At Cummins, we strive to do what is right and to do what we will say we will do. This long-standing commitment to integrity provides the framework for all our business activities, and serves as the foundation for the Company's governance policies and procedures.

Broad Terms of Reference to Finance & Audit Committee

• Oversee the Company's financial reporting process and disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible
• Recommending the appointment and removal of external auditors, fixation of audit fee and also approval for payment of any other services
• Reviewing with the management the annual financial statements before submission to the Board, focusing primarily on:
  - any changes in accounting policies and practices
  - major accounting entries based on exercise of judgement by management
  - qualifications in draft audit report
  - significant adjustments arising out of audit
  - the going concern assumption
  - compliance with accounting standards
  - compliance with stock exchange and legal requirements concerning financial statements
  - any related party transaction
• Reviewing with the management, external and internal auditors, the adequacy of internal control systems
• Reviewing the adequacy of the internal audit function, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure, coverage and frequency of internal audit
• Discussing with internal auditors any significant findings and follow up thereon
• Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board
• Discussing with external auditors before the audit commences, nature and scope of audit as well as have post-audit discussions to ascertain any area of concern
• Reviewing the company's financial and risk management policies
• To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders and creditors

Broad Terms of Reference to Shareholders / Investors Grievance Committee :
To review and advise the Company on any grievance in relation to:
- non-transfer of shares
- non-receipt of Annual Report
- non-receipt of dividend / interest warrants
- any other investors grievance raised by any stakeholder