Executive Committee charter

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Authority
On May 10, 1983, the Board of Directors ("Board") of Cardinal Health, Inc. ("Company") established an Executive Committee ("Committee"), pursuant to authority set forth in the Company's Code of Regulations. This Executive Committee Charter was adopted by the Board on May 2, 2007.

Purpose, duties and responsibilities
The Executive Committee shall serve at the pleasure of the Board, shall act only in the intervals between meetings of the Board, and shall be subject to the control and direction of the Board. The purpose of the Executive Committee is to exercise any or all of the authority of the Board, subject to the limitations below, either where the specific authority has been expressly delegated to the Executive Committee by the Board, or where, in the intervals between meetings of the Board, it is necessary or appropriate to consider or act promptly.

The Executive Committee shall not have any power or authority (i) to fill vacancies among the directors or in any committee of the directors; (ii) to act upon matters that have been reserved by the Board for its approval; (iii) to submit to shareholders any action that requires shareholder approval; or (iv) to take action with respect to dividends or election of the Company's Chief Executive Officer. The Board may limit or qualify the powers of the Executive Committee at any time.

Members
The Executive Committee shall have a minimum of three directors, a majority of whom shall be independent. For purposes hereof, an "independent" director is a director who satisfies the definition of "independent" set forth in the Company's Corporate Governance Guidelines. The members of the Executive Committee shall include the Chairman of the Board, the Chief Executive Officer, the Chairpersons of the Audit, Human Resources and Compensation, and Nominating and Governance Committees of the Board, and the Presiding Director of the Board.

Meetings; reporting to Board
A majority of the members of the Executive Committee constitutes a quorum. The Executive Committee may act by a majority vote at a meeting of the Committee or by a writing or writings signed by all of its members without a meeting. Meetings of the Executive Committee may be held through any communications equipment if all persons participating can hear each other.

The Executive Committee shall report to the Board with respect to its meetings, and all actions taken or authorized by the Committee shall be reported to the Board at its next meeting following such action(s) by the Committee.