Highlights from the 2010 Annual Meeting of Shareholders

Highlights

The Goldman Sachs 2010 Annual Shareholders’ Meeting was held in New York City on Friday, May 7, 2010. During the meeting, Chief Financial Officer David Viniar provided an overview of the firm’s 2009 performance and Chairman and CEO Lloyd Blankfein addressed shareholders, focusing on the firm’s commitment to review its business practices through the establishment of a Business Standards Committee. Lloyd also answered a number of shareholder questions about their proposals and other topics, including the process for electing Directors, the firm’s commitment to diversity, compensation and regulatory reform. Read Lloyd Blankfein's Opening Statement  


Proposals Voted on at the Meeting

During the meeting, shareholders voted on twelve proposals. The first two proposals considered were matters management proposes annually and the Board of Directors recommended a “FOR” vote for each. The next three proposals were additional management proposals, also recommended “FOR” by the Board of Directors. The remaining proposals were submitted by various shareholders and recommended “AGAINST” by the Board of Directors. Further details about the proposals and the voting results are provided below.

Annual Shareholder Votes

Election of Directors
• Result: Each Director received support of more than 95% of votes cast. Consequently, each Director has been elected.

Appointment of PricewaterhouseCoopers L.L.P.
• Description: Proposal to ratify the appointment of PricewaterhouseCoopers L.L.P. as our independent registered public accounting firm for our 2010 fiscal year.
• Result: This received support of 98.4% of shares present or represented by proxy and consequently was approved.

Other Management Proposals
Advisory Vote on Executive Compensation: Compensation Principles and 2009 Named Executive Officer Compensation
• Description: Management-sponsored advisory vote on the Goldman Sachs’ Compensation Principles and 2009 Named Executive Officer compensation.
• Result: This received support of 96.2% of shares present or represented by proxy and consequently was approved.

Certificate of Incorporation to Eliminate Supermajority Voting
• Description: Proposal to approve amendments to our restated certificate of incorporation to eliminate supermajority voting (80% of outstanding shares).
• Result: This received support of 82.5% of outstanding shares and consequently was approved.

Permission to Call Special Meetings
• Description: Proposal to approve an amendment to our restated certificate of incorporation to permit holders of 25% of our outstanding shares of common stock to call special meetings.
• Result: This received support of 80.4% of outstanding shares and consequently was approved.

Shareholder Proposals

Cumulative Voting
• Description: Proposal requesting cumulative voting in the election of directors, which means each stockholder would be entitled to as many votes as shall equal the number of shares he/she owns multiplied by the number of directors to be elected, and he/she may cast all of such votes for a single candidate or any two or more. This proposal was submitted by Evelyn Y. Davis.
• Result: This received support of 25.2% of votes present in person or by proxy and consequently was not approved.

Over-the-Counter Derivatives Trading
• Description: Proposal requesting that the Board report to shareholders by December 1, 2010 on the firm's policy concerning the use of initial and variance margin (collateral) on all over-the-counter derivatives trades and its procedures to ensure that the collateral is maintained in segregated accounts and is not rehypothecated. The primary filer of this proposal was the Maryknoll Sisters of St. Dominic.
• Result: This received support of 33.6% of votes present in person or by proxy and consequently was not approved.

Separate Chair and CEO
• Description: Proposal requesting that the Board adopt as policy, and amend the bylaws as necessary, to require the Chair of the Board of Directors to be an independent member of the Board. This policy would be phased in for the next CEO transition. The primary filer of this proposal was the Christian Brothers Investment Services.
• Result: This received support of 19.1% of votes present in person or by proxy and consequently was not approved.

Corporate Political Contributions
• Description: Proposal requesting that the company provide a report, updated semi-annually, disclosing: monetary and non-monetary political and trade association contributions and expenditures not deductible under section 162(e)(1)(B) of the Internal Revenue Code. The report shall include an accounting through an itemized report that includes the identity of the recipient as well as the amount paid to each recipient of the company's funds that are used for political contributions or expenditures mentioned above. Domini Social Investments submitted this proposal.
• Result: This received support of 31.1% of votes present in person or by proxy and consequently was not approved.

Global Warming Science Report
• Description: Proposal requesting that the Board prepare by October 2010 a global warming report that discusses specific scientific data and studies relied on to formulate Goldman Sachs' original climate policy in 2005, the extent to which Goldman Sachs now believes human activity will significantly alter global climate and an estimate of costs and benefits to Goldman Sachs of its climate policy. The National Legal and Policy Center submitted this proposal.
• Result: This received support of 2.9% of votes present in person or by proxy and consequently was not approved.

Report on Pay Disparity
• Description: Proposal requesting the Board's Compensation Committee to initiate a review of our executive compensation policies and compile a report by October 1, 2010 to include (i) a comparison of total compensation of senior executives vs. Goldman Sachs employee median wage in the US; (ii) an analysis of relative size of the gap and the rationale for this; (iii) an evaluation of whether compensation packages are "excessive" and should be modified; and (iv) an explanation of whether sizeable layoffs or level of pay of lowest paid workers should result in an adjustment in senior executive pay. The Benedictine Sisters of Mt. Angel and The Nathan Cummings Foundations were the primary filers of this proposal.
• Result: This received support of 5.2% of votes present in person or by proxy and consequently was not approved.

Executive Compensation and Long-Term Performance
• Description: Proposal requesting that the Board adopt a policy stating that upon contract renewal or in future contracts, the named executive officers will be required to retain 75% of the shares acquired through the company's compensation plans, excluding tax-deferred retirement plans, for at least three years from the termination of their employment (through retirement or otherwise), and to report to the shareholders regarding the adoption of this policy before the company's 2011 annual meeting. John Harrington submitted this proposal.
• Result: This received support of 24.3% of votes present in person or by proxy and consequently was not approved.