of time. So we literally are doing more with less.

An efficient government, we’re one of only six states that have AAA bond already. We live within our mains. We don’t borrow unnecessarily. We empower the private sector to do what the private sector does best, is innovate, create new opportunities to create wealth, which in turn creates jobs.

Well, I’ll just conclude by saying, it’s recognized by others. It’s not just me as a campaign stump speech. It’s the fact of the matter is when Forbes says Utah is the best place in America for business and careers for the third year in a row, that means something. Somebody is observing what we’re doing in Utah, I’m saying we like it.

This is a great place for business. When we have the U.S. Chamber of Commerce here just two weeks ago say that Utah is a boom state and the only state in fact ranks in the top 10, all of their six categories that they major the states. We have the highest means score of a new state in America making us the number one boom state.

When I hear your Chairman and CEO Lloyd Blankfein say Utah clearly is the most business friendly state in America, I pay attention to somebody of that great intellect and wisdom. And it is true and when I hear -- see the Wall Street Journal, here just a few months ago, I’m talking about all the accolades Utah is receiving. So Utah is the brightest star on the flag.

The brightest star on the flag, that’s a humbling statement to be made here in America. We are encouraged. We don’t think it’s perfect. We know there is a few bumps in the road of things that we can continue to work on and improve. But I’m here to tell you, Utah is on the right road, going on a right direction. And we certainly work in Goldman Sachs.

Now, let me just conclude with this. I see you had a brochure here. Our impact, well, I’m here to tell you somebody who observes Goldman Sachs, your impact is tremendous. It’s positive, it’s beneficial to not only Utah, not only to America but around the world. It’s not lost on me that you’re a great corporate citizen but you in fact make profits, you create wealth. You help other people do that same thing with their profit and investment strategy.

But you give back the fact that you’re helping creating 10,000 jobs and 10,000 businesses. Our local community college, which are graduating their first two class this week, it’s not lost on me as far as the contributions are back. The fact as you give volunteer hours as employees, now here in Utah but around the state and around the country and around the world, you’re giving back.

You’re leading by example. There is noting more important. Some times the tougher thing is to give up your time as opposed to giving away your money. The fact that you’re doing both, it means the people are being doubly blessed because of the good work of Goldman Sachs.

So again, let me just conclude by saying thank you for what you do, for what you’ve done, what you’re going to continue to do. Welcome to Utah. We hope you thrive and prosper and I’ll appreciate the fact that we sort out just a couple of 100 peoples. We’re up to 1500, 1600, 1700 and rising, did you see that 15,000, 16,000, 17,000 and rising and with next year, we expect even greater numbers. So we want you to feel welcome. We want you to be profitable. We hope we’ve created a fertile environment for you to succeed. You are part of our fabric and a great part and we are honored to have you here.

Just let me conclude, I’ve mentioned, the Board of Directors last night about our first Governor, Brigham Young, when he came into the valley here and saw nothing, but desert and couple of trees. He said we are going to roll up our sleeves and quoting a real testament scripture, said, we will make the desert blossom as a rose.

And with use of sophisticated irrigation and hard work, created a beautiful environment for people who live and raise families, again, the example of good hard work that we can accomplish and we put our minds collectively together and accomplish some great things. But as he looked into the area, maybe and surprise to some of his followers at the time, he said, this is the right place, drag on, and they came into the valley and created this beautiful place.

Well, I’m here the 17th Governor today and quoting my ancestor, Brigham Young, and say, this is still the right place. It’s a right place for business. It’s a right place for families, for individual opportunity, for the opportunities of free market expression gives us here in this great land and you are part of it, again we wish well. Welcome to Utah. We are open for business.

Lloyd Blankfein

Well, thank you, Governor Herbert. I get asked from time to time after I explain how rapidly we are growing here. They ask me, why you are growing here so rapid. I’ll tell you anybody who passes through this place would have to be deaf and blind not to see the reason why we are growing here and the opportunity.

Your administration has worked with us and made this easy for us and I have to say, our success here is no small and no small. Thanks to you Governor. Thanks very much for working with us and thanks for stopping by.

I now call the meeting to order. I have been advised that holders of at least 84% of our outstanding shares are present in person or by proxy, and according a quorum is present. I hereby acknowledge that all matters to be voted upon is contained in our proxy statement, are properly before the meeting. It is Thursday, May 23rd at 9:43 a.m. and I declare the polls on all the proposals open. All voting at this meeting will be conducted by ballot.

Now, I’d like to introduce the members of our Board of Directors. Jim Schiro, don’t mind raising, our Lead Director, as well as Chair of our Corporate Governance Nominating and Public Responsibilities Committee and the Former CEO of Zurich Financial Services; Michele Burns, the CEO of the Retirement Policy Center Sponsored by Marsh & McLennan and the Chair of our Audit Committee; Claes Dahlbäck, Senior Advisor to Investor AB and Foundation Asset Management; Bill George, Author and Professor at Harvard Business School and the Chair of our Public Responsibility Subcommittee; Jim Johnson, Chairman of Johnson Capital Partners and the Chair of our Compensation Committee; Lakshmi Mittal, Chairman and CEO of ArcelorMittal; Adebayo Ogunlesi, Chairman and Managing Partner of Global Infrastructure Partner and the new Chair of our Risk Committee; Debora Spar, the President of Barnard College; Mark Tucker, Executive Director, Group CEO and President of AIA Group; and David Viniar, our Former Chief Financial Officer and our most recent addition to the Board. Our other Director here on the dais is Gary Cohn, our President and Chief Operating Officer.

In addition, I would like to thanks Steve Friedman, who has just retired from our Board. Steve was on our Board for eight years and served as Chair of our Risk Committee and previously chaired our Audit Committee. His prior experience includes the lengthy career at Goldman Sachs where he developed an extensive knowledge of our business. We are deeply grateful to Steve for his service to our firm and for consistently providing astute insight and advise to our Board.

Also here on the dais are Harvey Schwartz, our Chief Financial Officer; and Greg Palm, our General Counsel and Secretary of the Corporation, who will be acting as Secretary of this meeting.

We also have us -- here with us today John Rogers, our Chief of Staff and Secretary to the Board; Alan Cohen, our Global Head of Compliance; Esta Stecher, CEO of Goldman Sachs Bank USA; Jeff Schroeder, our Chief Administrative Officer; and David Lang, Head of our Offices here at Salt Lake City. In addition, we are joined by Tom Berkery of PricewaterhouseCoopers our independent auditor.

Now, I would like to turn to our CFO, Harvey Schwartz to give an overview of the firms’ performance and results of operations in 2012 and the first quarter of 2013.

Harvey Schwartz

Thanks, Lloyd. Good morning, everyone. It’s great to be here with all of our shareholders. I’ll provide a brief overview of our 2012 performance and an overview of the first quarter 2013.

I’m sorry about that. Okay. In terms of 2012 overall we had results pretty solid, especially given the complex macroeconomic backdrop during the course of the year. Full year net revenues for 2012 were $34.2 billion, net earnings were $7.5 billion. Earnings per diluted share was $14.13 and our return on common equity was 10.7%.

Our financial success has a little bit of function of a few key things. Our broad and deep client relationships, our best in class people, a discipline approach to allocating financial and human capital along with our culture and collaboration of the partnership. We believe the value of this approach was key to our results in 2012.

One of the highlights of 2012, excuse me, was the operating leverage that we are able to provide our shareholder in what was an improving revenue environment. If there was one slide, I would want to direct our shareholders attention to it would be this one.

As you know, beginning of 2010 we engage in an efficiency initiative. As a result, when revenues expanded in 2012 by 19%, we were in a position to deliver an 82% increase in pretax earnings to our shareholders.

Now we continue to be focus on our efficiency and this would favorably position the firm to provide further operating leverage to our shareholders as and when the environment continues to improve.

Other important key business highlights for 2012 include our continued leadership in Investment Banking. We ranked first in worldwide announced and completed M&A. We also ranked first in worldwide equity and equity-related offerings and common stock offerings.

The firm grew book value per common share by approximately 11% year-over-year, finishing at $144.67. During the year, we increased our quarterly dividend to $0.50 per common share from $0.35 per common share the year earlier.

I’ll now turn to the first quarter of 2013. The culmination of Global Central Bank easing, improving U.S. economic data and ongoing political uncertainty in Europe led to mix outcomes across our businesses. But, overall, contribute to improve client activity.

Net revenues for the first quarter of 2013 were $10.1 billion, net earnings were $2.3 billion, earnings per diluted share were $4.29 and our annualized return on common equity was 12.4%. In the end, we grew book value by 3% to $148.41 per share.

Excuse me; if you look at our balance sheet more broadly, you see that firm continues to manage its liquidity and capital conservatively. As of the first quarter of 2013, the firm’s global core excess liquidity averaged $181 billion, total assets were $959 billion and Level 3 assets were $46 billion and represented 4.8% of total assets.

In closing, I would say that the macro uncertainty continues to be a meaningful consideration for our clients and the global marketplace. In light of this environment, we’ve continued to stay focus on conservatively managing the firms risk exposures, capital usage and of course, our liquidity.

Regardless of the operating environment, we will continue to align the strength of our client relationships, the diversity of our businesses, the caliber of our people and the adaptability embedded in our culture to deliver superior results for our shareholders.

With that, I’ll turn it back over to Lloyd.

Lloyd Blankfein

Thanks, Harvey.

Harvey Schwartz

Thanks, Lloyd.

Lloyd Blankfein

Now before we turn to the formal business of the meeting, I thought, I would touch upon two important topics. First, our Lead Director role and second, the impact from the changes we made as a result of our Business Standards Committee effort.

As Lead Director, Jim is acutely aware of his important responsibilities. He has spent significant time working closely with me and other members of management, and I know that he is playing a vital role in working with our other Directors to help ensure that our Board governance is effective and responsive.

I very much appreciate Jim’s commitment and the seriousness with which he has embraced his role as our Lead Director, and I know Jim Schiro has something to add now, so let me turn the floor over to him.

Jim Schiro

Thanks, Lloyd. So let me first say that it’s a privilege to service as the Lead Director. I would say that one of the most important responsibilities I think we have as Independent Directors is to make sure that we have the best possible Board to serve stewards of your interest to shareholders and also to ensure that we provide oversight management.

I want you to know that the Directors and myself take this responsibility very seriously and implemented a new approach to the selection of Directors during this past year. Having recently gained three new Directors with outstanding credentials in the financial services industry and they are making a tremendous contribution.

Let me also mention that I have expanded my shareholder outreach this past year and participated directly in meeting shareholders and other constituents that are important to the overall responsibility of the organization.

I’ve learned from these meetings which the shareholders, what is important to them, but also what are the important governance topics, and I would tell you that I’m committed to continuing this outreach during the coming year.

It is important that we continue this in this world of rapidly changing economic and regulatory conditions, and so as we go forward and look at the continuous improvement that are necessary in governance and oversight of corporation such as Goldman Sachs. The enhancements that are outlined in the proxy statement to lead direct responsibilities or evident of that and we will continue this process. Thank you, Lloyd.

Lloyd Blankfein

Well, thank you very much, Jim. As some of you may recall, at our Annual Shareholder Meeting in May 2010, that’s three years ago, we announced the creation of the Business Standards Committee to conduct an extensive review of our business standards and practices.

In January 2011, we published the report of the BSC, which is the culmination of an eight-month review of every major business, region and activity of the firm. The report made 39 recommendations for change, standing client service, conflicts in business selection, committee governance, training and professional development, and employee evaluation and incentive. This past February, we completed the full implementation of each of the recommendations.

This three-year effort is the most extensive review of the firms’ business standards and practices that has been conducted in the firms’ 147 history. Today, we are releasing the BSC impact report, which discusses the changes we made as a result of the BSC and how they have impacted our firm.

We’ve focused on three things across all the recommendations to capture the elements of greater change and impact. First, clients, and the higher standard of care we apply in serving them. Second, reputational sensitivity and awareness, and its important to everything we do. And third, the individual and collective accountability of our people.

In addition to the report itself, we are making additional material available on our website to demonstrate the impact of the Business Standards Report and Committee. For instance, we have posted video excerpts from the Chairman's Forum, a global in person initiative held over 23 different sessions. It featured a highly interactive case study and intensive discussion focusing on how we conduct ourselves with respect to serving out client and protecting our reputation.

Second, we have created a hypothetical lifecycle of client transaction to show how transaction is impacted by the many new practices and procedures we implemented. This online example demonstrates how an enhance suitability framework, stronger approval processes and better documentation, disclosure and communication are contributing to our commitment to serve our clients better.

We also have posted an interview with Gary Cohn, our President and COO, who Chairs the newly form Client and Business Standards Committee. Gary discusses how this committee, which puts clients at the center of our firm’s decision making, has become an important forum for our most senior leaders to regularly elevate the status of our client franchise and to reinforce reputational risk management.

The work underlying the BSC is part of a much larger ongoing commitment to be self aware, open to change and to learn a right lessons from recent experiences. We know that we will inevitably make mistakes, but we commit to learn from them and work to continually improve as a financial institution. The BSC impact report will be available in the hard copy at the conclusion of the meeting and we’ll be posted on our website shortly. We look forward to your feedback.

I would also add that our Board has been very involved in the BSC effort. Bill George is a Former Chair of our Board committee that oversaw the work at the BSC. He currently chairs our Public Responsibility Subcommittee, which will continue to have oversight of our progress in this area. Bill I think you have some additional comments to make.

Bill George

Thanks. Thank you, Lloyd. I had a privilege of chairing this special committee, which included Jim Schiro and two other Board members, and we -- in the fall of 2010 that’s 16 times of the leadership of this effort and I must say, in all of my business experience, it’s the most massive effort undertaken I ever seen to look at top and bottom in the firm, extremely discipline effort, 39 recommendations and we’ve continue to act as an oversight body to ensure the implementation of these. Now all fully implemented and I think we are very proud of the impact report, which Lloyd just mentioned coming out today.

And I would encourage all of you to look closely at the website, because I think it shows the kind of responsible firm the Goldman Sachs is in looking at its clients, putting its client first and looking its business to do it in today’s modern context of how to do it responsibly, ethically and for the best interest of its clients and all of its stakeholders.

Lloyd Blankfein

Thank you very much, Bill. Now let me describe how we’ll run the business portion of this meeting. The polls are open for voting on the eight proposals being considered. There will be an opportunity for any shareholder wearing the green shareholder batch to ask questions on each of the proposals in turn. After each of the proposals has been voted on, we’ll collect any ballots and close the polls. Then we’ll have a general question-and-answer session. If you have a general question or comment, please wait until then to raise it. Each of the shareholder proposals and any shareholder questions should be presented from the lectern located in the isle. Prior to speaking please identify yourself as a shareholder and state your name.

Now, we’ll turn to the proposals. If you have already cast your vote, you don’t need to vote again unless you want to change your vote. Submitting a ballot today will revoke any earlier proxies you may have submitted. Anyone who needs a ballot, please raise your hand, they’ll be collected after the polls are close.

Okay. The first matter to be voted on is the election of Directors. The Board has unanimously recommended that shareholders vote for the election of each of the Director nominees. Are there any questions related to this proposal?

Okay. The second matter to be voted on is an advisory vote to approve the executive compensation of our named executive officers. The Board has unanimously recommended that shareholders vote for the resolution for the reasons set forth in our proxy statement. Are there any question related to this proposal?

The third matter to be voted on is the approval of the Goldman Sachs amended and restated stock incentive plan. The Board has unanimously recommended that shareholders vote for this proposal. Are there any questions related to this proposal?

The fourth matter to be voted on is the ratification of the appointment of PricewaterhouseCoopers as our independent auditors for 2013. The Board has unanimously recommended that shareholders vote for this proposal. Are there any questions related to this proposal?

The fifth matter to be voted on is the shareholder proposal submitted by Mr. Jing Zhao requesting that Goldman Sachs establish a human rights committee. The Board has unanimously recommended that shareholders vote against this proposal for the reason set forth in our proxy statement. I believe the proposal is being presented by Fr. Séamus Finn.

Fr. Séamus Finn

Good morning, Mr. Blankfein.

Lloyd Blankfein

Good morning, Fr. Finn.

Fr. Séamus Finn

Members of the board as a courtesy that Mr. Zhao has agreed, I would move his resolution before the annual general meeting today. In his results, he states the shareholder’s recommend the Goldman Sachs establish a human right’s committee to review, assess, disclose and make recommendations to enhance the company’s corporate policy and practice on human rights.

Board of Directors is recommended by resolution in its discretion and consistent with applicable laws to adopt Goldman Sachs’ human rights principal to designate the members of the committee including outside relevance human rights experts, provide the committee with sufficient funds for operating expenses, adopt the charter to specify the powers of the committee, empower the committee to solicit public input and to issue periodic reports to shareholders and the public on the committee’s activities, findings and recommendations and to adopt any other measures.

In his supporting statement, Mr. Zhao points to the continuing challenge in the area of human rights that I think all businesses face, particularly in a global climate and I think at least bringing this forward, so just to us and to the company that we do need to pay serious attention to the responsibilities that we face in the area of our company and its human policies and how those are monitored on a regular basis. Thank you.

Lloyd Blankfein

Thank you very much Father.. Any other corrections on this? Thank you very much. The sixth matter to be voted on is a shareholder proposal submitted by The Needmor Fund requesting reports disclosing various policies, procedures and expenditures relating to lobbying.

The Board has unanimously recommended that shareholders vote against this proposal for the reason set forth in our proxy statement. And again this proposal will be presented by Fr. Finn.

Fr. Séamus Finn

I know the governor graciously welcomed us to Utah not for the first time of leaving New York. So this is one of the prizes that I win as the representative of all of our friends who easily participate in the meeting when it’s in Jersey City or in New York City.

I’m presenting this proposal on behalf of The Needmor Fund, the sponsor of the resolution which was profiled by Benedictine Sisters of Texas. There’s a huge group of buy investor awareness regarding environmental, social and governance issues that affect companies that they invested.

These investors appreciate the leadership shown by Goldman Sachs on many environmental, social and governance issues, whether it is our company’s new reporting on corporate responsibility issues, our membership in the principal or responsible investing, The PRI.

Our commitment to the diversity on our good governance, there are many good things to note. Among the notable and positive steps taken by Goldman Sachs was the new policy on political spending that was released in January of 2012. This policy prohibits company funds to be spent on influencing elections either directly or indirectly.

So Goldman Sachs joins a trade association, they are told that none of their dues can be used for election campaign or for ballot initiatives. And no Goldman Sachs funds are given to super PACs or secretly channeled through trade associations, our front organizations called social welfare organizations to influence elections.

We wanted to thank Goldman Sachs for this clear position on political spending. The company website also explained how the company provides oversight of our public policy advocacy and lobbying, describes Goldman Sachs lobbying philosophy in general and our five public policy priorities.

It also provides the length to the quarter to reports filed with the house in senate which lists expenditures. But it’s hard to understand what the Goldman Sachs position was on specific pieces of legislation by reading those reports.

And here is where the door starts closing and disclosure starts getting somewhat vague for us. We are told that the board and top management reviews any trade association membership dues over $30,000. But there is no detail about how these groups are, about who these groups are, list of trade associations or the amount spent on them, by them on lobbying.

Why is this important for us as Goldman Sachs shareholders to know how our company spends shareholder funds to affect public policy. First, this is shareholder money being spent and in 2010, 2011, and 2012, Goldman Sachs spent over $12 million on lobbying.

And the finance, insurance and real estate sector together spent $6.8 billion on federal lobbying campaign and campaign contributions from 1998. And campaign contributions by the sector from 1998 was to 2011, $1 billion more than any other sector. You can understand why investors and citizens alike are so concerned about having a clear explanation of our Goldman Sachs’ lobbying and how much we are spending and why.

For example, it’s important to know if some of our trade associations are using our money to lobby against the SEC’s promulgation of the local rule and other elements in the Dodd-Frank legislations. We don’t disclose our membership introduced to trade associations like securities industry and financial market association or the business round table which actively fought against financial reform after the 2008 meltdown.

This disclosure is particularly important because Goldman Sachs is a member or sits on the board of some major trade association that play a substantial role in shaping both elections and public policy.

This is particularly problematic if these trade association lobby to policy positions that run counter to Goldman Sachs business interest or stated environmental positions. If Goldman Sachs moves to disclose trade association information, investors are glad to withdraw the resolution going forward as they did at Wells Fargo and the 3M Company and other companies.

In summary, as investors, we believe that enhanced lobbying disclosure will provide the necessary information to evaluate any business risk associated with the company’s efforts to influence the regulatory and legislative process. Without comprehensive disclosure, shareholders do not have the information necessary to understand the company’s role in the public policy arena and the risks that it may face as a result. Thank you for your support. Thank you. I thank you on behalf of the sponsors for your support of this presentation.

Lloyd Blankfein

Thank you. Are there any questions related to this proposal? Thank you Father.

The seventh matter to be voted on is the shareholder proposal submitted by James McRitchie requesting that Goldman Sachs adopt a specific proxy access regime. The Board has unanimously recommended that shareholders vote against this proposal for the reason set forth in our proxy statement. Father, are you doing triple duty here in presenting this proposal? So please go ahead.

Fr. Séamus Finn

On behalf of Mr. Ritchie, I will go whereas it is that our company stock price has declined over two and five-year periods. GMI ratings gives it an F for social and governance concerns. At June 2012 report by GMI ratings found the companies with separate CEO and Chair provide investors with five-year shareholder returns, 28% higher than those with combined roles.

His resolve therefore is that shareholders ask our Board to the fullest extent permitted by the law to amend our governing documents to allow shareowners to make board nominations as outlined in the proxy proposal. The company proxy statement, form of proxy and voting instructions forms shall included listed with the Board’s nominees, alphabetically by the last name nominees of any party of one or more shareholders that has collectively held continuously for two years at least 1% but less than 5% of the company’s securities eligible to vote for the election of directors.

Any party of shareowners of 50 or more have each held continuously for one year, a number of shares of the company stock. But at some point within the preceding 60 days was worth at least $2000 and collectively at least 1.5 of 1% but less than 5% of the company’s securities eligible to vote for the election of directors.

For any board election, no shareowners may be a member of more than one of such -- one such nominating party. Parties nominating under A may collectively and parties nominating under B may collectively make nominations numbering up to 24% of the company’s Board of Directors.

Nominees may include in the proxy statement the 500 word statement supporting their qualifications for elections. And finally, each proxy statement of special meeting notice to elect Board members shall include instructions for nominating under these provisions, fully explain all legal requirements for nominators and nominees under federal law, state law and the company’s governing documents. Thank you.

Lloyd Blankfein

Thank you, Fr. Finn. Are there any questions related to this proposal?

The eight matter to be voted on is a shareholder proposals submitted by Eric Fogel, requesting that Goldman Sachs engaged in investment banking to consider the merger or sale of the firm. The Board has unanimously recommended that shareholders vote against this proposal for the reason set forth in our proxy statement. Go ahead, Mr. Fogel.

Eric Fogel

Thank you, Mr. Chairman, my name is Eric Fogel. I’m a shareholder since 2008 and I live and work in Chicago, Illinois. I don’t hate Goldman Sachs. I love Goldman Sachs. I have always admired the people of Goldman Sachs, smart and insightful, breeding ground for government and corporate leaders and the culture, one of the last few meritocracies left in the country.

I always look forward to the day when I’d be able to buy some stock of Goldman Sachs and be an owner of the enterprise. That proud day came for me in January 2008. It became a cornerstone of my family’s retirement plan. Imagine my surprise, when the stock plunged in 2008 and I read with frequency how Goldman Sachs was mired in scandal after scandal in public calamity.

Which is the real Goldman Sachs, I wondered, the gracious and enlightened model or is it the cut drove the client onto the bus anything for a book model that we’ve all read about. The topic is no less relevant today that it was five years ago. In a few months, another former Goldman employee, Fabrice Tourre goes on trial for his honor sake and the possible forfeiture of his freedom.

In last October, 2012, no less than a Goldman Board member, Rajat Gupta, was sentenced to prison to two years for leaking information he learnt while in the Goldman Boardroom. Imagine this is the man we voted for to protect us and our company. Incidentally, there was not one mention of the Gupta episode in the company’s annual report or what the company learned from it.

Speaking of the company’s annual report, the litigation section is 10-fold pages by way of Exxon has only one page. I counted at least 15 large companies who are either suing Goldman or threatening to sue Goldman. These companies won’t be Goldman client anytime soon and they will tell their friends. And so I ask my fellow shareholders at long last with the enterprise not be better mentioned inside a different company or split up and sold to different companies with a different culture.

We’re not the highly talented Goldman core to be better able to blossom in a different environment. I believe the answer was a resounding yes. I asked my fellow shareholders to vote to unlock the value inherent in the Goldman people and the Goldman franchise, do it now before it is too late, vote yes on proposal number eight. Thank you.

And Mr. Chairman, I’m happy to answer any questions with my remaining time.

Lloyd Blankfein

Are there any questions? Well, thank you, Mr. Fogel.

Eric Fogel

Thank you, Mr. Chairman.

Lloyd Blankfein

At this time, I ask that you please raise your hand if you have a ballot to be collected. It is 10:15 a.m. and I declare the poll is closed on all eight proposals. We will provide you with the preliminary voting results on each of the proposals as soon as they’re tabulated.

At this time, we invite any shareholder present to ask questions related to Goldman Sachs approach to lectern. To ensure that every shareholder has an opportunity to participate, I ask that each speaker limit his or her questions to three minutes. When asking your questions, please identify yourself as a shareholder and state your name.

Question-and-Answer Session

Dieter Waizenegger - CTW Investment Group

Good morning, Chairman. Ladies and gentlemen, I’m Dieter Waizenegger with CTW Investment Group, a shareholder of Goldman Sachs. We found the shareholder proposal, split the positions of CEO and Chairman of the Board. About six months ago, after the SEC, I launched a proposal to appear in our company’s proxy statement, the company reached out immediately.

Today, I’m here to commend lead director, James Schiro, who spoke earlier for a very productive dialogue with us. We met a very engaged lead director who dedicates a considerable amount of time to his important role. Our dialogue led to important governance performs at the company.

We read through our proposal based on Mr. Schiro’s commitment to clarifying that the lead directors at the Board meeting agendas. Mr. Schiro also started writing his own report to shareholder about his and the Board’s priorities. We could it find it for the first time in this year’s proxy statement.

The Board also agreed to increase the number of minute for the discussions from two to four. Mr. Schiro, we are very impressed as you focus on board evaluation and succession planning. These reforms take -- these reforms that he took are important step in the right direction to ensure that our company has the right checks and balances in place.

Let me mention briefly that we continue however to believe that the separation of the possessions of both Chair and CEO, it’s very important from the government’s principle that guarantees and are a major foundations for important and crucial checks and balances. We don’t think this is in anyway a referendum on the leadership of the CEO. And so therefore we thank Mr. Schiro and the board for its commitment and look forward to continuing to the dialogue of others and other issues. Thank you.

Lloyd Blankfein

Mr. Waizenegger, we also appreciate the dialogue that we had with your group. We found it very productive. And we think we came out in a very good place that you’ve just commented on but we also feel it’s a good place for us to be. So we thank you for that.

Dieter Waizenegger - CTW Investment Group

Thank you.

Unidentified Analyst

Good morning from the state of Washington. We traveled a lot yesterday. Good morning CEO and Board of Directors. My name is [Deborah Lukana]. I’m here as a guest from [Karen Stearns]. I represent Chairman Brian Cladoosby of the Swinomish Tribe located in Washington. He also is a past President of the affiliated tribes, Northwest Indians, 57 tribes located to the West of [Hube]. He also was the President of the association of all 29 tribes in Washington. He is also the speaker of the Coast Salish Gathering which represents the Coast Salish nation, which is 66 Western Washington Tribes in First Nation in British Columbia.

We express our gratitude for welcoming us into your meeting. We express our gratitude to Gary Brouse of ICCR who is so graciously to provide us guidance and coming to a 10th very important meeting and share message. We expressed our gratitude to Goldman Sachs’ staff. When we knocked on the door, they opened it with transparency and they said this is a good place for you to come and to share your message, we welcome you.

So with that, I have a short period of time. Swinomish Tribe has received two awards from Harvard Honoring Nations on our governance and being able to unify the communities of the northwest on adjusted common ground. And if you may understand Goldman Sachs is a large part of investment in the fossil fuel energies that are traveling across the northwest.

We in the northwest are salmon people, when the tide is out, our table is set. For 10,000 years the people of the Coast Salish nation, people of east of the mountains and the people from here to Northern Cheyenne have remained in their lands and protected their resources, their way of life, and human help to their people.

When famine runs for the Swinomish people, it’s a time of happiness. It’s a time when we have bountiful foods. It’s the time for our economies pushback to grow. It’s a time for our elders to sing the traditional song that they have sung for thousands of years, the time for our children to stand on the shore and welcome the fishermen back.

It’s a time of happiness in the Northwest. As you might know, 29 tribes from the Northwest were on treaty rights. Treaty rights are supreme law of the land. We are the part of the constitution. We also believe that for hundreds of years, our areas in the northwest in the Salish sea, in the Columbia River and in the biome has been toll approval for industry.

I say that because we have seen our areas and our resources to continue to degrade. We have hit the brink of our ecosystem where they can no longer be mitigated. With the famine not returning, there is one river in lower 48 that persisted all five pieces of (inaudible), all six pieces, excuse me. Only one and that’s Skagit River, it’s in [special] territory of the Swinomish people.

We’ll tell you what we’re facing on the Northwest with this investment coming from FSA and Kinder Morgan which you own majority of those shares. We’re facing 13,000 vessels presently on the Salish Sea and the Columbia River and the additional 5,000 will come on to our land. If you think excellent about these, went down and destroy, just north of -- in Northern Waters in Alaska. One of those ships three times of size of the football field carry coal and oil would destroy our territory and our home lands.

We don’t come here to preach. We come here what the hand out reached. We come here to get to know you, so you can get to know us. So you can understand the indigenous people of the Northwest are feeling very strongly that you hold the same values and integrity as we do. That your children’s children are going to benefit from your investments, our investments is in the Northwest.

Some say this is new jobs to Northwest. This is new jobs in the economy. This is the tax payers, who will have more funding in Washington State as they address their economic issues. It’s one job for another, it’s a new job for note. The old jobs of recreational, commercial fishing and treaty fisheries provides $1.5 billion -- I’m sorry excuse me, $3.9 billion. It provides 165,000 job in Washington State without (inaudible) and whilst the resources we do not have those jobs in Washington State.

In the past 20 years, there has been $1.15 billion to restore the Salish Sea, $3 billion in Columbia River. This is funding that’s comes from tax payers but it’s funding that comes from drive. I just want to share a few quote -- few quotes from our Chairman who extend their voices. From President Fawn Sharp of the Quinault Nation located along the ocean.

In the largest scheme of things, there are many things over which we have no control of, such as disappearing glaciers at the Quinault Nation and the dead zones in our fishing waters in Pacific Ocean. This is our impact of climate change washing upon the shores of Washington State. But we do have a sacred duty to take the measures over which we do have control of to protect and preserve these parts of environment that our crucial to our people and our culture. This is why we take this stand to oppose all exportation and transportation of all the fuel energy to the Northwest.

From the Yakama Nation, which fits in the middle of the rail routes located where the fishing areas are located on the traditional lands of the Columbia River. Facing this detrimental impact, this community reservation fits in the heart of the rails. Shares at the Yakama Nation has considered concerns regarding the proposal on transportation in the Northwest. Based on the current standing of these proposals and their potential impact to the Yakama people, our treaty right reserve, rights and resources in the rail life, we are left to no other option to fully oppose any and all current and opposing coal transport and coal export projects in Washington and Oregon.

From Chairman, Mel Sheldon of Tulalip Tribe located just North of Washington. The rails will come right through his territory and split where people will come to spend their hard earn dollars on some of their economic impact. In Washington State, Tulalip gives $38 million to Washington State. There quickly he says the Coast Salish nation of brothers and sisters are standing together to find and protect those natural resources and have sustained a very essence of who we are to the first Americans of this great nation.

From my Chairman -- Chairman Brian Cladoosby want the world to understand that the impact of over 5,000 giant new vessels, transporting over 70 million tons of coal per year into the North West and over 50,000 barrels of oil per day by train across our land, rivers, areas, sacred places and human health.

These industries put into jeopardy our sustainability of the tribal people in the Northwest. We view the energy export issue facing us not at the question of job versus the environment. As it is popular and as it is popularly described by the news but as a clear choice about the Northwest quality of life and health of our Samish, upon which our life in so many of our jobs depend upon.

The choice is about the type of life we want for all of our grand children for generations to come. In closing, with much respect to you all, the Northwest is not for sale. I also want to take time to introduce my colleague, council member, Jay Julius from the Lummi Nation. Some of the deepest impact will touch his people as people were as it is their ancestral land. With that I introduce Jay Julius.

Jay Julius - Lummi Nation

Good morning honorable board members and shareholders. My name is (inaudible) from the Black Amish people, Black Amish nation, Jay Julius from Lummi Nation. I’m a father of four. I attended the bible college in 2007. I’m an average individual. I’m a full time fisherman. And I’m elected leader from my nation of 5000 people.

I’m here because Goldman Sachs’ investor. 49% owner of Carrix SSA marine. I want to really quickly review this your Goldman Sachs indigenous people section and it’s environmental policy framework. Indigenous people, Goldman Sachs recognizes that the identities and culture of indigenous peoples are inextricably linked to the land on which they live, in the natural resources on which they depend.

We recognized the rights of these communities regarding issues affecting their lands and territories. Traditionally owned or otherwise occupied and used, we prefer to only finance projects in indigenous area where free. Prior informed consultation results in support of the project by the affected indigenous peoples. And you can look that up at, citizenship, environmental steward ship.

15 years ago, we opposed a project in our homeland. And it was a huge graveyard and we knew it. And it was documented by the state. They went forward with the project. Hundreds of our human remains were upgraded. Some stone by the archeologist were taken to Colorado. This year we will finish after investing $16 million to put back our people not where they laid a risk but we had to taken them to other locations.

Where this support is being proposed is the exact same -- the exact same thing is going to happen. It is the first registered site in Washington state 45WH1. Your company knew it. They knew it in 1997. They said the integrity of 45WH1 will be destroyed with development of this port. They didn’t pass.

But now they have finagled their way in doing a court work, proposing 48 million tons of coal and top of my great, great, great grand opinions. They have already take a bulldozer over 45WH1 stuck it into the ground and exposed our people.

If you guys really stand by your policy, I encourage you to take a look at the risk of this investment because we are very familiar with suits, we are very familiar with the suits of each individual 5000 members because we had it do it 14 or 15 year ago with the case up there.

My recommendation and my suggestion here is we would like to meet our counsel, our chairman, our nation with your board we’ve done this with some of the other companies. Burlington Northern hasn’t come to the table yet. But we’re here to invite you to have a discussion face to face with your Board members or CEO. Again, we thank you for your time.

Lloyd Blankfein

Thank you. Thank you for those comments. These issues are very, very important to us. And you quoted back to us on these issues. We stand by those comments. We will and we’ve already as it was mentioned I think by [Ms. Lukana], we responded to you to engage. We will engage with you in this.

I’ll clarify one point that you made which again is not just positive all the issue but we don’t have -- we never had a controlling issue in Kinder Morgan. And I don’t believe at this point we have any issue. We had minority interest in that company for a while. I believe we have no interest in that company. And of course, with respect to the company you mentioned Carrix, we do have a minority interest in that company but not a controlling interest in that company.

Of course, that doesn’t preclude from engaging in the company and trying to influence the company which is what you are asking us to and we will engage you on that topic. But I don’t want anybody here to think that these are decisions that we control with respect to these companies.

So I just want to clarify that point and by that, I don’t mean to the distract from your overall point which is how important this is and how we have stood for similar issues on this topic and our -- not only willingness but our enthusiasm to engage on this topic and be helpful as appropriate and as we can be.

So, thank you for appearing here in coming to visit and addressing this group. Any other question or comments?

Fr. Séamus Finn - The Missionary Oblates

Sure. Fr. Séamus Finn from The Missionary Oblates and kind of come this far addressing a couple of topics that are near and dear to my heart. But first of all thank you Lloyd for your responsiveness to the issues raised by our colleagues from State of Washington. We’ve collaborated with them on some other questions and I’m sure that you will follow through. So thank you.

My questions are basically two, one is on the business standards committee and I know that you reviewed the history of that in your opening comments about announcing this at the annual meeting in 2010. And [Dan and Wes] and others gave us a small preview of the publications that will see after the meeting and also made us aware of -- it’s availability on the website and what we’ll find there.

I guess I’m curious based on your personal involvement in this because you mentioned it and they mentioned it in engaging with Goldman Sachs employees around the world, whether you could comment on your personal experience of that engagement in terms of impact on the company how we’ll be able to measure effectiveness going forward, what you’re hoping for?

Lloyd Blankfein

Well, in reverse order, I’m hoping to use what otherwise might have been the burden and the pressure and the tension and the experience of the last several years, which again people can quibble how much was earned, how much was environmental, what was context driven. But, certainly, it was a fearing experience for our firm to be in the media and the way we were with respect to issues that no one would like to hear about, said about themselves, but it’s particularly painful for firm that try itself on reputation who is recruiting.

At the core is around attracting people who want to go to a place that makes a very big contribution to society and having enjoy that kind of comments and criticizes at that point, we will determine not to wallow in the negativity of at all, but to harness the energy created by that and to make ourselves a better company.

Not so much to, so me not to dual in the negative issues on the legacy, but not to ignore it either, but to spend the bulk of our energy not in terms of the bedding it, but using that to make our company a better company whether or not we were addressing issues that were fairly raise or not.

And so what we did was we deployed the full resources of the firm and the firm like us the biggest resource we have is people, and we created a bunch of work streams that would go over, divided our firm into different parts, our activities in parts, like suitability, like clients in general, like training, like derivatives. In other words all the catchall words and phases that apply to different segments of the business and explore, look introspectively at our own prices and as an intellectual exercise, utilizing our experience, be analytic about whether we were doing all those things in the best way they could be done and if we were going to make changes, how would we execute those changes and to develop real executable work streams and to actually implement those things overtime.

And that was something, again, very consistent with the culture of Goldman Sachs to try to harness that energy and to be productive with it and we initiated that on our own. We announced it and I think it’s a particularly right moment to announce the culmination of it, because exactly three years ago, at this meeting three years ago, we announced that we were going to embark on that and after a couple of years, we came up with our plan, the proposal, the analysis, and then it took us a further year or more to actually implement that because they involved processing procedures also investment and technology to monitor certain kinds of changes that were going to make, and now we proudly give the summary of work product and in fact, that the execution has been accomplished and we decided that if we with some fans they announce what we were going to do, we should at least review with the same constituency, how we executed that plan.

Now as far as my own involvement, I can’t be, when anything, certainly when anything -- when anything negative happens on at the forefront and that’s serves the social purpose, because despite what people may think by the amount of time, I’d say dealing with problems, I rather not.

And so I would do whatever I can to avoid. So I was the most incentivize person in the whole organization to make sure that this was done right. And frankly, wants to get out amongst our shareholders and confirm for them that it was done right, the best that we can. No doubt, there will be people comment and say, you should have tweak this and you should have done that a little bit differently, all you could do is the best you can do.

But I certain was involved at every stage of it and one aspect of which that we talk about in this, is that I personally engage in a set of activities called the Chairman’s Forum, which was all the MD’s of the firm, senior leadership of the firm essentially committed 2,000 of the most senior leaders in our firm, a very small group. I personally engaged that group on a topic of reputational risk and these kinds of compliance and social obligation issues with a very enthusiastic and willing constituency within Goldman Sachs.

At the end of the day, we do not have to drag our people along with this, our people are of the sort that they want to engage in issues like this and when we ask the volunteers, who wanted to work on this process, in fact we had to have a lottery to just make it an effective organization because everyone in the firm would have participated and by the way to certain extent everybody has participated.

But I think you will see the rollout of this and we wanted to make sure that. Our shareholders are most important constituency for this, but my identification with this and my commitment of this is complete.

Unidentified Analyst

No. As I said, we appreciated that and we did recommended to some of your competitors if they undertake a similar type of exercise in the post 2008 crises?

Lloyd Blankfein

And we put that transparency and this was important. I mean I think people should know how seriously we took these matters. And again, not to dual on back and forth, and who was right or who was wrong, how severe anything was, we thought that the best investment of that energy would be on improving the firm going forward regardless of how allocate, Blaine was allocated for legacy issues.

Unidentified Analyst

Finally, it’s hard for me, not coming from Washington, not to ask you a question on regulation. I guess, as we continue to look for the hominization of platforms and regulations between the U.S. and the EU, and other global regulators. Are we making progress on that front in your estimation, because it still seems to me that, there is a great number of questions out there in the -- on Main Street and in the public minds that, we have not been able to come up with set of proposals that the global financial system and deep capital markets that [Mr. Diamond] likes to keep reminding of that we should have faith in, that we’ve got some sense of agreements in terms of where we should be going?

Lloyd Blankfein

Well, we don’t have uniformity just as we don’t have uniformity of the context from which the rules are being purposed. So it’s not shocking or necessary disappointing that people would come up with different approaches in markets and political environment and frankly, economic systems that are different from each other.

I would say on important issues like the need for more capital, the need for greater regulation in the first place on the version by tax payers who want to invest tax payer funds and desensitizing banks from their own exposures.

Those are agree too and those are in line, and things are being implemented that further those goals, I’d say, half mannered of execution, in U.S. we have certain approach to regulating activities, in Europe, in the bulk of rule, in Europe less, different approaches at different levels of attitude for the involvement and the relationship between the sovereign and its banks compared to that relationship in the U.S.

Hominization is not necessary equilibrating or even equivalency, if hominization making sure that they work together. I’d say, there is way to go, but I think the interest in both sides and the awareness of both sides in making their harmonies is evident and why would we expect this will be done in continuously.

It’s a very, very big project coming from very, very different directions. And by the way, the U.S. and Europe are in different places in the cycle, both the economic cycle, in terms of which economic is where, the U.S. seems to be a little bit further ahead in terms of growth and dealing with its recessionary tendencies versus Europe, and also in the regulatory cycle, governance is different.

Unidentified Analyst


Lloyd Blankfein

Europe is wrestling with the experiment of Europe, whereas U.S., its institutions are in a pretty well establishes, who can do what. So it’s not a shock to me that it’s taking some time and I think we should credit, we should credit the legislators and the regulators with having come this far recognizing at this further to go and shouldn’t be shock, that it’s not all perfect, when you think of the, even greater trauma, the great depression, which occurred in 1929, I think the first legislation was 1933 and then ‘34, ‘35, ‘36, ‘37, ‘39 for the various Securities and Exchange Act and it took -- that took some time.

And I would expect that there will be proposals and implementations, and then revisions and amendments to those proposals as we gain experience with the. Where do we get everything right the first time?

So, but anyway, I think, we are definitely not in the place we were and we are making good progress and the world as result of that is not at state that everyone would love to be guaranteed, but heck of a lot safer than we were before and people have done the better job and is often credited in the media.

Unidentified Analyst


Lloyd Blankfein

Thank you. Any other questions? Do we have the voting results?

Greg Palm


Lloyd Blankfein

Greg, could you please announce them?

Greg Palm

Yeah. Thank you, Lloyd. These results are preliminary and we’ll be making filing shortly with the final results. First, I’m pleased to announce the each of the 12 Director nominees received the overwhelming support of our shareholders and consequently each has been elected.

Next, the advisory vote to approve the executive compensation of our named execute officers received the support of votes representing more than 86% of the shares present in person or represented by proxy and consequently is approved.

The approval third, the approval of the Goldman Sachs amended and restated stock incentive plan received the support of votes representing more than 68% of the shares present in person or represented by proxy and consequently is approved.

Four, the proposed ratification of the appointment of PricewaterhouseCoopers as our independent auditors received the support of votes representing more than 98% of the shares present in person or represented by proxy and consequently is approved.

Fifth, the proposal regarding establishing a Human Rights Committee received the support of approximately 4% of the shares present in person or represented by proxy and consequently is not approved.

Sixth, the proposal regarding report on lobbying disclosure received the support of approximately 6% of shares present in person or represented by proxy and consequently is not approved.

Seventh, the proposal regarding proxy access received the support of approximately 5% of the shares present in person or represented by proxy and consequently is not approved.

And finally, the proposal regarding Maximization of Value for Shareholders received the support of approximately 1% of the shares present in person or represented by proxy and consequently is not approved.

Lloyd Blankfein

Thank you, Greg. This concludes our meeting. Thank you all again for coming or listening in, and I hereby declare this meeting adjourned. Good day.

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