AUDIT CHARTER ADOPTED 12-08-04 CLEAN

IKON OFFICE SOLUTIONS, INC. AUDIT COMMITTEE CHARTER I. Purpose The Audit Committee of IKON Office Solutions, Inc. (the “Company”) shall report to the Board of Directors of the Company (the “Board”) and shall assist the Board in fulfilling its responsibilities to shareholders relating to the quality and integrity of corporate accounting and reporting, internal controls, the audit process, and the Company’s compliance with legal and regulatory requirements. The Committee shall, on behalf of the Board, (i) assess the independence, qualifications and performance of the Company’s internal and external audit functions, and (ii) review management’s and the auditors’ assessment of the accounting and financial reporting processes of the Company and audits of the financial statements of the Company, including the adequacy of the system of internal controls and the adequacy of financial disclosures to shareholders. Additionally, the Committee may perform other oversight functions as requested by the Board. The Audit Committee shall report its activities to the full Board regularly and issue annually a summary report to be included in the Company’s proxy statement that discloses that the Audit Committee has: • reviewed and discussed the audited financial statements with management and the independent accountants; • discussed matters outlined in SAS 61 (Communications with Audit Committee); and • discussed with the independent accountants their ...