The IMS Health Incorporated Board of Directors considers it to be useful and appropriate to designate a non-management director to serve in a lead capacity to coordinate the activities of the other non-management directors, and to perform such other duties and responsibilities as the Board of Directors may determine. The specific responsibilities of the Lead Director will be as follows:

Presides at Executive Sessions

• Preside at all meetings of the Board at which the Chairman is not present, including executive sessions of the non-management/independent directors.

Call Meetings of Independent Directors

• Have the authority to call meetings of the non-management/independent directors.

Function as Liaison with the Chairman, Full Board and Senior Management

• Serve as principal liaison on Board-wide issues between the non-management/independent directors and the Chairman.  
• Ensure that he/she is available to discuss with other directors any concerns they may have about the Company and its performance and relay those concerns, where appropriate, to the full Board.
• Ensure that he/she is available to be consulted by senior executives and to conduct exit interviews with resigning senior executives, where appropriate.

Participate in flow of information to the Board such as board meeting agendas and schedules

• Approve the quality, quantity and timeliness of information sent to the Board as well as approving meeting agenda items. 
• Approve meeting schedules to assure that there is sufficient time for discussion of all agenda items.

Recommend Outside Advisors and Consultants

• Recommend to the Chairman the retention of outside advisors and consultants who report directly to the Board of Directors on Board-wide issues.

Shareholder Communication

• If requested by shareholders, ensure that he/she is available, when appropriate, for consultation and direct communication.