Compliance Program Declaration and Description

CareFusion is committed to establishing and maintaining an effective Compliance Program in accordance with the Compliance Program Guidance published by the Office of Inspector General, U.S. Department of Health and Human Services (the “HHS-OIG”). CareFusion’s Compliance Program (the “Compliance Program”), managed by the Chief Compliance Officer, is one of the key components of our commitment to the highest standards of ethical practice, corporate conduct and integrity.

The purpose of the Compliance Program is to increase the likelihood of preventing, detecting, and correcting violations of law or company policy. While the implementation of the Compliance Program does not guarantee that improper conduct will be entirely eliminated, it is our expectation that the Company’s employees and agents will abide by the Compliance Program.

This declaration provides additional descriptions of compliance policies, procedures and efforts to establish an effective Compliance Program. The Compliance Program is continually evolving in order to identify and mitigate potential risks and prepare for new compliance-related legislation.

I. Structure and Oversight:

Chief Compliance Officer: Overall responsibility for the Compliance Program rests with the Chief Compliance Officer with oversight from the Chief Executive Officer and the Governance and Compliance Committee of the CareFusion board of directors. CareFusion is committed to ensuring that the Chief Compliance Officer has the ability to effectuate change within the company, as necessary, and to exercise independent judgment.

Board-Level Committee: The Governance and Compliance Committee of the CareFusion board of directors fully supports all efforts to ensure corporate ethics and integrity throughout CareFusion and remains firmly committed to the Compliance Program. To further augment the Compliance Program and the oversight of the Company’s compliance-related policies and procedures, the Chief Compliance Officer will report to the Governance and Compliance Committee quarterly regarding the status of the Compliance Program and any other material issues, as appropriate.

Compliance Committee: CareFusion has established an executive-level Compliance Committee which meets quarterly and is comprised of the Chief Compliance Officer (Chair), the Chief Executive Officer and other CareFusion executives to assist in the management of the Compliance Program.

II. Standards and Procedures:

CareFusion’s Code of Conduct and related compliance policies and procedures outline the standards of integrity and responsible conduct that all employees and agents of CareFusion Corporation, including its divisions and majority-owned or controlled subsidiaries, must follow to protect the trust of our customers, suppliers, regulators and shareholders. The Code of Conduct establishes CareFusion’s expectations that management, employees, and agents of the company will act in accordance with law and applicable company policy. The Code of Conduct articulates CareFusion’s fundamental principles, values and framework for action within the organization and is the foundation of how the company conducts business.

III. Education and Training:

A critical element of the Compliance Program is the education and training of employees and agents on CareFusion’s Code of Conduct and related compliance policies and procedures, established as a means to promote compliance with all applicable legal requirements. CareFusion is committed to taking all the necessary steps to effectively communicate our standards and procedures to all affected personnel. Our education and training activities may include a combination of in-person seminars, computer-based training, printed materials, the intranet, third-party seminars and individualized training sessions. CareFusion will regularly review and update its education and training programs to account for new compliance risks.

IV. Internal Lines of Communication:

CareFusion is committed to fostering dialogue between management and employees and agents. Our goal is that all employees and agents, when seeking answers to questions or reporting potential instances of noncompliance or misconduct, should know who to turn to for a meaningful response and should be able to do so without retribution. To meet this goal, CareFusion has adopted policies and procedures regarding confidentiality and non-retaliation. Anyone with questions or concerns, or who suspects a potential violation of our Compliance Program, may call the CareFusion Conduct Line 24 hours-a-day, seven days-a-week to confidentially and, if desired, anonymously raise issues about the business conduct of CareFusion and its employees and agents. CareFusion will ensure that no action is taken against anyone who reports, in good faith, actual or suspected misconduct.

V. Auditing and Monitoring:

The Compliance Program includes methods to evaluate compliance with laws and regulations applicable to our company and the effectiveness of our policies and procedures by utilizing an auditing and monitoring program which focuses on key compliance risk areas. In addition, CareFusion will complete regular assessments of the Compliance Program to identify new and emerging risks and to address these risks. CareFusion notes that the extent and frequency of its compliance auditing and monitoring efforts varies according to a number of factors, including new regulatory requirements, changes in business practices, and other considerations.

VI. Responding to Past and Potential Violations:

The Compliance Program includes reasonable procedures to screen potential employees, vendors, and agents. CareFusion will not knowingly do business with persons or organizations that have been excluded, debarred, suspended, or are otherwise ineligible to participate in Federal healthcare programs. Although each situation is considered on a case-by-case basis, CareFusion will consistently undertake appropriate disciplinary action to address inappropriate conduct and deter future violations.

VII. Corrective Action Procedures:
The Compliance Program increases the likelihood of preventing, detecting and correcting unlawful and unethical behavior. However, HHS-OIG recognizes that even an effective Compliance Program may not eliminate all improper conduct. As such, the Compliance Program requires the company to respond promptly to potential violations of law or company policy, to assess whether the violation can be attributed in part to gaps in our policies, practices, or internal controls, to take action to prevent future violations, and to take appropriate disciplinary action. To that end, CareFusion has established policies and procedures for the investigation and remediation of identified instances of noncompliance or misconduct.