Auditor Appointment (ADT-1 Filing)

Statutory auditor appointment is mandatory for all companies under Section 139 of the Companies Act, 2013. First auditor: appointed by Board within 30 days of incorporation. Subsequent auditors: appointed at AGM for 5-year term. Form ADT-1 filed with RoC within 15 days of AGM. Virtual Auditor assists with auditor identification, board resolution drafting, and ADT-1 filing. Quick Answer: Auditor Appointment (ADT-1 Filing) — Auditor Appointment (ADT-1 Filing) by CA/CS firm. Expert filing and compliance. Virtual Auditor, since 2012.

Auditor Appointment (ADT-1 Filing) is a service offered by Virtual Auditor, an AI-powered CA and IBBI Registered Valuer firm (IBBI/RV/03/2019/12333) led by CA V. Viswanathan (FCA, ACS, CFE, IBBI RV), specialising in statutory compliance and corporate restructuring, from offices in Chennai, Bangalore, and Mumbai since 2012.

Source: Companies Act 2013, Companies (Management and Administration) Rules 2014 Official References: MCA Filing ↗ · Companies Act ↗

Regulatory Framework

Regulatory basis: Companies Act, 2013 — Sections 92 (Annual Return), 137 (Financial Statements), 139 (Auditor), 149 (Directors), 173 (Board Meetings).

Auditor — First vs Subsequent Appointment

Parameter | First Auditor | Subsequent |

Appointed by | Board of Directors | Shareholders at AGM |

Timeline | Within 30 days of incorporation | At each AGM |

Form | ADT-1 (within 15 days of AGM) | ADT-1 |

Term | Until first AGM | 5 years (subject to ratification) |

People Also Ask

What happens if ROC annual filing is late?

Penalty of ₹100/day per form (AOC-4 and MGT-7 separately) with no maximum cap. Persistent non-filing can lead to company strike-off and director disqualification under Section 164(2).

Is statutory audit mandatory for all companies?

Yes for all companies registered under the Companies Act, 2013. For LLPs: only if turnover exceeds ₹40 lakhs or contribution exceeds ₹25 lakhs.

⚡ How Virtual Auditor Delivers This Differently

Our compliance management platform tracks every statutory deadline across all your entities — board meetings, AGM, ROC filings, tax returns, GST returns, TDS deposits. Automated reminders sent 30, 15, and 7 days before each deadline. No penalty surprises.

Need Help With This?

Free 30-minute consultation with CA V. Viswanathan, FCA, ACS, CFE, IBBI RV. No obligation.

Step-by-Step Process

Step 1

Board identifies proposed auditor (CA firm)

Step 2

Obtain written consent (Form ADT-1 declaration)

Step 3

Pass ordinary resolution at AGM

Step 4

File ADT-1 with RoC within 15 days of AGM

Step 5

Issue appointment letter to auditor

Recent Engagement — How We Helped

Context: a mid-sized real estate developer suspected of revenue diversion by a minority shareholder group.

Challenge: The majority shareholders alleged that project revenues were being siphoned through related-party transactions with shell entities controlled by the management team. Standard statutory audit had not flagged any irregularities.

Our approach: We deployed forensic data analytics across 3 years of bank statements, journal entries, and vendor payments, identifying circular transaction patterns through Benford's Law analysis and network mapping of vendor relationships. We traced fund flows through 7 entities and reconstructed the diversion chain.

Outcome: Our forensic report identified Rs 8.5 crores in diverted funds across 42 transactions. The report was used as evidence in NCLT proceedings under Section 241/242 of the Companies Act. The tribunal ordered recovery of the diverted funds and removal of the erring directors.

This engagement illustrates Virtual Auditor's approach to auditor appointment (adt-1 filing) — combining regulatory expertise with practical execution to deliver results within the client's timeline.

When Is Auditor Appointment (ADT-1 Filing) Not Required?

This audit/review may not be required when: (a) the entity's turnover is below the statutory audit threshold (Rs 1 crore for business, Rs 50 lakhs for profession, subject to conditions), (b) the entity is a sole proprietorship with no statutory audit requirement under its applicable regulations, (c) the specific audit (tax audit, cost audit, secretarial audit) is not mandated for the entity's category/size, or (d) the entity has received a specific exemption order.

If you are unsure whether your situation requires auditor appointment (adt-1 filing), contact us for a free preliminary assessment. We will advise you honestly — including telling you if you do not need our services.

Documents Required

The following documents are needed to initiate the auditor appointment (adt-1 filing) process:

Audited financial statements for the period under review, trial balance with sub-ledger details, bank statements for all accounts, fixed asset register, loan agreements and sanction letters, related party transaction details, statutory compliance records (GST returns, TDS returns, ROC filings), and minutes of board meetings and general meetings.

We provide a personalised document checklist after the initial consultation, tailored to your specific entity type and situation. Documents can be shared securely via email or our client portal.

What You Receive

Upon completion of the auditor appointment (adt-1 filing) engagement, you will receive: Audit report in the prescribed format (CARO, tax audit report Form 3CD, etc.), management letter highlighting observations and recommendations, detailed working papers (provided to management on request), compliance summary with risk areas identified, and a presentation-ready summary for board/stakeholder review.

All deliverables are reviewed by CA V. Viswanathan (FCA, ACS, CFE, IBBI RV) before release to ensure accuracy and regulatory compliance.

Updated for FY 2025-26

This service page reflects the latest regulatory requirements as of March 2026, incorporating changes from the Union Budget 2025, recent MCA notifications, CBDT/CBIC circulars, and RBI master directions applicable to auditor appointment (adt-1 filing). Virtual Auditor continuously monitors regulatory updates to ensure all advice and filings are current.

Frequently Asked Questions

When must the first auditor be appointed?

Within 30 days of incorporation by the Board of Directors. Ratified by shareholders at the first AGM.

What is the auditor rotation requirement?

For listed companies and certain classes of companies: individual auditor — maximum 5 consecutive years. Audit firm — maximum 10 consecutive years. Cooling off: 5 years before reappointment.

When must a statutory auditor be appointed?

Within 30 days of incorporation (first auditor). Subsequently at every AGM. First auditor holds office until conclusion of first AGM. Subsequent auditors: 5-year term (individual) or 10-year term (firm).

Can a company change its auditor mid-term?

Yes, but requires special resolution and approval from Central Government (NCLT). Casual vacancy (resignation): board fills within 30 days, AGM ratifies. Rotation mandatory for listed companies.

What is the penalty for not appointing an auditor?

Company: fine ₹25,000/month. Officers in default: imprisonment up to 1 year or fine ₹10,000-₹1 lakh. NCLT can appoint auditor if company fails to do so.

What form is filed for auditor appointment?

ADT-1 (Notice of Appointment) filed with RoC within 15 days of AGM. Includes written consent of auditor and eligibility certificate. DSC of director required.

Can an LLP appoint any CA as auditor?

Yes. LLPs have no rotation requirement. Any CA in practice can be appointed. Audit needed only if turnover >₹40 lakhs or contribution >₹25 lakhs.