POS EX

As filed with the Securities and Exchange Commission on January 3, 2020

File No. 333-233876

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form N-14

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. [ ]

Post-Effective Amendment No. 1

(Check appropriate box or boxes)

GUGGENHEIM FUNDS TRUST

(Exact Name of Registrant as Specified in Charter)

702 KING FARM BOULEVARD, SUITE 200, ROCKVILLE, MARYLAND 20850

(Address of Principal Executive Offices/Zip Code)

Registrant’s Telephone Number, including area code:

(301) 296-5100

Copies To:
Amy J. Lee Vice President and Chief Legal Officer 702 King Farm Boulevard Suite 200 Rockville, MD 20850	Julien Bourgeois Dechert LLP 1900 K Street, NW Washington, DC 20006
(Name and address of Agent for Service)

It is proposed that this filing will become effective immediately pursuant to Rule 462(d) under the Securities Act of 1933, as amended.

The purpose of this Post-Effective Amendment filing is to file the final and executed tax opinion and powers of attorney.

The Registrant hereby incorporates by reference the Information Statement/Prospectus and Statement of Additional Information filed under Rule 497, File No.333-233876, on October 21, 2019 (Accession Number 0001628280-19-012423).

PART C

Other Information

Item 15. Indemnification

Reference is made to Article VII of the Registrant’s Amended and Restated Declaration of Trust, which was filed with the Registrant’s Post-Effective Amendment No. 200 on May 12, 2016.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of the Registrant by the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant is aware that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Act and, therefore, is unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by trustees, officers or controlling persons of the Registrant in connection with the successful defense of any act, suit or proceeding) is asserted by such trustees, officers or controlling persons in connection with the shares being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issues.

Item 16.    Exhibits

(1) Charter of Registrant

a. Amended and Restated Declaration of Trust – Previously filed with Post-Effective Amendment No. 275 to Registration Statement 002-19458 (filed December 30, 2019).*

(2) By-Laws

a. Amended and Restated By-Laws – Previously filed with Post-Effective Amendment No. 275 to Registration Statement 002-19458 (filed December 30, 2019).*

(3) Voting Trust Agreement – Inapplicable.

(4) Agreement of Reorganization

a. Form of Agreement and Plan of Reorganization – Previously filed as Appendix A to the Registration Statement on Form N-14 (333-233876) (filed September 20, 2019).*

(5) Instruments Defining the Rights of Holders of the Securities being Registered

a. See the Amended and Restated Declaration of Trust (Exhibit 1 above) and the Amended and Restated By-Laws (Exhibit 2 above).

(6) Investment Advisory Contracts

a. Investment Management Agreement with Security Investors, LLC with respect to Guggenheim Mid Cap Value Fund (to be renamed Guggenheim SMid Cap Value Fund), Guggenheim Mid Cap Value Institutional Fund (to be renamed Guggenheim SMid Cap Value Institutional Fund), Guggenheim Small Cap Value Fund, Guggenheim StylePlus-Large Core Fund and Guggenheim World Equity Income Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

b. Investment Management Agreement with Security Investors, LLC with respect to Guggenheim Large Cap Value Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

c. Investment Management Agreement with Security Investors, LLC with respect to Guggenheim StylePlus-Mid Growth Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

d. Investment Advisory Contract with Security Investors, LLC with respect to Guggenheim Investment Grade Bond Fund, Guggenheim High Yield Fund and Guggenheim Municipal Income Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

e. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Enhanced World Equity Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

f. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Floating Rate Strategies Fund, Guggenheim Macro Opportunities Fund and Guggenheim Total Return Bond Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

g. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Limited Duration Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

h. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Risk Managed Real Estate Fund – Previously filed with Post-Effective Amendment No. 140 to Registration Statement 002-19458 (filed March 19, 2014).*

i. Investment Management Agreement with Security Investors, LLC with respect to Guggenheim Alpha Opportunity Fund – Previously filed with Post-Effective Amendment No. 150 to Registration Statement 002-19458 (filed September 24, 2014).*

j. Investment Sub-Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Municipal Income Fund – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

k. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Capital Stewardship Fund – Previously filed with Post-Effective Amendment No. 152 to Registration Statement 002-19458 (filed September 26, 2014).*

l. Investment Sub-Advisory Agreement with Concinnity Advisors, LP – Previously filed with Post-Effective Amendment No. 152 to Registration Statement 002-19458 (filed September 26, 2014).*

m. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Diversified Income Fund – Previously filed with Post-Effective Amendment No. 185 to Registration Statement 002-19458 (filed November 16, 2015).*

n. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Market Neutral Real Estate Fund – Previously filed with Post-Effective Amendment No. 196 to Registration Statement 002-19458 (filed February 25, 2016).*

o. Amendment to Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Total Return Bond Fund, Guggenheim Macro Opportunities Fund and Guggenheim Floating Rate Strategies Fund – Previously filed with Post-Effective Amendment No. 213 to Registration Statement 002-19458 (filed January 27, 2017).*

p. Amendment to Investment Advisory Contract with Security Investors, LLC with respect to Guggenheim Investment Grade Bond Fund – Previously filed with Post-Effective Amendment No. 213 to Registration Statement 002-19458 (filed January 27, 2017).*

q. Amendment to Investment Management Agreement with Security Investors, LLC with respect to Guggenheim Mid Cap Value Fund (to be renamed Guggenheim SMid Cap Value Fund) and Guggenheim Small Cap Value Fund – Previously filed with Post-Effective Amendment No. 213 to Registration Statement 002-19458 (filed January 27, 2017).*

r. Second Amendment to Investment Advisory Contract with Security Investors, LLC with respect to Guggenheim Investment Grade Bond Fund – Previously filed with Post-Effective Amendment No. 242 to Registration Statement 002-19458 (filed January 29, 2018).*

s. Second Amendment to Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Total Return Bond Fund – Previously filed with Post-Effective Amendment No. 242 to Registration Statement 002-19458 (filed January 29, 2018).*

t. Second Amendment to Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Limited Duration Fund – Previously filed with Post-Effective Amendment No. 242 to Registration Statement 002-19458 (filed January 29, 2018).*

u. Amendment to Investment Management Agreement with Security Investors, LLC with respect to Guggenheim Alpha Opportunity Fund – Previously filed with Post-Effective Amendment No. 242 to Registration Statement 002-19458 (filed January 29, 2018).*

v. Investment Advisory Agreement with Guggenheim Partners Investment Management, LLC with respect to Guggenheim Ultra Short Duration Fund - Previously filed with Post-Effective Amendment No. 261 to Registration Statement 002-19458 (filed December 13, 2018).*

(7) Distribution Contracts

a. Distribution Agreement – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

b. Form of Underwriter-Dealer Agreement – Previously filed with Post-Effective Amendment No. 112 to Registration Statement 002-19458 (filed November 13, 2009).*

(8) Bonus or Profit Sharing Contracts – Inapplicable.

(9) Custodian Agreements

a. Custodian Agreement – The Bank of New York Mellon – Previously filed with Post-Effective Amendment No. 69 to Registration Statement 002-59353 (filed April 30, 2013).*

b. Amended Schedule II to the Custodian Agreement – The Bank of New York Mellon – Previously filed with Post-Effective Amendment No. 261 to Registration Statement 002-19458 (filed December 13, 2018).*

(10) Rule 12b-1 and Rule 18f-3 Plans

a. Class A Distribution Plan – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

b. Amendment to Schedule A of Class A Distribution Plan – Previously filed with Post-Effective Amendment No. 261 to Registration Statement 002-19458 (filed December 13, 2018).*

c. Class B Distribution Plan– Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

d. Class C Distribution Plan– Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

e. Amendment to Exhibit A of Class C Distribution Plan – Previously filed with Post-Effective Amendment No. 185 to Registration Statement 002-19458 (filed November 16, 2015).*

f. Class P Distribution Plan – Previously filed with Post-Effective Amendment No. 174 to Registration Statement 002-19458 (filed May 1, 2015).*

g. Amendment to Schedule A of Class P Distribution Plan – Previously filed with Post-Effective Amendment No. 261 to Registration Statement 002-19458 (filed December 13, 2018).*

h. Form of Specimen copy of Shareholder Service Agreement – Previously filed with Post-Effective Amendment No. 113 to Registration Statement 002-19458 (filed January 29, 2010).*

i. Amended and Restated Multiple Class Plan – Previously filed with Post-Effective Amendment No. 174 to Registration Statement 002-19458 (filed May 1, 2015).*

(11) Opinion of Counsel Regarding Legality of the Securities Being Registered – Previously filed as Exhibit 11 to Registration Statement on Form N-14 (333-233876) (filed September 20, 2019).*

(12) Tax Opinion – Filed herewith.

(13) Other Material Contracts

a. Form of Expense Limitation Agreement – Guggenheim Partners Investment Management, LLC –Previously filed with Post-Effective Amendment No. 275 to Registration Statement 002-19458 (filed December 30, 2019).*

b. Form of Expense Limitation Agreement – Security Investors, LLC – Previously filed with Post-Effective Amendment No. 275 to Registration Statement 002-19458 (filed December 30, 2019).*

c. Transfer Agency Agreement – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

d. Amendment to Transfer Agency Agreement – Previously filed with Post-Effective Amendment No. 208 to Registration Statement 002-19458 (Filed November 29, 2016).*

e. Fund Accounting and Administration Agreement – Previously filed with Post-Effective Amendment No. 138 to Registration Statement 002-19458 (filed January 28, 2014).*

f. Amendment to Fund Accounting and Administration Agreement – Previously filed with Post-Effective Amendment No. 208 to Registration Statement 002-19458 (filed November 29, 2016).*

g. Amendment to Transfer Agency Agreement and Fund Accounting and Administration Agreement – Previously filed with Post-Effective Amendment No. 261 to Registration Statement 002-19458 (filed December 13, 2018).*

(14) Other Opinions

a. Consent of Independent Registered Public Accounting Firm – Previously filed as Exhibit 16 to Registration Statement on Form N-14 (333-233876) (filed September 20, 2019).*

(15) Omitted Financial Statements – Inapplicable.

(16) Powers of Attorney – Filed herewith.

(17) Additional Exhibits – Inapplicable.

__________________________________

* Incorporated by reference.

Item 17. Undertakings

(1)The undersigned registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the

meaning of Rule 145(c) of the Securities Act of 1933 [17 CFR 230.145c], the reoffering prospectus will contain the information called for by the applicable registration form for the reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.

(2)The undersigned registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.

SIGNATURES

As required by the Securities Act of 1933, this registration statement has been signed on behalf of the registrant, in the City of Chicago and State of Illinois, on the 3rd day of January, 2020.

GUGGENHEIM FUNDS TRUST
(Registrant)
By:	/s/ BRIAN E. BINDER
	Brian E. Binder, President and Chief Executive Officer

As required by the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities indicated on the 3rd day of January, 2020.

Randall C. Barnes Trustee Donald A. Chubb, Jr. Trustee Jerry B. Farley Trustee Roman Friedrich III Trustee Ronald A. Nyberg Trustee Ronald E. Toupin, Jr. Trustee	GUGGENHEIM FUNDS TRUST
	By:	/s/ AMY J. LEE
		Amy J. Lee, Trustee, Vice President, Chief Legal Officer and Attorney-In-Fact for the Trustees Whose Names Appear Opposite (pursuant to powers of attorney filed herewith)
	By:	/s/ JOHN L. SULLIVAN
		John L. Sullivan, Chief Financial Officer, Treasurer and Chief Accounting Officer
	By:	/s/ BRIAN E. BINDER
		Brian E. Binder, President and Chief Executive Officer

EXHIBIT LIST

(12)    Tax Opinion

(16)    Powers of Attorney

EX-99.12

Three Bryant Park 1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.dechert.com _________________________

January 3, 2020

Board of Trustees

Guggenheim SMid Cap Value Institutional Fund

Guggenheim Funds Trust

702 King Farm Boulevard, Suite 200

Rockville, Maryland 20850

Board of Trustees

Guggenheim SMid Cap Value Fund

Guggenheim Funds Trust

702 King Farm Boulevard, Suite 200

Rockville, Maryland 20850 jo

Dear Ladies and Gentlemen:

You have requested our opinion regarding certain federal income tax consequences to Guggenheim SMid Cap Value Institutional Fund(“Acquired Fund”), a separate series of the Guggenheim Funds Trust, a Delaware statutory trust (“Acquired Fund Trust”), and to Guggenheim SMid Cap Value Fund (“Acquiring Fund”), also a separate series of the Trust,  and to the holders of shares of beneficial interest in Acquired Fund (the “Acquired Fund Shareholders”), in connection with the transfer of substantially all of the assets, as defined in the Agreement and Plan of Reorganization (the “Plan”) dated as of August 21, 2019, executed by the Trust on behalf of the Acquiring Fund and the Acquired Fund, of the Acquired Fund (the “Assets”) to Acquiring Fund in exchange solely for shares of beneficial interest of Acquiring Fund (the “Acquiring Fund Shares”) and the assumption of Acquired Fund’s liabilities as defined in the Plan (the “Liabilities”) by Acquiring Fund, followed by the distribution of the Acquiring Fund Shares received by Acquired Fund in complete liquidation and termination of Acquired Fund (the “Reorganization”), all pursuant to the Plan.

26274438.2.BUSINESS

Page 2

For purposes of this opinion, we have examined and relied upon (1) the Plan, (2) the Registration Statement, (3) facts and representations contained in the letter dated on or about the date hereof addressed to us from the Trust on behalf of Acquiring Fund, (4) the facts and representations contained in the letter dated on or about the date hereof addressed to us from the Trust on behalf of Acquired Fund, and (5) such other documents and instruments as we have deemed necessary or appropriate for purposes of rendering this opinion.

This opinion is based upon the Internal Revenue Code of 1986, as amended (the “Code”), United States Treasury Regulations, judicial decisions, and administrative rulings and pronouncements of the Internal Revenue Service, all as in effect on the date hereof. This opinion is conditioned upon the Reorganization taking place in the manner described in the Plan.

Based upon the foregoing, it is our opinion that for federal income tax purposes, with respect to Acquired Fund and Acquiring Fund:

1. The Reorganization will constitute a tax-free reorganization within the meaning of Section 368(a) of the Code and the Acquiring Fund and the Acquired Fund will each be a “party to a reorganization” within the meaning of Section 368(b) of the Code;

2. Under Section 1032 of the Code, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the Assets of the Acquired Fund solely in exchange for the assumption of the Liabilities of the Acquired Fund and issuance of Acquiring Fund Shares;

3. Under Sections 361 and 357(a) of the Code, no gain or loss will be recognized by the Acquired Fund upon the transfer of the Assets of the Acquired Fund to the Acquiring Fund solely in exchange for the assumption by the Acquiring Fund of the Acquired Fund’s Liabilities and the Acquiring Fund Shares or upon the distribution (whether actual or constructive) of Acquiring Fund Shares to Acquired Fund Shareholders in exchange for their Acquired Fund shares, except for any gain or loss that may be required to be recognized solely as a result of the close of the Acquired Fund’s taxable year due to the

Page 3

Reorganization or as a result of the transfer of any stock in a passive foreign investment company as defined in Section 1297(a) of the Code;

4. Under Section 354 of the Code, no gain or loss will be recognized by any Acquired Fund Shareholder upon the exchange of its Acquired Fund shares solely for Acquiring Fund Shares;

5. Under Section 358 of the Code, the aggregate tax basis of the Acquiring Fund Shares received by each Acquired Fund Shareholder pursuant to the Reorganization will be the same as the aggregate tax basis of the Acquired Fund shares held by such Acquired Fund Shareholder immediately prior to the Reorganization.

6. Under Section 1223(1) of the Code, the holding period of Acquiring Fund Shares received by each Acquired Fund Shareholder will include the period during which the Acquired Fund shares exchanged therefor were held by such shareholder, provided the Acquired Fund shares are held as capital assets at the time of the Reorganization;

7. Under Section 362(b) of the Code, the tax basis of the assets of the Acquired Fund acquired by the Acquiring Fund will be the same as the tax basis of such Assets to the Acquired Fund immediately prior to the Reorganization, except for any assets which may be marked to market for U.S. federal income tax purposes on the termination of the Acquired Fund’s taxable year or on which gain was recognized upon the transfer to the Acquiring Fund.

8. Under Section 1223(2) of the Code, the holding period of the Assets of the Acquired Fund in the hands of the Acquired Fund will include the period during which those Assets were held by the Trust on behalf of the Acquired Fund (except to the extent that the investment activities of the Acquiring Fund reduce or eliminate such holding period and except for any assets on which gain is recognized on the transfer to the Acquiring Fund); and

9. The Acquiring Fund will succeed to and take into account the items of the Acquired Fund described in Section 381(c) of the Code, subject to the

Page 4

conditions and limitations specified in Sections 381, 382, 383 and 384 of the Code and the Treasury Regulations thereunder.

We express no opinion as to the federal income tax consequences of the Reorganization except as expressly set forth above, or as to any transaction except those consummated in accordance with the Plan. Without limiting the foregoing, we express no opinion as to the federal income tax consequences of the Reorganization to Acquired Fund with respect to contracts described in Section 1256(b) of the Code or stock in a passive foreign investment company as defined in Section 1297(a) of the Code.

Very truly yours,

/s/ Dechert LLP

EX-99.16

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Randall C. Barnes

Randall C. Barnes

Trustee, Guggenheim Funds Trust

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Donald A. Chubb, Jr.

Donald A. Chubb, Jr.

Trustee, Guggenheim Funds Trust

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Jerry B. Farley

Jerry B. Farley

Trustee, Guggenheim Funds Trust

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Roman Friedrich III

Roman Friedrich III

Trustee, Guggenheim Funds Trust

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Ronald A. Nyberg

Ronald A. Nyberg

Trustee, Guggenheim Funds Trust

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes and appoints Amy J. Lee, Mark E. Mathiasen and Michael P. Megaris to act as attorney-in-fact and agent with full power of substitution and resubstitution of them in their name, place, and stead, to sign any and all registration statements on Form N-14, and any amendment or supplement thereto, applicable to the reorganization of Guggenheim Mid Cap Value Institutional Fund with and into Guggenheim Mid Cap Value Fund, each a series of Guggenheim Funds Trust, and to file the same with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as they might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitutes, may lawfully do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, I have hereunto set my hand this 21st day of August, 2019.

/s/ Ronald E. Toupin, Jr.

Ronald E. Toupin, Jr.

Trustee and Chairman, Guggenheim Funds Trust