Audit compliance
Appointment of First/Subsequent Auditor - ADT-1 Filing
The auditor appointment process starts with the company approval trail and ends with ADT-1, the notice filed with the Registrar to keep the audit record aligned with the Companies Act.
Auditor appointment is one of the quiet but critical compliance jobs for an Indian company. The company has to pick the right auditor, approve the appointment through the correct company process, and then notify the Registrar using ADT-1 so the statutory record reflects the actual audit appointment. We help map whether the appointment is the first auditor or a subsequent auditor, check the relevant resolution and timing, and prepare the filing so the company does not miss the notice window.
- • First auditor or subsequent auditor review
- • ADT-1 filing preparation
- • Resolution and meeting date mapping
- • Company and auditor detail review
- • Deadline tracking for the notice
- • ROC follow-up if the filing is queried
- • Auditor name and registration details
- • Board or member resolution details
- • Meeting date and appointment date
- • Company master data and signatory details
- • Auditor consent and eligibility evidence
- • Any prior auditor history if applicable
See the fee table below for the statutory filing charge and common delay logic.
- • Companies Act, 2013 section 139
- • Companies (Audit and Auditors) Rules, 2014 rule 4(2)
- • ADT-1 notice of appointment of auditor by the company
Process
How the service works
The workflow is built to be predictable: document collection, legal review, filing, and post-filing follow-through.
Confirm whether this is a first or subsequent appointment
The legal timing and approval path differ for the first auditor and for a later appointment at AGM. We classify the appointment first so the filing logic matches the actual event.
Prepare the board or member approval record
We verify the meeting date, the appointment date, and the auditor details so the resolution trail and the filing record stay aligned.
File ADT-1 within the statutory window
First auditor: ADT-1 within 30 days of incorporation (Section 139(4)). Subsequent auditors appointed at AGM: ADT-1 within 15 days of the AGM (Section 139(1)). Missing the window attracts a ₹200/day late fee.
Preserve the auditor record for the annual cycle
The appointment should remain visible in the company record so the annual compliance package can use the same details for the next cycle.
AEO summary
Appointment of auditor in India is governed by section 139 of the Companies Act, 2013 and is reported to the ROC through ADT-1 after the company makes the appointment, whether it is the first auditor or a subsequent auditor at AGM.
Why the auditor appointment is a statutory event
The auditor is part of the company's statutory control structure, not just a vendor. The appointment must be made under the Companies Act framework, and the company must keep the notice record current so the Registrar can rely on the same data the company is using internally.
This matters more for private limited companies that are scaling quickly. As soon as the company has larger revenue, more shareholders, or a funding event, the audit record becomes a diligence item. A clean appointment history keeps that review simple.
The filing also has a timing dimension. If the notice is late, the form can still be filed, but the company may face extra fee and unnecessary admin. A well-run process makes sure the appointment and the notice stay on schedule.
- • The auditor appointment is a statutory record, not a side note.
- • Timing matters because late filing can trigger extra fee.
- • The appointment details should match the company record exactly.
Section 139 and the ADT-1 route
Section 139 is the core provision governing auditor appointment. Rule 4(2) of the Companies (Audit and Auditors) Rules, 2014 requires the notice of appointment to be given to the Registrar in Form ADT-1.
In practice, the filing should include the meeting date, the appointment date, the auditor or audit firm details, and the company details that identify the appointment. The form should reflect whether the auditor is an individual or a firm and whether the appointment is at the first stage or later.
If the company falls into one of the classes that require a more structured appointment process, the internal approval trail should be preserved carefully because the ROC record is only one part of the statutory chain.
- • ADT-1 is the notice form.
- • Section 139 is the governing provision.
- • The company should keep the approval and meeting record in sync.
What companies should avoid
The most common mistake is leaving the filing until the deadline is almost over. That often leads to avoidable late fee and a rushed signature trail.
Another mistake is using the wrong appointment date or failing to reconcile the company resolution with the auditor record. If those pieces do not match, the filing may be queried or the internal records may become difficult to defend later.
A third mistake is forgetting that the appointment has to be carried into the annual compliance calendar. The auditor record should not live in one form alone; it should be part of the company's year-round record set.
- • Do not delay the notice.
- • Do not mismatch the appointment date and resolution date.
- • Do not treat ADT-1 as a one-off admin task.
Government fees
Fee breakdown
| Item | Fee | Notes |
|---|---|---|
| ADT-1 filing fee | As per MCA fee table | The fee follows the Companies (Registration Offices and Fees) Rules, 2014. |
| Delay fee | As per delay slab | Late filing may trigger additional fee according to the applicable delay table. |
| Professional certification | Included in service fee | The company still needs the proper signatory and professional certification path where required. |
Timeline
Typical turnaround
Typical timeline usually means a 1 to 3 business days turnaround, assuming documents are complete and any board or shareholder approvals are already in place.
The filing fee follows the applicable MCA table. For delay-sensitive notices, the additional fee logic depends on the number of days after the statutory deadline.
Related services
Keep the company moving
Bundle the auditor notice with the annual return and financial statement workflow.
Update the company record before the next audit season if the office has changed.
Close the company cleanly instead of letting auditor records drift in an inactive entity.
Keep the audit appointment aligned with the annual ROC filing workflow.
FAQ
Frequently asked questions
When must ADT-1 be filed with the ROC after an AGM appointment?
How long can a statutory auditor hold office in a private limited company?
Who is eligible to be appointed as a statutory auditor?
Can the company ask its auditor to also handle bookkeeping, internal audit, or valuations?
What are the statutory rights and duties of the appointed auditor?
Canonical reference: https://www.pvtltd.co/services/appointment-of-auditor
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We can help with the filing, the legal mapping, and the follow-up work that keeps the company compliant after submission.