Form 485BPOS GOLDMAN SACHS TRUST

December 29, 2020 6:07 AM

EX-99.(i)

 

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www.dechert.com

 

December 28, 2020

Goldman Sachs Trust

71 South Wacker Drive

Chicago, Illinois 60606

 

  Re:

Goldman Sachs Trust

File Nos. 033-17619 and 811-05349

Ladies and Gentlemen:

We have acted as counsel to Goldman Sachs Trust (the “Registrant”), a Delaware statutory trust, in connection with amendments to and restatements of the Registrant’s registration statement on Form N-1A under the Securities Act of 1933, as amended (the “1933 Act”), and under the Investment Company Act of 1940, as amended (the “Registration Statement”) relating to the issuance and sale by the Registrant of its authorized shares, divided into several series and classes. We have examined such governmental and corporate certificates and records as we deemed necessary to render this opinion, and we are familiar with the Registrant’s Declaration of Trust and Amended and Restated By-Laws, each as amended to date.

Based upon the foregoing, we are of the opinion that the Shares of each Series and Class have been duly authorized for issuance and, when issued and delivered against payment therefor in accordance with the terms, conditions, requirements and procedures described in the Registration Statement, will be validly issued and, subject to the qualifications set forth in the Declaration of Trust, fully paid and non-assessable beneficial interests in such Series and Class. In this regard, we note that, pursuant to Section 2 of Article VIII of the Declaration of Trust, the Trustees have the power to cause each Shareholder, or each Shareholder of any particular Series or Class, to pay directly, in advance or arrears, for charges of the Registrant’s custodian or transfer, shareholder servicing or similar agent, an amount fixed from time to time by the Trustees, by setting off such charges due from such Shareholder from declared but unpaid dividends owed such Shareholder and/or by reducing the number of Shares in the account of such Shareholder by that number of full and/or fractional Shares which represents the outstanding amount of such charges due from such Shareholder.


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Goldman Sachs Trust

December 28, 2020

Page 2

 

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement, to be filed with the Securities and Exchange Commission, and to the use of our name in the Registration Statement, unless and until we revoke such consent. In giving such consent, however, we do not admit that we are within the category of persons whose consent is required by Section 7 of the 1933 Act or the rules and regulations thereunder.

 

Very truly yours,

/s/ Dechert LLP

Dechert LLP

EX-99.(j)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of Goldman Sachs Trust of our reports dated October 26, 2020, relating to the financial statements and financial highlights of each of the funds listed in Appendix A (collectively, the “Funds”), which appear in the Funds’ Annual Reports on Form N-CSR for the period ended August 31, 2020. We also consent to the references to us under the headings “Financial Statements”, “Independent Registered Public Accounting Firm” and “Financial Highlights” in such Registration Statement.

 

/s/ PricewaterhouseCoopers LLP

Boston, Massachusetts
December 28, 2020


Appendix A

 

Fund name

Goldman Sachs Financial Square Federal Instruments Fund

Goldman Sachs Financial Square Government Fund

Goldman Sachs Financial Square Money Market Fund

Goldman Sachs Financial Square Prime Obligations Fund

Goldman Sachs Financial Square Treasury Instruments Fund

Goldman Sachs Financial Square Treasury Obligations Fund

Goldman Sachs Financial Square Treasury Solutions Fund

Goldman Sachs Investor Money Market Fund

Goldman Sachs Investor Tax-Exempt Money Market Fund

Goldman Sachs Enhanced Dividend Global Equity Portfolio

Goldman Sachs Tax-Advantaged Global Equity Portfolio

Goldman Sachs Capital Growth Fund

Goldman Sachs Growth Opportunities Fund

Goldman Sachs Strategic Growth Fund

Goldman Sachs Technology Opportunities Fund

Goldman Sachs Small Cap Growth Fund

Goldman Sachs Equity Income Fund

Goldman Sachs Large Cap Value Fund

Goldman Sachs Small Cap Value Fund

Goldman Sachs Concentrated Growth Fund

Goldman Sachs U.S. Equity ESG Fund

Goldman Sachs Flexible Cap Fund

Goldman Sachs Small/Mid Cap Growth Fund

Goldman Sachs Focused Value Fund

Goldman Sachs Mid Cap Value Fund

Goldman Sachs Small/Mid Cap Value Fund

Goldman Sachs Global Managed Beta Fund

Goldman Sachs Strategic Factor Allocation Fund

Goldman Sachs Tactical Tilt Overlay Fund

Categories

SEC Filings