Strategic Committee Charter

The purpose of the Strategic Committee (the "Committee") of the Board of Directors (the "Board") of Myriad Genetics, Inc. (the "Company") is to advise and consult with senior management on a broad range of strategic initiatives or projects and to make recommendations to the Board regarding such opportunities.

  1. Membership and Appointment

    The Committee shall be comprised of not fewer than three members of the Board as shall be determined from time to time by the Board. The members shall be elected by the Board, on the recommendation of the Nominating and Governance Committee, and shall hold office until their resignation or until their successors shall be duly elected and qualified.


  2. Removal

    The entire Committee or any individual Committee member may be removed without cause by the affirmative vote of a majority of the Board. Any Committee member may resign effective upon giving oral or written notice to the Chairman of the Board, the Chairman of the Nominating and Governance Committee, or the Secretary of the Company (unless the notice specifies a later time for the effectiveness of such resignation). The Nominating and Governance Committee may recommend and the Board may elect a successor to assume the available position on the Committee when the resignation becomes effective.


  3. Chair of the Committee

    The Chairman of the Board will serve as the Chair of the Committee. In the absence of the Chairman of the Board, the Committee will select one of its members to act as the Chair. The Chair of the Committee shall determine the agenda for and the length of meetings and shall have unlimited access to management and information relating to the Committee's purposes. The Chair of the Committee shall establish such other rules as may from time to time be necessary and proper for the conduct of the business of the Committee.


  4. Meetings, Minutes and Reporting

    The Committee shall meet at such times and places as the Chair shall determine. The Committee shall keep minutes of the proceedings of the Committee. The Committee shall report significant matters as it deems necessary concerning its activities to the full Board. The Committee may appoint a Secretary whose duties and responsibilities shall be to keep records of the proceedings of the Committee for the purposes of reporting Committee activities to the Board and to perform all other duties as may from time to time be assigned to him or her by the Committee, or otherwise at the direction of a Committee member. The Secretary need not be a member of the Committee or a director and shall have no membership or voting rights by virtue of the position.

Based on the recommendation of the Compensation Committee, Committee members shall be compensated by the Company in the form of directors' fees, which may be paid in cash or equity of the Company. Committee members may, however, receive different compensation than that received for Board service by other Board members, in light of the nature of their responsibilities to the Company. No compensation shall be paid to any Committee member who also serves as an officer of the Company.

Version: September, 2010


Committee Members

John T. Henderson, M.D.
John T. Henderson, M.D.
Chairman of the Board
John T. Henderson, M.D. was elected as Chairman of the Board in April 2005. He previously served as a Director of the Company effective May 2004. Dr. Henderson was with Pfizer for over 25 years, most recently as a Vice President in the Pfizer Pharmaceuticals Group. Dr. Henderson previously held Vice Presidential level positions with Pfizer in Research and Development in Europe and later in Japan. He was also Vice President, Medical for Europe, U.S. and International Pharmaceuticals group. Dr. Henderson earned his bachelor's and medical degree from the University of Edinburgh and is a Fellow of the Royal College of Physicians (Ed.).
Lawrence C. Best
Lawrence C. Best
Director
Lawrence C. Best, a Director of the Company since September 2009, joined Boston Scientific Corporation in 1992 and served for 15 years as the Executive Vice President-Finance & Administration and Chief Financial Officer. Prior to joining Boston Scientific, Mr. Best was a partner in the accounting firm of Ernst & Young, where he specialized in serving multinational companies in the high technology and life sciences fields. He served a two-year fellowship at the SEC from 1979 to 1981 and a one-year term as a White House-appointed Presidential Exchange Executive in Washington, D.C. He currently serves on the Board of Directors of Haemonetics Corp. and is a founding director of the President's Council at Massachusetts General Hospital. Mr. Best received a B.B.A. degree from Kent State University.
Heiner Dreismann, Ph.D.
Heiner Dreismann, Ph.D.
Director

Heiner Dreismann, Ph.D., joined the company in June 2010. Dr. Dreismann had a successful career at the Roche Group from 1985 to 2006 where he held several senior positions, including President and CEO of Roche Molecular Systems, Head of Global Business Development for Roche Diagnostics and Member of Roche's Global Diagnostic Executive Committee. Dr. Dreismann currently serves on the boards of several public and private health care companies. He earned a master of science degree in biology and his doctor of philosophy degree in microbiology/molecular biology (summa cum laude) from Westfaelische Wilhelms University (The University of Münster) in Germany.