Corporate Governance

The Structure of Corporate Governance

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Duratek has board of directors, audit committee, remuneration committee, and other committees. The management department is responsible for promoting important activities such as corporate governance and corporate integrity management to strengthen corporate governance, protect shareholders’ legitimate rights and take into account other stakeholders interests.

Corporate Governance Officer

On December 9, 2024, the Board of Directors approved the appointment of Ms. Hsiu-Wen Hsieh, Manager of the Administration Department, as the Corporate Governance Officer to enhance the effectiveness of the Board of Directors and protect shareholders’ rights and interests. She has more than three years of experience serving as an internal audit supervisor in a public company, meeting the statutory qualifications for the position.

Main Duties of the Corporate Governance Officer

  1. Handle matters related to meetings of the Board of Directors and shareholders’ meetings in accordance with applicable laws and regulations.
  2. Prepare minutes of board meetings and shareholders’ meetings.
  3. Assist directors with induction and continuing education.
  4. Provide directors with information necessary for the performance of their duties.
  5. Assist directors in complying with laws and regulations.
  6. Report to the Board of Directors on whether independent directors meet statutory qualifications during nomination, election, and throughout their tenure.
  7. Handle matters relating to changes in directors.
  8. Perform other duties stipulated in the Company’s Articles of Incorporation or relevant contracts.
Training Records of the Corporate Governance Officer
Corporate Integrity Management

To implement the policy of integrity management and actively prevent dishonest behaviors, the company has established the "Procedures for Ethical Management and Guidelines for Conduct" and "Code of Ethical Conduct". These documents specifically outline the matters that company personnel should pay attention to when performing their duties, and aim to align customers, suppliers, business partners, and other related parties in mutual compliance.Meanwhile, the Corporate Governance Committee serves as the dedicated unit to promote the company’s integrity management initiatives and oversee their implementation, regularly reporting the progress to the Board of Directors. Most recently, a report on the implementation status was presented to the Board on March 10, 2025.

The company has established relevant regulations in accordance with the law, covering the processes by which the highest governing body prevents and manages conflicts of interest.

Whistleblower Protection Policy

The company has established the “Procedures for Handling Reports of Illegal, Unethical, and Dishonest Conduct”, which clearly define a specific reporting system. Reports are handled confidentially and investigated through independent channels to fully protect whistleblowers. The identity of whistleblowers is kept strictly confidential to prevent unfair treatment, retaliation, or any improper actions against them.

  • In 2024, no reports related to integrity were received, nor were there any incidents of corruption or bribery. 
Prevention of Insider Trading

On December 9, 2024, the Board of Directors resolved to amend the “Management Operations to Prevent Insider Trading”. According to the updated policy, insiders of the company are prohibited from trading securities based on non-public information. Additionally, insiders are not allowed to trade the company’s stock during the blackout periods of 30 days before the annual financial report announcement and 15 days before each quarterly financial report announcement.

  • Notification to insiders regarding blackout periods:
    The Corporate Governance Officer will send email notifications to directors and insiders informing them of the blackout periods. During these periods, trading of company stock is strictly prohibited to prevent insider trading.
Succession Planning and Implementation for Board Members and Key Executives

Succession Planning and Implementation for Board Members

According to the Company’s Articles of Incorporation, directors shall be elected through a candidate nomination system. Unless otherwise provided by law or the Articles, the election of directors shall be conducted in accordance with the Rules for Election of Directors.

In the selection of directors, the overall composition of the Board should be taken into consideration. The composition of Board members shall reflect diversity. The Company shall formulate an appropriate diversity policy based on its operations, business model, and development needs. This policy may include, but is not limited to, the following aspects：

  1. Basic attributes and values:
    such as gender, age, nationality, and cultural background.
  2. Professional knowledge and skills:
    such as expertise in law, accounting, industry, finance, marketing, or technology, as well as relevant professional skills and industry experience.

Board members are expected to possess the knowledge, skills, and competencies necessary to perform their duties. As a whole, the Board should have the following capabilities:

  1. Operational judgment
  2. Accounting and financial analysis
  3. Management capabilities
  4. Crisis management
  5. Industry knowledge
  6. Global market insight
  7. Leadership
  8. Decision-making ability

The Company conducts succession planning for Board members through the following mechanisms:

  1. Recommendations by current director
  2. Nominations by shareholders
  3. Reference to the results of Board performance evaluations when considering the reappointment of directors


To enhance the effectiveness of the Board’s functions, the Company continually reviews internal and external developments and arranges annual training programs to strengthen directors’ professional knowledge and capabilities.

Succession Planning and Implementation for Key Executives

Key Executives are expected to possess strong leadership, decision-making, and analytical capabilities. In addition to demonstrating effective execution in their areas of expertise, they must also align with the Company’s core values and exhibit personal qualities such as integrity, honesty, and diligence.

In response to the Company’s operational development and organizational structure, appropriate management personnel and succession plans are established. Succession candidates are evaluated based on performance, personal characteristics, and future potential. The Company has also outlined the following training strategies to support the progressive realization of its succession plan:

  1. Establishing a comprehensive training system:
    Through internal and external training, the Company provides management and professional courses across various fields. These programs aim to enhance the professional knowledge, skills, and attitudes of potential successors.
  2. Executive training programs:
    Key managers are encouraged to participate in external executive learning programs. These opportunities foster diverse learning, experience sharing, and broaden their strategic management perspectives and leadership thinking.
  3. Delegation of authority and deputy system:
    The Company defines departmental responsibilities and utilizes a structured delegation and deputy system to facilitate business continuity and cultivate future successors.
  4. Participation in management meetings:
    Key personnel are invited to attend various regular and ad hoc management meetings, enabling them to gain firsthand experience with the Company’s strategic development and operational decision-making, thereby broadening their managerial vision.
Risk Management

On December 9, 2024, the Board of Directors of the Company approved the establishment of the "Risk Management Policy and Procedures" as the guiding principles for the Company’s risk management practices. This policy is designed based on the Company’s overall operational strategy to define various types of risks, ensure that risks are controlled within an acceptable range, and prevent potential losses. The Company continuously adjusts and improves its risk management practices in response to changes in internal and external environments, aiming to protect the interests of employees, shareholders, partners, and customers, enhance corporate value, and optimize resource allocation.

  • 1. Organizational Structure:
  • Board of Directors:
    The highest governing body for risk management. It is responsible for approving the risk management policy and related guidelines, supervising the implementation of the risk management mechanisms, and ensuring effective risk control.
  • Audit Committee:
    The supervisory unit for the operation of risk management mechanisms. It oversees the implementation and progress of risk management and its improvements.
  • Risk Management Team:
    Composed of department heads and reporting to the Board of Directors. The team assists the Board in executing its risk management decisions, analyzes and identifies sources and categories of risks, and supervises each department’s risk management operations and improvement progress.
  • 2. Implementation Status:

On March 10, 2025, the Company reported the implementation status of risk management for the year 2024 to the Board of Directors and the Audit Committee. The report included the types of risks identified and the execution status of risk management practices.

Intellectual Property Management Plan

To effectively manage, utilize, and protect intellectual property (IP), the Company has formulated an Intellectual Property Management Plan aligned with its business objectives. This plan provides clear guidelines for handling IP-related matters, strengthens the Company’s operations and rights, enhances employees’ awareness of IP, and improves the Company’s competitive advantage. The implementation status is reported regularly to the Board of Directors.

  • 1. Intellectual Property Management Plan:
  • Patent and Trademark Management
  • Conduct domestic and international searches and file applications based on business needs.
  • Stay informed about local regulations regarding registration and protection.
  • The designated unit performs annual reviews to update, maintain, and renew registrations, and ensures proper documentation and record-keeping to protect the Company’s rights and prevent infringement of third-party rights.
  • Copyright Management
  • Employees must not infringe on others’ copyrights when creating works. Any use of third-party content must include proper citation and be within reasonable scope.
  • Promote the use of licensed equipment and software in daily operations to avoid copyright violations.
  • The designated unit is responsible for inventorying, maintaining, and recording relevant documentation.
  • Trade Secret Management
  • When confidential information must be shared externally for business purposes, a nondisclosure agreement (NDA) must be signed to ensure confidentiality is maintained.
  • Internal regulations and employee agreements bind employees to confidentiality obligations.
  • Conduct training programs to raise employees’ basic knowledge of intellectual property rights.
  • The designated unit is responsible for maintaining and recording documents related to trade secrets.
  • 2. Implementation Status:
  • On December 9, 2024, the Board of Directors approved the adoption of the "Intellectual Property Rights Management Guidelines."
  • On March 10, 2025, the Company reported the implementation status of intellectual property management for the year 2024 to the Board of Directors, including：
  • The number of validly registered intellectual property rights as of December 31, 2024.
  • No lawsuits or complaints related to intellectual property rights occurred during the year 2024.

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A major supplier of CMP consumable components - Retaining Ring.

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公司治理主管進修情形

本公司於2024年12月9日董事會通過，任命管理部謝秀雯經理為公司治理主管。

公司治理主管除初任者應自擔任此職務之日起一年內至少進修十八小時外，每年應至少進修十二小時。進修情形如下：

進修日期 主辦單位 課程名稱 進修時數
2025/6/26 中華民國內部稽核協會 從公司治理看薪工循環與勞動事件法 6
2025/9/24 中華民國內部稽核協會 從「營運循環看企業合約」實務研討 6
2025/10/13 社團法人中華公司治理協會 公司重大資訊揭露與董事責任 3
2025/10/13 社團法人中華公司治理協會 內部人持股管理及股份交易應注意的法律問題
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