Obligation Goldman Sachs 3.375% ( XS2149207354 ) en EUR

Goldman Sachs

100.03 % ▼

Etats-unis

XS2149207354 ( en EUR )

3.375% par an ( paiement annuel )

26/03/2025 - Obligation échue

Prospectus brochure de l'obligation Goldman Sachs XS2149207354 en EUR 3.375%, échue

Goldman Sachs est une banque d'investissement multinationale américaine offrant des services financiers tels que la banque d'investissement, la gestion d'actifs, la gestion de patrimoine et la vente et négociation de titres.

L'obligation Goldman Sachs (XS2149207354), émise aux États-Unis et libellée en EUR, affichant un taux d'intérêt de 3,375% et une maturité fixée au 26/03/2025, est actuellement négociée à 100,1% du nominal, avec des paiements d'intérêts semestriels.

The Goldman Sachs Group, Inc.
Euro Medium-Term Notes, Series F
________________
TERMS OF SALE
Unless the context requires otherwise, references to the notes refer to Series F euro medium-term notes. The following terms may apply to the
notes that The Goldman Sachs Group, Inc. may sell from time to time. The specific terms of each note will be included in the final terms relating
to that note.

stated maturity of up to 40 years from the date of issue

may be denominated in U.S. dollars or in other currencies,

fixed or floating interest rate, zero coupon and / or issued with
currency units or composite currencies and payable in the
original issue discount
denominated or other currencies

amount of interest and/or amount payable at maturity may be

denominations of at least 1,000, ¥1,000,000, U.S.$2,000 or
determined by reference to one or more underlying rates,
£1,000 or, if denominated in other currencies, denominations of at
measures or instruments
least the equivalent of 1,000

may be subject to redemption at the option of The Goldman Sachs

settlement in immediately available funds
Group, Inc. or repayment at the option of the holder

may not be amortized or subject to a sinking fund
The notes will not be secured by any property or assets and will not be subordinated to any of our other debt obligations.
Any of the terms described above may be varied in the applicable final terms to the extent permissible.
The Goldman Sachs Group, Inc. may offer and sell these notes to or through one or more underwriters, dealers and agents, including Goldman
Sachs International, or directly to purchasers, on a continuous or delayed basis.
Application has been made to the Commission de Surveillance du Secteur Financier (the "CSSF"), which is the competent Luxembourg authority
under the Prospectus Directive for approving this base prospectus (the "Base Prospectus"). By approving this Base Prospectus, the CSSF shall
give no undertaking as to the economic and financial soundness of the operation or the quality or solvency of the issuer in accordance with Article
7(7) of the Luxembourg Act dated July 10, 2005, which implements the Prospectus Directive. Application has been made to the Luxembourg
Stock Exchange for notes issued under the Series F euro medium-term notes program to be listed on the Official List and admitted to trading on
the regulated market of the Luxembourg Stock Exchange. Notes issued under the Series F euro medium-term notes program may also be listed
on an alternative stock exchange or may not be listed at all. References to the Prospectus Directive mean Directive 2003/71/EC of the European
Parliament and of the Council (as amended or superseded) and include any relevant implementing measure in each Relevant Member State.
The Goldman Sachs Group, Inc. is under no obligation to maintain the listing of any notes that are listed. See "Listing and General Information"
below.
This Base Prospectus constitutes a base prospectus for the purposes of Article 5.4 of the Prospectus Directive. The Base Prospectus should be
read together with any supplements thereto, all documents incorporated by reference therein and the applicable final terms.
Subject to certain exceptions, the notes may not be offered, sold or delivered, directly or indirectly, in the United States of America or to U.S.
persons. See "Plan of Distribution". The notes have not been and will not be registered under the United States Securities Act of 1933, as
amended, or under the securities or blue sky laws of any state. Neither the U.S. Securities and Exchange Commission nor any other
regulatory body has approved or disapproved of the notes or passed upon the accuracy or inaccuracy of this Base Prospectus. This
Base Prospectus is not for use in, and may not be delivered to or inside, the United States or provided to a U.S. person.
The notes we may issue are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other
governmental agency, nor are they obligations of, or guaranteed by, a bank.
The Goldman Sachs Group, Inc. may use this Base Prospectus in the initial sale of any note. In addition, Goldman Sachs International or any
other affiliate of The Goldman Sachs Group, Inc. may use this Base Prospectus in a market-making transaction in any note after its initial sale.
Unless The Goldman Sachs Group, Inc. or its agent informs the purchaser otherwise in the confirmation of sale, this Base Prospectus
is being used in a market-making transaction.
If the notes are stated in the applicable final terms to be issued under the new safekeeping structure ("NSS"), then we will deliver these notes to
a common safekeeper for Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream, Luxembourg"). Global
notes which are not issued under NSS will be deposited with a common depositary for Euroclear and Clearstream, Luxembourg.
See "Risk Factors" beginning on p. 37 for a discussion of certain risks that should be considered in connection with an investment in
certain types of notes which may be offered hereby.
Goldman Sachs International
________________
Base Prospectus, dated April 16, 2019

Unless the context otherwise requires, references in this Base Prospectus to "The Goldman
Sachs Group, Inc.", "the Issuer", "we", "our" and "us" mean only The Goldman Sachs Group, Inc.
and do not include its consolidated subsidiaries. References to "Goldman Sachs", "the Group" and
the "Goldman Sachs Group" refer to The Goldman Sachs Group, Inc. together with its consolidated
subsidiaries. Also, when we refer to "holders" we mean those who own notes registered in their
own names, on the books that we or our agents maintain for this purpose; "holders" does not refer
to those who own beneficial interests in notes registered in street name or in notes issued in global
-- i.e., book-entry -- form through Euroclear SA/NV, Clearstream Banking, société anonyme, or
another depositary. Prospective owners of beneficial interests in the notes issued in global form
should read the section entitled "General Note Conditions -- Form, Exchange, Registration and
Transfer" below.
We have not authorized anyone to provide any information or to make any representations
other than those contained or incorporated by reference in this Base Prospectus. Neither this Base
Prospectus nor any final terms constitutes an offer to sell or the solicitation of an offer to buy any
securities in any jurisdiction where, or to any person to whom, it is unlawful to make such offer or
solicitation in that jurisdiction. Neither the delivery of this Base Prospectus, any final terms nor any
sale made pursuant to those documents, shall, under any circumstances, create any implication
that there has been no change in the affairs of The Goldman Sachs Group, Inc. since the date of the
document or that the information contained within the documents is correct as of any time
subsequent to its date.
The Luxembourg Stock Exchange's regulated market is a regulated market for the purposes
of Directive 2014/65/EU (as amended, "MiFID II").
The credit ratings of The Goldman Sachs Group, Inc. referred to in the Base Prospectus
have been issued by DBRS, Inc., Fitch, Inc., Moody's Investors Service and Standard & Poor's
Ratings Services, each of which is established in the United States (together, the "US CRAs").
In general, European regulated investors are restricted from using a rating for regulatory
purposes if such rating is not either (1) issued or validly endorsed by a credit rating agency
established in the European Union (an "EU CRA") and registered with the European Securities and
Markets Authority ("ESMA") under Regulation (EU) No. 1060/2009, amended by Regulation (EU) No
513/2011 (as amended, the "CRA Regulation") or (2) issued by a credit rating agency established
outside the European Union which is certified under the CRA Regulation.
The EU affiliates of DBRS, Inc., Fitch, Inc., Moody's Investors Service, Standard & Poor's
Ratings
Services
are
registered
EU
CRAs
on
the
official
list,
available
at
https://www.esma.europa.eu/supervision/credit-rating-agencies/risk. The ESMA has approved the
endorsement by such EU affiliates of credit ratings issued by the corresponding US CRAs.
Accordingly, credit ratings issued by the US CRAs may be used for regulatory purposes in the EU.
In addition to the US CRAs mentioned, Rating and Investment Information, Inc. ("R&I") has issued
a credit rating. This rating is incorporated in the Base Prospectus for information purposes only.
R&I is incorporated in a third country but has not applied for the registration under the CRA
Regulation.
________________
Responsibility Statement
The Goldman Sachs Group, Inc. accepts responsibility for the information contained in this
Base Prospectus. To the best of the knowledge and belief of The Goldman Sachs Group, Inc. (which
has taken all reasonable care to ensure that such is the case), the information contained in this
Base Prospectus is in accordance with the facts and contains no omission likely to affect the import
of such information. Where information contained in this Base Prospectus has been sourced from
a third party, such information has been accurately reproduced and so far as The Goldman Sachs
Group, Inc. is aware and is able to ascertain from information published by that third party, no facts
have been omitted which would render the reproduced information inaccurate or misleading.
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________________
In relation to notes listed on the Official List and admitted to trading on the regulated market
of the Luxembourg Stock Exchange, this Base Prospectus is valid for a period of twelve months
after its date of approval. The Goldman Sachs Group, Inc. has undertaken, in connection with the
listing of the notes, that if there shall occur any material adverse change in the financial condition
or operations of The Goldman Sachs Group, Inc. or any modification or amendment to the terms
and conditions of the notes such that this Base Prospectus would be inaccurate or misleading, The
Goldman Sachs Group, Inc. will prepare and make available a supplement to this Base Prospectus
or a further Base Prospectus for any subsequent issue of notes to be listed on the Official List and
admitted to trading on the regulated market of the Luxembourg Stock Exchange.
________________
In this section, the expression "necessary information" means, in relation to any tranche of
notes, the information necessary to enable investors in such notes to make an informed
assessment of the assets and liabilities, financial position, profits and losses and prospects of The
Goldman Sachs Group, Inc. and of the rights attaching to such notes. In relation to the different
types of notes that may be issued under the program, The Goldman Sachs Group, Inc. has included
in this Base Prospectus all of the necessary information except for information which is not known
at the date of this Base Prospectus and which can only be determined at the time of an individual
issue of a tranche of notes.
Any information relating to the notes which is not included in this Base Prospectus and
which is required in order to complete the necessary information in relation to a tranche of notes
will be contained either in the relevant final terms or in a further draw-down prospectus.
For a tranche of notes which is the subject of final terms, those final terms will, for the
purposes of that tranche only, complete this Base Prospectus and must be read in conjunction with
this Base Prospectus.
________________
In connection with the issue of any tranche of notes, Goldman Sachs International (or
persons acting on its behalf) may over-allot notes (provided that, in the case of any tranche of notes
to be listed on the Official List and admitted to trading on the regulated market of the Luxembourg
Stock Exchange, the aggregate principal amount of notes allotted does not exceed 105 per cent of
the aggregate principal amount of the relevant tranche) or effect transactions with a view to
supporting the market price of the notes at a level higher than that which might otherwise prevail.
However, there is no assurance that Goldman Sachs International (or persons acting on its behalf)
will undertake stabilization action. Any stabilization action may begin on or after the date on which
adequate public disclosure of the final terms of the offer of the relevant tranche of notes is made
and, if begun, may cease at any time, but it must end no later than the earlier of 30 days after the
issue date of the relevant tranche of notes and 60 days after the date of the allotment of the relevant
tranche of notes. Any stabilization action or over-allotment must be conducted by Goldman Sachs
International (or persons acting on its behalf) in accordance with all applicable laws and rules.
________________
Any insurance company or fiduciary of a pension plan or other employee benefit plan that
is subject to the prohibited transactions rules of the Employee Retirement Income Security Act of
1974, as amended ("ERISA"), or the Internal Revenue Code of 1986, as amended (the "Code"),
including an IRA or a Keogh plan (or a governmental plan to which similar prohibitions apply), and
that is considering purchasing the notes with the assets of the insurance company or the assets of
the plan, should consult with its counsel regarding whether the purchase or holding of the notes
could become a "prohibited transaction" under ERISA, the Code or any substantially similar
prohibition in light of the representations a purchaser or holder in any of the above categories is

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LONDON:605982.6

deemed to make by purchasing and holding the notes. This is discussed in more detail under
"Employee Retirement Income Security Act" below.
________________
IMPORTANT PROHIBITION OF SALES TO EEA RETAIL INVESTORS
If the final terms in respect of any notes includes a legend entitled "Prohibition of Sales to
EEA Retail Investors", the notes are not intended to be offered, sold or otherwise made available to
and, with effect from such date, should not be offered, sold or otherwise made available to any retail
investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a
person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II;
(ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance
Distribution Directive"), where that customer would not qualify as a professional client as defined
in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus
Directive. Consequently no key information document required by Regulation (EU) No 1286/2014
(as amended, the "PRIIPs Regulation") for offering or selling the notes or otherwise making them
available to retail investors in the EEA has been prepared and therefore offering or selling the notes
or otherwise making them available to any retail investor in the EEA may be unlawful under the
PRIIPs Regulation.
Notwithstanding the foregoing paragraph, if the Final Terms in respect of the notes includes
a legend entitled "Prohibition of Sales to EEA Retail Investors" but the Issuer subsequently
prepares and publishes a key information document under the PRIIPs Regulation in respect of such
notes, then, following such publication, the prohibition on the offering, sale or otherwise making
available of the notes to retail investors as described in the above paragraph and in such legend
shall no longer apply.
________________
Benchmark Regulation
Amounts payable under the notes may be calculated or otherwise determined by reference
to EURIBOR, the Euro Interest Swap Rate, LIBOR, and the USD CMS Rate. As of the date of this
Base Prospectus, (i) the administrator of LIBOR, the Euro Interest Swap Rate, and the USD CMS
Rate, ICE Benchmark Administration Limited, appears on the register of administrators and
benchmarks (the "ESMA Benchmarks Register") established maintained by the European
Securities and Markets Authority ("ESMA") pursuant to Article 36 of the Benchmark Regulation
(Regulation (EU) 2016/1011) (the "Benchmark Regulation") and (ii) the administrator of EURIBOR
does not appear on the ESMA Benchmarks Register.
As far as we are aware, the administrator of EURIBOR does not fall within the scope of the
Benchmark Regulation by virtue of Article 2 of that regulation and/or the transitional provisions in
Article 51 of the Benchmark Regulation apply, such that the European Money Markets Institute (as
administrator of EURIBOR) is not currently required to obtain authorisation or registration (or, if
located outside the European Union, recognition, endorsement or equivalence).
In addition, amounts payable under the notes may be calculated or otherwise determined
by reference to other base rates or indices or combinations of indices as indicated in the applicable
final terms. Any such base rate or index may constitute a benchmark for the purposes of the
Benchmark Regulation. If any such base rate or index does constitute such a benchmark the
applicable final terms will indicate whether or not the benchmark is provided by an administrator
included in the ESMA Benchmarks Register.
Not every base rate or index will fall within the scope of the Benchmark Regulation.
Furthermore, transitional provisions in the Benchmark Regulation may have the result that the
administrator of a particular benchmark is not required to appear in the register of administrators
and benchmarks at the date of the applicable final terms. The registration status of any

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LONDON:605982.6

administrator under the Benchmark Regulation is a matter of public record and, save where
required by applicable law, we do not intend to update this Base Prospectus or the applicable final
terms to reflect any change in the registration status of the administrator.

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LONDON:605982.6

TABLE OF CONTENTS
Summary ....................................................................................................................................................... 7
Risk Factors ................................................................................................................................................ 37
Risk Factors in Relation to the Issuer ............................................................................................ 37
Risk Factors in Relation to the Notes ............................................................................................. 37
Consent to Use this Base Prospectus ........................................................................................................ 57
Documents Incorporated by Reference ...................................................................................................... 59
Introduction.................................................................................................................................................. 62
Use of Proceeds .......................................................................................................................................... 62
General Note Conditions ............................................................................................................................. 63
Information About Our Series F Euro Medium-Term Notes Program ............................................ 63
Features Common to All Notes ...................................................................................................... 65
Interest Rates ................................................................................................................................. 75
Redemption and Repayment ......................................................................................................... 97
Payment of Additional Amounts ................................................................................................... 104
Mergers and Similar Transactions ............................................................................................... 106
Defeasance and Covenant Defeasance ...................................................................................... 107
Events of Default and Remedies ................................................................................................. 108
Meetings, Modification and Waiver of Covenants ........................................................................ 109
Special Rules for Action by Holders ............................................................................................. 110
Payment Mechanics for Notes ..................................................................................................... 111
Form, Exchange, Registration and Transfer ................................................................................ 113
Payment of Stamp and Other Taxes ............................................................................................ 117
Notices ......................................................................................................................................... 117
Title ............................................................................................................................................... 117
Replacement of Notes.................................................................................................................. 117
Plan of Distribution .................................................................................................................................... 118
Selling Restrictions ....................................................................................................................... 118
Market-Making Resales by Affiliates ............................................................................................ 139
Matters Relating to Initial Offering and Market-Making Resales.................................................. 140
Employee Retirement Income Security Act .............................................................................................. 141
Listing and General Information ................................................................................................................ 142
Taxation..................................................................................................................................................... 144
Form of Final Terms (Series F Notes) ...................................................................................................... S-1
________________

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LONDON:605982.6

SUMMARY
1.
Summaries are made up of disclosure requirements known as `Elements'. These elements are
numbered in Sections A-E (A.1-E.7). This summary contains al the Elements required to be
included in a summary relating to the notes and the Issuer. Because some Elements are not
required to be addressed there may be gaps in the numbering sequence of the Elements.
2.
Even though an Element may be required to be inserted into the summary because of the type of
security and Issuer, it is possible that no relevant information can be given regarding the Element.
In this case, a short description of the Element is included in the summary and marked as `not
applicable'.
Section A--Introduction and warnings
Element Disclosure requirement
Disclosure
A.1
Warning
This summary should be read as an introduction to the Base Prospectus.
Any decision to invest in the notes should be based on a consideration of
the Base Prospectus as a whole, including any documents incorporated
by reference. Where a claim relating to the information contained in the
Base Prospectus is brought before a court, the plaintiff investor might,
under the national legislation of the member states of the European
Economic Area, have to bear the costs of translating the Base Prospectus
before the legal proceedings are initiated. Civil liability attaches only to
those persons who have tabled the summary including any translation
thereof, but only if the summary is misleading, inaccurate or inconsistent
when read together with the other parts of the Base Prospectus or it does
not provide, when read together with the other parts of the Base
Prospectus, key information in order to aid investors when considering
whether to invest in the notes.
A.2
Consents
[Subject to the conditions set out below, in connection with a Non-exempt
Offer (as defined below) of Notes, the Issuer consents to the use of the
Base Prospectus by Goldman Sachs International [and by:
(1)
[[],[] and [] (the "Initial Authorised Offeror[s]";]
(2)
[if the Issuer appoints additional financial intermediaries after the
date of the Final Terms dated [] and publishes details in relation
to them on its website (www.[].com), each financial intermediary
whose details are so published,] in the case of (1) [or (2)] above,
for as long as such financial intermediaries are authorised to make
such offers under Directive 2014/65/EU;]
each an "Authorised Offeror" and together the "Authorised Offerors").
The consent of the Issuer is subject to the following conditions:
(i)
the consent is only valid during the period from [] until [] (the
"Offer Period"); [and]
(ii)
the consent only extends to the use of the Base Prospectus to
make Nonexempt Offers (as defined below) of the tranche of Notes
in [Austria / Belgium / Bulgaria / Croatia / the Czech Republic /
Denmark / Finland / France / Germany / Hungary / Ireland / Italy /
Luxembourg / The Netherlands / Norway / Poland / Portugal /
Romania / Slovakia / Spain / Sweden [and] the United Kingdom.]
[(iii)
the consent is subject to the further following conditions: [].]
A "Non-exempt Offer" of Notes is an offer of Notes that is not within an
exemption from the requirement to publish a prospectus under Directive
2003/71/EC, as amended.
Any person (an "Investor") intending to acquire or acquiring any
notes from an Authorised Offeror will do so, and offers and sales of
notes to an Investor by an Authorised Offeror will be made, in
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LONDON:605982.6

Section A--Introduction and warnings
Element Disclosure requirement
Disclosure
accordance with any terms and other arrangements in place between
such Authorised Offeror and such Investor including as to price,
allocations and settlement arrangements. The Issuer will not be a
party to any such arrangements with Investors (other than Goldman
Sachs International) in connection with the offer or sale of the notes
and, accordingly, the Base Prospectus and the Final Terms will not
contain such information and an Investor must obtain such
information from the Authorised Offeror. Information in relation to an
offer to the public will be made available at the time such sub-offer
is made, and such information will also be provided by the relevant
Authorised Offeror at the time of such offer.]
[Not applicable; no consent is given for the use of the Base Prospectus
for subsequent resales of the notes.]

Section B--Issuer
Element Disclosure requirement
Disclosure
B.1
Legal and commercial name The Goldman Sachs Group, Inc. (the "Issuer")
B.2
Domicile,
legal
form, The Goldman Sachs Group, Inc. is a Delaware corporation organized and
legislation and country of existing under the Delaware General Corporation Law. The registered
incorporation
office of the Issuer is 200 West Street, New York, New York 10282, United
States.
B.4b
A description of any known The Issuer's prospects for the remainder of this financial year will be
trends affecting the issuer affected, potentially adversely, by developments in global, regional and
and the industries in which it national economies, including in the U.S., movements and activity levels,
operates
in financial, commodities, currency and other markets, interest rate
movements, political and military developments throughout the world, client
activity levels and legal and regulatory developments in the United States
and other countries where the Issuer does business.
B.5
Group description
The Goldman Sachs Group, Inc. is a bank holding company and a financial
holding company regulated by the Board of Governors of the Federal
Reserve System (Federal Reserve Board). The Issuer's U.S. depository
institution subsidiary, Goldman Sachs Bank USA (GS Bank USA), is a New
York State-chartered bank. The Goldman Sachs Group, Inc. is the parent
holding company of the Goldman Sachs Group (the "Group").
As of December 2018, the Group had offices in over 30 countries and 46%
of its headcount was based outside the Americas. The Group's clients are
located worldwide and the Group is an active participant in financial
markets around the world.
The Issuer reports its activities in four business segments: Investment
Banking, Institutional Client Services, Investing & Lending and Investment
Management.
B.9
Profit forecast or estimate
Not applicable; the Issuer has not made any profit forecast or estimate in
this Base Prospectus.
B.10
Audit report qualifications
Not applicable; there are no qualifications in the audit report of the Issuer
contained in the Base Prospectus.
B.12
Key financial information
Selected historical consolidated financial information relating to The
Goldman Sachs Group, Inc. which summarizes the consolidated financial
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LONDON:605982.6

Section B--Issuer
Element Disclosure requirement
Disclosure
position of The Goldman Sachs Group, Inc. as of and for the years ended
31-12-2018 and 31-12-2017 is set out in the following tables:

Income statement information
For the year ended 31-12-
(in millions of USD)
2018
2017
Total non-interest revenues ................
32,849
29,798
Net revenues, including net interest
36,616
32,730
income ............................................
Pre-tax earnings/(loss) .......................
12,481
11,132

Balance sheet information
As of 31-12
(in millions of USD)
2018
2017
Total assets ........................................
931,796
916,776
Total liabilities .....................................
841,611
834,533
Total shareholders' equity ..................
90,185
82,243

No material adverse change There has been no material adverse change in the prospects of The
statement
Goldman Sachs Group, Inc. since 31-12-2018.

Significant change statement Not applicable; there has been no significant change in the financial or
trading position of The Goldman Sachs Group, Inc. subsequent to 31-12-
2018.

In the foregoing statements required by Commission Regulation (EC) No. 809/2004 of April 29, 2004 (as
amended) (the "Prospectus Directive Implementing Regulation"), references to the "prospects" and
"financial or trading position" of the Issuer, are specifically to the ability of the Issuer to meet its ful payment
obligations under the notes in a timely manner.
B.13
Events impacting the Issuer's Not applicable; there have been no recent events particular to the Issuer
Solvency
which are to a material extent relevant to the evaluation of the Issuer's
solvency.
B.14
Dependence
upon
other See Element B.5.
Group entities
The Issuer is a holding company and, therefore, depends on dividends,
distributions and other payments from its subsidiaries to fund dividend
payments and to fund al payments on its obligations, including debt
obligations.
B.15
Principal activities
The Goldman Sachs Group's activities are conducted in the following
segments:

(1) Investment Banking:

Financial Advisory, which includes strategic advisory assignments
with respect to mergers and acquisitions, divestitures, corporate
defense activities, restructurings and spin-offs, risk management,
and derivative transactions directly related to these client advisory
assignments; and

Underwriting, which includes public offerings and private
placements, including local and cross-border transactions and
acquisition finance, of a wide range of securities, loans and other
financial instruments, and derivative transactions directly related
to these client underwriting activities.

(2) Institutional Client Services:

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LONDON:605982.6

Section B--Issuer
Element Disclosure requirement
Disclosure

Fixed Income, Currency and Commodities, which includes client
execution activities related to making markets in both cash and
derivative instruments for interest rate products, credit products,
mortgages, currencies and commodities; and

Equities, which includes client execution activities related to
making markets in equity products and commissions and fees
from executing and clearing institutional client transactions on
major stock, options and futures exchanges worldwide, as wel as
over-the-counter transactions. Equities also includes our
securities services business, which provides financing, securities
lending and other prime brokerage services to institutional clients,
including hedge funds, mutual funds, pension funds and
foundations, and generates revenues primarily in the form of
interest rate spreads or fees.

(3) Investing & Lending, which includes the Goldman Sachs Group's
investing activities and the origination of loans, including our lending
activities, to provide financing to clients. These investments, some of
which are consolidated, and loans are typical y longer-term in nature.
The Goldman Sachs Group makes investments, some of which are
consolidated, directly through its Merchant Banking business and
Special Situations Group, and indirectly through funds that it manages,
in debt securities and loans, public and private equity securities,
infrastructure and real estate entities. We also make unsecured loans
through our digital platform.

(4) Investment Management, which provides investment management
services and offers investment products (primarily through separately
managed accounts and commingled vehicles, such as mutual funds
and private investment funds) across al major asset classes to a
diverse set of institutional and individual clients. Investment
Management also offers wealth advisory services, including portfolio
management and financial counseling, and brokerage and other
transaction services to high-net-worth individuals and families.
B.16
Ownership
and Not applicable; the Issuer is a publicly-held company listed on the New
control of the Issuer
York Stock Exchange and not directly or indirectly owned or controlled by
any shareholders or affiliated group of shareholders.
B.17
Credit ratings
The following table sets forth the Issuer's unsecured credit ratings as of 16-
04-2019. A rating is not a recommendation to buy, sell or hold any of the
notes. Any or all of these ratings are subject to revision or withdrawal at
any time by the assigning rating organization. Each rating should be
evaluated independently of any other rating:

Short-Term
Long-Term
Subordinated
Preferred

Debt
Debt
Debt
Stock

Dominion Bond Rating Service Limited
R-1 (middle)
A (high)
A
BBB (high)

Fitch, Inc. ..............................................
F1
A
A
BB+

Moody's Investors Service ...................
P-2
A3
Baa2
Ba1

Standard & Poor's ................................
A-2
BBB+
BBB-
BB

Rating and Investment
Information, Inc. ................................
a-1
A
A-
N/A

[If the notes are rated: The notes have received the following credit ratings: [insert credit ratings]] [If the
notes are not rated: No credit rating has been given to the notes.]

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