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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/19/23 Goldman Sachs Group Inc. S-3 34:5.8M Donnelley … Solutions/FA Goldman Sachs Capital II Goldman Sachs Capital VII Goldman Sachs Capital III GS Finance Corp. Goldman Sachs Capital I Goldman Sachs Capital VI |
Document/Exhibit Description Pages Size
1: S-3 Registration Statement - Securities for a HTML 3.32M
Transaction
3: EX-1.15 Form of Amended and Restated Distribution HTML 306K
Agreement for Medium-Term Notes
4: EX-1.16 Form of Amended and Restated Distribution HTML 281K
Agreement for Warrants
2: EX-1.3 Form of Amended and Restated Distribution HTML 295K
Agreement for Medium-Term Notes
5: EX-5.1 Opinion of Richards Layton & Finger P.A. Re HTML 22K
Goldman Sachs Capital Vi and Vii
6: EX-5.2 Opinion of Sullivan & Cromwell LLP Re Omnibus HTML 54K
7: EX-5.3 Opinion of Sullivan & Cromwell LLP Re Guarantees HTML 20K
of Specified Cds
8: EX-5.4 Opinion of Sullivan & Cromwell LLP Re Guarantees HTML 20K
of Notes and Deposit Notes
9: EX-5.5 Opinion of Sidley Austin LLP Re Debt Securities of HTML 23K
Gs Group
10: EX-5.6 Opinion of Sidley Austin LLP Re Debt Securities of HTML 26K
Gsfc
11: EX-8.1 Tax Opinion of Sullivan & Cromwell LLP HTML 16K
12: EX-8.2 Tax Opinion of Sidley Austin LLP HTML 16K
13: EX-8.3 Tax Opinion of Sidley Austin LLP Re Gsfc HTML 16K
15: EX-23.1 Consent of Independent Registered Public Account HTML 15K
Firm
16: EX-24.1 Power of Attorney for the Goldman Sachs Group, HTML 21K
Inc.
17: EX-24.2 Power of Attorney for Gs Finance Corp. HTML 17K
18: EX-25.1 Statement of Eligibility - Gsg 1999 Indenture HTML 53K
27: EX-25.10 Statement of Eligibility - Gs Cap 1 Guarantee HTML 53K
28: EX-25.11 Statement of Eligibility - Gs Cap 1I Guarantee HTML 53K
29: EX-25.12 Statement of Eligibility - Gs Cap Iii Guarantee HTML 53K
30: EX-25.13 Statement of Eligibility - Gs Cap Vi Guarantee HTML 53K
31: EX-25.14 Statement of Eligibility - Gs Cap Vi1 Guarantee HTML 53K
32: EX-25.15 Statement of Eligibility - Gsfc 2007 Indenture HTML 56K
33: EX-25.16 Statement of Eligibility - Gsfc 2008 Indenture HTML 56K
19: EX-25.2 Statement of Eligibility - Gsg 2008 Indenture HTML 54K
20: EX-25.3 Statement of Eligibility - Gsg 2004 Sub Debt HTML 53K
Indenture
21: EX-25.4 Statement of Eligibility - Warrant Indenture HTML 53K
22: EX-25.5 Statement of Eligibility - Gs Cap 1 Trust HTML 53K
Agreement
23: EX-25.6 Statement of Eligibility - Gs Cap 1V Trust HTML 53K
Agreement
24: EX-25.7 Statement of Eligibility - Gs Cap V Trust HTML 53K
Agreement
25: EX-25.8 Statement of Eligibility - Gs Cap V1 Trust HTML 53K
Agreement
26: EX-25.9 Statement of Eligibility - Gs Cap Vi1 Trust HTML 53K
Agreement
34: EX-FILING FEES Filing Fees HTML 152K
14: EX-15.1 Letter of Awareness of Independent Registered HTML 15K
Public Accounting Firm.
| Statement of Eligibility - GS Cap VI1 Trust Agreement |
Exhibit 25.9
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939
OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE
| ☐ | CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) |
THE BANK OF NEW YORK MELLON
(Exact name of trustee as specified in its charter)
| New York | 13-5160382 | |
| (Jurisdiction of incorporation if not a U.S. national bank) |
(I.R.S. employer identification no.) | |
| 240 Greenwich Street, New York, N.Y. | 10286 | |
| (Address of principal executive offices) | (Zip code) | |
GOLDMAN SACHS CAPITAL VII
(Exact name of obligor as specified in its charter)
| Delaware | 82-6291478 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. employer identification no.) | |
| c/o The Goldman Sachs Group, Inc. 200 West Street |
10282 | |
| (Address of principal executive offices) | (Zip code) | |
Capital Securities
(Title of the indenture securities)
| 1. | General information. Furnish the following information as to the Trustee: |
| (a) | Name and address of each examining or supervising authority to which it is subject. |
| Name |
Address | |
| Superintendent of the Department of Financial Services of the State of New York | One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223 | |
| Federal Reserve Bank of New York | 33 Liberty Street, New York, N.Y. 10045 | |
| Federal Deposit Insurance Corporation | 550 17th Street, NW | |
| The Clearing House Association L.L.C. | 100 Broad Street | |
| (b) | Whether it is authorized to exercise corporate trust powers. |
Yes.
| 2. | Affiliations with Obligor. |
If the obligor is an affiliate of the trustee, describe each such affiliation.
None.
| 16. | List of Exhibits. |
Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the “Act”).
| 1. | A copy of the Organization Certificate of The Bank of New York Mellon (formerly known as The Bank of New York, itself formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637, Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152735). |
- 2 -
| 4. | A copy of the existing By-laws of the Trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-261533). |
| 6. | The consent of the Trustee required by Section 321(b) of the Act (Exhibit 6 to Form T-1 filed with Registration Statement No. 333-229519). |
| 7. | A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority. |
- 3 -
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York, and State of New York, on the 6th day of January, 2023.
| THE BANK OF NEW YORK MELLON | ||
| By: | /s/ Francine Kincaid | |
| Name: Francine Kincaid | ||
| Title: Vice President | ||
- 4 -
EXHIBIT 7
Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON
of 240 Greenwich Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business September 30, 2022, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.
| ASSETS | Dollar amounts in thousands | |||
| Cash and balances due from depository institutions: |
||||
| Noninterest-bearing balances and currency and coin |
3,792,000 | |||
| Interest-bearing balances |
116,157,000 | |||
| Securities: |
||||
| Held-to-maturity securities |
57,255,000 | |||
| Available-for-sale debt securities |
86,452,000 | |||
| Equity securities with readily determinable fair values not held for trading |
1,000 | |||
| Federal funds sold and securities purchased under agreements to resell: |
||||
| Federal funds sold in domestic offices |
0 | |||
| Securities purchased under agreements to resell |
7,901,000 | |||
| Loans and lease financing receivables: |
||||
| Loans and leases held for sale |
0 | |||
| Loans and leases held for investment |
33,860,000 | |||
| LESS: Allowance for loan and lease losses |
144,000 | |||
| Loans and leases held for investment, net of allowance |
33,716,000 | |||
| Trading assets |
7,533,000 | |||
| Premises and fixed assets (including capitalized leases) |
2,838,000 | |||
| Other real estate owned |
3,000 | |||
| Investments in unconsolidated subsidiaries and associated companies |
1,309,000 | |||
| Direct and indirect investments in real estate ventures |
0 | |||
| Intangible assets |
6,875,000 | |||
| Other assets |
20,822,000 | |||
|
|
|
|||
| Total assets |
344,654,000 | |||
|
|
|
|||
| LIABILITIES |
||||
| Deposits: |
||||
| In domestic offices |
194,373,000 | |||
| Noninterest-bearing |
85,878,000 | |||
| Interest-bearing |
108,495,000 | |||
| In foreign offices, Edge and Agreement subsidiaries, and IBFs |
107,970,000 | |||
| Noninterest-bearing |
4,897,000 | |||
| Interest-bearing |
103,073,000 | |||
| Federal funds purchased and securities sold under agreements to repurchase: |
||||
| Federal funds purchased in domestic offices |
0 | |||
| Securities sold under agreements to repurchase |
3,815,000 | |||
| Trading liabilities |
3,907,000 | |||
| Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases) |
365,000 | |||
| Not applicable |
||||
| Not applicable |
||||
| Subordinated notes and debentures |
0 | |||
| Other liabilities |
8,323,000 | |||
|
|
|
|||
| Total liabilities |
318,753,000 | |||
|
|
|
|||
| EQUITY CAPITAL |
||||
| Perpetual preferred stock and related surplus |
0 | |||
| Common stock |
1,135,000 | |||
| Surplus (exclude all surplus related to preferred stock) |
11,906,000 | |||
| Retained earnings |
17,582,000 | |||
| Accumulated other comprehensive income |
-4,722,000 | |||
| Other equity capital components |
0 | |||
| Total bank equity capital |
25,901,000 | |||
| Noncontrolling (minority) interests in consolidated subsidiaries |
0 | |||
| Total equity capital |
25,901,000 | |||
|
|
|
|||
| Total liabilities and equity capital |
344,654,000 | |||
|
|
|
I, Emily Portney, Chief Financial Officer of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.
| Emily Portney | ||
| Chief Financial Officer |
We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. We declare that it has been examined by us, and to the best of our knowledge and belief has been prepared in conformance with the instructions and is true and correct.
| Robin A. Vance Frederick O. Terrell Joseph J. Echevarria |
|
Directors |
| This ‘S-3’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 1/19/23 | 424B2, FWP | ||
| Filed on: | 1/18/23 | 424B2, FWP | ||
| 9/30/22 | 10-Q, 13F-HR, 424B2, FWP, SC 13D/A | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/09/23 Goldman Sachs Group Inc. S-3/A 5:4.2M Donnelley … Solutions/FA |