Appoint your statutory auditor and file Form ADT-1

Category: ROC & Annual Compliance. From ₹1,999. Typical timeline: 3–5 days.

Overview

Every company must appoint a statutory auditor to examine its books and certify its financial statements, starting with the first auditor appointed within 30 days of incorporation and continuing with auditors appointed at each Annual General Meeting for a five-year term. Getting the appointment and the corresponding ROC filing right is foundational, since an invalid or unfiled auditor appointment can call into question the validity of the financial statements themselves.

Who needs it

• Newly incorporated companies appointing their first auditor within 30 days of incorporation
• Companies whose five-year auditor term is ending and needs re-appointment or a fresh appointment
• Companies replacing an outgoing auditor due to resignation or removal

Eligibility

• Every private limited company, public company, and OPC must appoint a statutory auditor
• The auditor must be a practicing Chartered Accountant or a firm of Chartered Accountants
• First auditor is appointed by the board; subsequent auditors are appointed by shareholders at the AGM

Documents required

• Written consent from the auditor to act (Form ADT-1 consent letter)
• Eligibility certificate from the auditor confirming no disqualification under Section 141
• Board resolution (for first auditor) or shareholder resolution (for subsequent appointment)
• Auditor's membership/firm registration number with ICAI

Process

1. Obtain auditor consent — The proposed auditor provides written consent and a certificate confirming eligibility under the Companies Act.
2. Board or shareholder resolution — The board appoints the first auditor within 30 days of incorporation, or shareholders appoint/ratify the auditor at the AGM.
3. File Form ADT-1 — The appointment is notified to the ROC through Form ADT-1 within 15 days of the meeting.
4. Update statutory registers — The company records the appointment in its statutory register of auditors.

Government fees

• Form ADT-1 filing fee: Based on authorised share capital, per MCA fee schedule

Professional fee

Our fee starts at ₹1,999, covering documentation, resolution drafting and ROC filing for the auditor appointment.

Timeline

The process is usually completed in 3–5 working days once auditor consent is received; first auditor appointment must happen within 30 days of incorporation and the ROC filing within 15 days of the appointment meeting.

Deliverables

• Filed Form ADT-1 with SRN
• Board/shareholder resolution appointing the auditor
• Updated register of auditors

Frequently asked questions

Is ADT-1 required for the first auditor appointed by the board?

Practice and MCA guidance treat ADT-1 filing as advisable for first auditor appointments as well, even though the Act's explicit 15-day filing requirement is more clearly tied to appointments made by the company in general meeting; most companies file it in both cases to stay safe.

What is the term of appointment?

An auditor is typically appointed for a five-year term, subject to ratification requirements that applied under the earlier law and shareholder approval at each AGM where re-appointment is considered.

Can the same auditor continue indefinitely?

For certain classes of companies, mandatory rotation rules under Section 139(2) limit continuous tenure and require a cooling-off period before re-appointment.

Common mistakes

• Missing the 30-day window for appointing the first auditor after incorporation
• Forgetting to file Form ADT-1 within 15 days of the appointment
• Not checking auditor rotation applicability for larger private companies
• Appointing an auditor without obtaining the Section 141 eligibility certificate

Penalties for non-compliance

• Company and officers in default can be fined for failure to appoint an auditor within the prescribed time
• Continuing operations without a validly appointed auditor can render financial statements non-compliant
• Additional ROC fees apply for delayed Form ADT-1 filing

Legal references

• Companies Act, 2013 — Section 139 governs appointment and tenure of auditors
• Companies Act, 2013 — Section 141 prescribes eligibility and disqualification of auditors
• Companies (Audit and Auditors) Rules, 2014 — procedural requirements for appointment and Form ADT-1