Goldman Sachs Group, Inc. (“Goldman” or the “Company”) (NYSE:GS) is a financial holding company that provides global banking, securities and investment management services in the United States and internationally.

The Complaint alleges that the Investment Adviser Defendant, and the Defendant entities that control it, breached its statutorily defined fiduciary duties under Sections 36(a) and (b) of the Investment Company Act of 1940 and Section 206 of the Investment Advisers Act of 1940, breached its common law fiduciary duties, and knowingly aided and abetted the brokers in the breach of fiduciary duties to their clients. The Investment Adviser Defendant also violated Section 34(b) of the Investment Company Act because, to further its improper course of conduct, it made untrue statements of material fact in fund registration statements, and omitted to disclose material facts, concerning the procedure for determining the amount of fees payable to the Investment Adviser Defendant and concerning the improper uses to which the fees were put. Additionally, the Goldman Sachs Funds directors, officers and trustees breached their common law fiduciary duties to the Goldman Sachs Funds investors by knowingly and/or recklessly allowing the improper conduct alleged herein to occur and harm Goldman Sachs Funds investors.

The Plaintiff brings this action as a class action on behalf of investors in mutual funds belonging to The Goldman Sachs Group, Inc. family of mutual funds, and derivatively on behalf of the Goldman Sachs Funds, against the Goldman Sachs Funds investment advisers, their corporate parents and the Goldman Sachs Funds directors, officers and trustees.

Specifically, the Complaint alleges that the Investment Adviser Defendant drew upon the assets of the Goldman Sachs Funds to pay brokers to aggressively push Goldman Sachs Funds over other funds, and that the Investment Adviser Defendant concealed such payments from investors by disguising them as brokerage commissions. Such brokerage commissions, though payable from fund assets, were not disclosed to investors in the Goldman Sachs Funds public filings or elsewhere. Thus Goldman Sachs Funds investors were induced to purchase Goldman Sachs Funds by brokers who received undisclosed payments from the Investment Adviser Defendant to push Goldman Sachs Funds over other mutual funds and who therefore had an undisclosed conflict of interest. Then, once invested in one or more of the Goldman Sachs Funds, Goldman Sachs Funds investors were charged and paid undisclosed fees that were improperly used to pay brokers to aggressively push Goldman Sachs Funds to still other brokerage clients.

In a press release dated February 15, 2006, the U.S. District Court for the Southern District of New York dismissed a mutual funds fraud class action because the investors failed to prove that the fees charged by the distributor and investment advisors of the fund in order to pay "kickbacks" to investment brokers were excessive or that the trustee/officer of the fund received disproportionate payments. The court also dismissed the investors' state claims, finding that the investors should have brought the suit derivatively on behalf of the fund. Investors in mutual funds from Goldman Sachs sued the Company's investment trustees and officers, distributors, and investment advisors for violations of §36(b) of the Investment Company Act (ICA), alleging they breached its fiduciary duties and charged excessive fees associated with the funds….The district court found that the investors' conclusory allegations that the fees increased with the size of the funds were insufficient to allege a §36(b) violation. An excessive fee violation under 12b-1 cannot be shown by an allegation that the fees paid were improper. The court found that the investors' allegations of "kickbacks" are insufficient to support the claim that the fees bore no reasonable relationship to the services rendered. The district court dismissed the investors' ICA claims for failure to state a claim. Further, the district court dismissed the investors state claims of breach of fiduciary duty because the funds were allegedly injured, requiring the claim to be brought derivatively.

According to the latest docket posted, on February 23, 2006, the Plaintiffs filed a notice of appeal from the January 23, 2006 Judgment granting the Defendants motion to dismiss. The appeal was then pending in the Second Circuit Court of Appeals.

The Second Circuit Court of Appeals entered a stipulation withdrawing Plaintiffs' appeal on April 26, 2007.

The Goldman Sachs Funds:
Goldman Sachs Balanced Fund,
Goldman Sachs Concentrated Growth Fund,
Goldman Sachs Small Cap Value Fund,
Goldman Sachs Mid Cap Value Fund,
Goldman Sachs Growth Opportunities Fund,
Goldman Sachs Strategic Growth Fund,
Goldman Sachs Capital Growth Fund,
Goldman Sachs Research Growth Fund,
Goldman Sachs Large Cap Value Fund,
Goldman Sachs Growth And Income Fund,
Goldman Sachs Core Small Cap Equity Fund,
Goldman Sachs Core Large Cap Growth Fund,
Goldman Sachs Core Large Cap Value Fund,
Goldman Sachs Core U .S. Equity Fund,
Goldman Sachs Asia Growth Fund,
Goldman Sachs Emerging Markets Equity Fund,
Goldman Sachs International Growth Opportunities Fund,
Goldman Sachs Japanese Equity Fund,
Goldman Sachs European Equity Fund,
Goldman Sachs International Equity Fund,
Goldman Sachs Core International Equity Fund,
Goldman Sachs Balanced Strategy Portfolio,
Goldman Sachs Growth And Income Strategy Portfolio,
Goldman Sachs Growth Strategy Portfolio,
Goldman Sachs Aggressive Growth Strategy Portfolio,
Goldman Sachs High Yield Fund,
Goldman Sachs High Yield Municipal Fund,
Goldman Sachs Global Income Fund,
Goldman Sachs Core Fixed Income Fund,
Goldman Sachs Municipal Income Fund,
Goldman Sachs Government Income Fund,
Goldman Sachs Short Duration Tax-Free Fund,
Goldman Sachs Short Duration Government Fund,
Goldman Sachs Ultra-Short Duration Government Fund,
Goldman Sachs Enhanced Income Fund,
Goldman Sachs Internet Tollkeeper Fund,
Goldman Sachs Core Tax-Management Equity Fund,
Goldman Sachs Real Estate Securities Fund,
Goldman Sachs ILA Prime Obligations Portfolio,
Goldman Sachs ILA Tax-Exempt Diversified Portfolio