Form ADT-1 is the statutory MCA form through which every Indian company intimates the Registrar of Companies (RoC) of the appointment of its statutory auditor under Section 139 of the Companies Act 2013 read with Rule 4 of the Companies (Audit and Auditors) Rules 2014. Once shareholders appoint or re-appoint the statutory auditor at the AGM, the company must file Form ADT-1 with the RoC within 15 days of the AGM — capturing details of the auditor (firm name, FRN, partner-in-charge, ICAI membership, address), tenure of appointment, written consent under Sec 139, and certificate of eligibility under Sec 141. Non-filing or late filing of ADT-1 attracts additional fees per day and exposes the company and officers to penalties under Section 450 — and in serious cases, to scrutiny over the validity of the audit itself, with implications for the financial statements, AOC-4, MGT-7, and tax-audit framework.
Our ADT-1 filing services handle every auditor-related MCA event for Pvt Ltd, Public Ltd, OPC, Section 8, NBFC, IFSC unit, listed entities, and group structures — first auditor appointment under Section 139(6) within 30 days of incorporation by the Board (or within 90 days at members' meeting if Board fails), regular appointment of auditor under Section 139(1) for a 5-year tenure, auditor rotation under Section 139(2) (mandatory rotation after one term of 5 years for individual auditors and two terms of 5 years for audit firms in prescribed listed / public-interest companies, with a 5-year cooling-off), casual vacancy filling under Section 139(8) (within 30 days by Board for resignation; ratification by members within 3 months), re-appointment at every AGM, removal of auditor under Section 140 read with Rule 7 (Form ADT-2 with Central Government / Regional Director approval), resignation of auditor under Section 140(2) and Rule 8 (Form ADT-3 within 30 days), cost auditor appointment in CRA-2, and secretarial auditor appointment (MR-3 framework) — with full Sec 141 disqualification scan, Sec 144 prohibited-services check, and NFRA / ICAI compliance overlay.
Appointment of first auditor by Board within 30 days of incorporation; if Board fails, members within 90 days at EGM. Tenure: until conclusion of first AGM.
Members appoint auditor at AGM for a 5-year tenure (subject to ratification at every AGM removed by Cos. Amendment Act 2017). ADT-1 within 15 days of AGM.
Vacancy due to resignation, death, or disqualification — Board fills within 30 days; if due to resignation, members ratify within 3 months. ADT-1 in 15 days.
Mandatory rotation in prescribed companies (listed / public-interest / certain unlisted public + private) — individual after 5 yrs, firm after 10 yrs, with 5-yr cooling-off.
Removal before tenure expiry needs Central Government (RD) approval in Form ADT-2 + special resolution at general meeting + opportunity of being heard for auditor.
Auditor resignation requires filing of Form ADT-3 with reasons within 30 days of resignation, by the auditor. Company then fills the casual vacancy.
At every AGM where appointment is made, members appoint auditor for a continuous tenure of 5 financial years — counted from conclusion of that AGM to conclusion of 6th AGM thereafter.
First auditor appointed by Board within 30 days of incorporation. If Board fails, members at EGM within 90 days. Tenure: until conclusion of first AGM.
Vacancy by resignation / death / DQ — Board fills within 30 days; if by resignation, member ratification needed within 3 months at general meeting.
Listed / prescribed companies — individual auditor max 1 term of 5 yrs; firm max 2 terms of 5 yrs (10 yrs); 5-year cooling-off before re-appointment.
Auditor must be CA in practice / firm; disqualifications include body corporate (other than LLP), employee / director relationships, ₹1 lakh+ debt, security holding, and conflicts.
Auditor cannot provide accounting, internal audit, design / implementation of FIS, actuarial, investment advisory / banking, management services, or other prescribed services to audit client / its holding / subsidiary.
Removal before term: Form ADT-2 + RD approval + special resolution + opportunity of being heard. Resignation: Form ADT-3 by auditor in 30 days with reasons.
National Financial Reporting Authority oversees auditors of listed entities, large unlisted public companies, and certain other prescribed entities — auditor must check NFRA applicability before consenting.
Sec 139(6) first auditor appointment within 30 days of incorporation by Board, ADT-1 filing, and consent / Sec 141 eligibility documentation.
Sec 139(1) AGM appointment for 5-year tenure, board recommendation, AGM resolution drafting, and Form ADT-1 filing within 15 days.
Sec 139(8) casual vacancy management — Board appointment in 30 days, member ratification within 3 months for resignation cases, fresh ADT-1.
Rotation applicability scan, tenure tracker (5 / 10 yrs), 5-year cooling-off planning, and joint-auditor evaluation under Sec 139(3).
End-to-end Sec 141 disqualification scan — body corporate, employee / officer, debt >₹1 lakh, security, conflicts, partner / relative checks.
Audit / non-audit service mapping, prohibited-service review for all 9 categories, and group-wide independence opinion documentation.
Sec 140 removal before tenure — Form ADT-2 application to Regional Director / Central Government, special resolution, hearing-of-auditor compliance.
Sec 140(2) resignation — Form ADT-3 within 30 days by auditor with reasons; advisory + casual vacancy follow-up by company.
NFRA-1 / NFRA-2 applicability check, intimation, and reporting — for listed and large unlisted public-interest entities.
Cost auditor appointment under Sec 148 + Companies (Cost Records and Audit) Rules — Form CRA-2 within 30 days of board appointment.
Sec 204 secretarial auditor appointment for prescribed companies — board appointment, MR-3 audit report integration with Board's Report.
Late ADT-1 filings with additional fees, Sec 450 penalty defence, condonation of delay (Sec 460), and audit-validity protection.
Just incorporated a Pvt Ltd / OPC / Section 8 — first auditor must be appointed by Board within 30 days, ADT-1 filing follows.
AGM has just concluded with auditor appointment / re-appointment — Form ADT-1 must be filed within 15 days of the AGM date.
Existing auditor has resigned — auditor files ADT-3, company fills casual vacancy under Sec 139(8) within 30 days, and files fresh ADT-1.
Listed / prescribed company — auditor's 5 / 10-year tenure is ending and rotation under Sec 139(2) is required with 5-year cooling-off.
Auditor's 5-year tenure under Sec 139(1) is ending — re-appointment / new appointment at AGM with fresh ADT-1.
Need to remove auditor before end of term — Form ADT-2 with Central Government / RD approval and special resolution.
Discovered eligibility / independence concern (Sec 141) or prohibited-service concern (Sec 144) — remediation and replacement needed.
Past ADT-1 / ADT-2 / ADT-3 not filed; RoC has issued notice — late filings, condonation, and penalty defence required.
Identify scenario (first auditor / regular / casual vacancy / rotation / removal / resignation) and applicable Sec 139 sub-section.
Sec 141 eligibility scan, Sec 144 prohibited-service review, NFRA applicability, and consent / certificate from auditor.
Audit committee recommendation (where applicable), Board resolution, AGM / EGM notice + special resolution drafting.
Form ADT-1 (within 15 days of AGM), Form ADT-2 (removal application to RD), Form ADT-3 (resignation by auditor).
Tenure tracker, rotation calendar, NFRA filings, register of auditors, and integration with AOC-4 / MGT-7 cycle.
Partner with our ADT-1 filing specialists for first auditor, regular appointment, casual vacancy, rotation, ADT-2 removal, ADT-3 resignation, NFRA filings, and Sec 141 / 144 independence scans.
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