Goldman Sachs Group, inc. is making a series of changes to its compensation plan that put all of its’ top executives’ compensation at risk, and subject to possible clawback, along with allowing a shareholder advisory vote on its’ plan.

The Wall Street banking giant announced Thursday that its board of directors has approved a series of changes to its’ compensation plan for 2009.

The changes include the firm’s 30-person management committee, which comprises all global divisional and regional leadership, receiving all of their discretionary compensation in the form of shares at risk, which are subject to sale restrictions for five years.

The five-year holding period on these shares also includes a recapture provision that will permit the firm to recapture the shares in cases where the employee “engaged in materially improper risk analysis or failed sufficiently to raise concerns about risks”. The firm says that enhancing the recapture provision is intended to ensure that employees “are accountable for the future impact of their decisions, to reinforce the importance of risk controls to the firm and to make clear that our compensation practices do not reward taking excessive risk.”

Additionally, shareholders will have an advisory vote on the firm’s compensation principles and the compensation of its named executive officers at its annual meeting in 2010.

“We believe our compensation policies are the strongest in our industry and ensure that compensation accurately reflects the firm’s performance and incentivizes behavior that is in the public’s and our shareholders’ best interests,” said Lloyd Blankfein, chairman and CEO of the firm. “In addition, by subjecting our compensation principles and executive compensation to a shareholder advisory vote, we are further strengthening our dialogue with shareholders on the important issue of compensation.”

IE