Audit Committee complaint procedures

Pursuant to the Sarbanes-Oxley Act of 2002 and the Audit Committee Charter, the Audit Committee has established the following procedures for: (i) the receipt, retention, and treatment of complaints received by the Company regarding accounting, internal accounting controls, or auditing matters; and (ii) the confidential anonymous submission by Medtronic employees of concerns regarding questionable accounting or auditing matters.

1. Medtronic publishes on its website special mail and e-mail addresses and a toll-free telephone number for receiving complaints, including complaints for accounting, internal accounting controls, or auditing matters.
2. Copies of all complaints regarding accounting, internal accounting controls or auditing matters received will be sent directly to the Chief Compliance Officer.
3. Copies of all complaints regarding accounting, internal accounting controls, or auditing matters will be provided on a quarterly basis to members of the Audit Committee; provided, however, that any such complaints received in respect of any executive officer of Medtronic will be brought to the Audit Committee’s attention within two business days.
4. All complaints will be tracked on a separate Audit Committee complaints docket, but will be processed by the Company’s Compliance Office, except as the Audit Committee may request.
5. The status of the specially docketed complaints will be reported on a quarterly basis to the Audit Committee and, if the Audit Committee so directs, to the full Board.
6. The Audit Committee may request special treatment, including the retention of outside counsel or other advisors, for any complaint addressed to it.
   

Contact the Audit Committee and/or Board of Directors

Please choose one of the below-listed options to report complaints about Medtronic's accounting, internal accounting controls or auditing matters or other concerns to the Board of Directors or the Audit Committee.

Call the Audit Committee
800-488-3125

Write to the Medtronic Board or Audit Committee
710 Medtronic Parkway
Minneapolis, MN
55432-5604

Email the Independent Directors on the Medtronic Board
independentdirectors@medtronic.com

• All complaints and concerns will be received and processed by Medtronic's Compliance Office.
• Complaints relating to Medtronic's accounting, internal accounting controls or auditing will be referred to members of the Audit Committee.
• Other concerns may be referred to the Lead Director of the Medtronic Board at leaddirector@medtronic.com.
• When possible, we will acknowledge receipt of your written complaint or concern.
• You can report your complaint or concern anonymously or confidentially.