ADT-1 Auditor Appointment Filing
Record your statutory auditor with the Registrar after the appointment is approved at the general meeting.
Every company must appoint a statutory auditor and inform the Registrar of that appointment in Form ADT-1. The first auditor is appointed by the board within thirty days of incorporation; subsequent auditors are appointed by the shareholders at the annual general meeting.
The filing is short but the sequence around it matters. An auditor who has not consented in writing, or who is disqualified, cannot validly be appointed, and an audit report signed by an invalidly appointed auditor creates problems that surface much later.
What this costs
The appointment sequence
- Obtain the auditor’s written consent and a certificate of eligibility under Section 141
- Board recommends the appointment, or appoints directly in the case of the first auditor
- Shareholders appoint at the annual general meeting, for subsequent appointments
- Form ADT-1 filed within fifteen days of the meeting at which the appointment was made
- The auditor is generally appointed for a term of five consecutive years
Who cannot be your auditor
Section 141 disqualifies a range of persons, and the certificate of eligibility is the auditor’s confirmation that none apply.
- A body corporate, other than a limited liability partnership of chartered accountants
- An officer or employee of the company
- A person indebted to the company beyond the prescribed amount
- A person or firm holding a business relationship with the company
- A relative of a director or of a person in the employment of the company as a key managerial person
- A person providing certain prohibited non-audit services to the company
Rotation, for larger companies
Listed companies and certain other classes must rotate their auditors — an individual auditor after one term of five years, and an audit firm after two terms of five years, with a cooling-off period before reappointment.
Small private companies below the prescribed thresholds are outside the rotation requirement, but the five-year appointment term still applies.
Casual vacancy
Where an auditor resigns, the resignation must be filed by the auditor in Form ADT-3, and the resulting casual vacancy filled by the board within thirty days.
Where the vacancy arises from resignation rather than any other cause, the board’s appointment must also be approved by the shareholders at a general meeting within three months.
How we handle it
- 1 Obtaining consent and eligibility The auditor’s written consent and Section 141 certificate are obtained before any appointment is made.
- 2 Board approval The board recommends the appointment, or appoints directly where it is the first auditor or a casual vacancy.
- 3 Shareholder approval The appointment is made by ordinary resolution at the annual general meeting, where applicable.
- 4 Filing ADT-1 The form is filed within fifteen days of the meeting, with the consent and eligibility certificate attached.
- 5 Records updated The appointment is recorded in the company’s registers and the term noted for the next appointment cycle.
Frequently asked questions
When is ADT-1 due?
Within fifteen days of the meeting at which the auditor was appointed. For a first auditor appointed by the board, within fifteen days of that board meeting.
Does a small private company need an auditor?
Yes. Every company must appoint a statutory auditor and have its accounts audited, regardless of turnover or size. There is no exemption from audit for small companies.
How long is an auditor appointed for?
Generally five consecutive years, subject to ratification requirements where they apply. Listed and certain other companies must also rotate auditors after the prescribed terms.
What if our auditor resigns mid-year?
The auditor files Form ADT-3, and the board fills the casual vacancy within thirty days. Where the vacancy arose from resignation, shareholders must approve within three months.
Can our accountant be our auditor?
No. A person providing accounting or bookkeeping services to the company is disqualified from being its statutory auditor. The two roles must be held by different firms.
What is not included. Government fees, statutory charges, stamp duty, court and registry fees, digital signature costs and any third-party professional charges are separate and payable at actuals. GST applies on professional fees where indicated. Prices shown are indicative and may change without notice; we confirm the total in writing before any work begins — see our terms on pricing.
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