ADT 1 Auditor Appointment Filing

ADT 1 filing under section 139 of the Companies Act 2013 to intimate the ROC of the statutory auditor appointment. First auditor within thirty days of incorporation. Subsequent auditors for a five year term at each AGM.

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First auditor in 30 days of incorporationSubsequent auditor for 5 year termFiled within 15 days of meetingAuditor consent and certificate attached

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What ADT 1 Is and When It Is Filed

Form ADT 1 is the intimation to the Registrar of Companies of the appointment of a statutory auditor under section 139 of the Companies Act 2013. Every Pvt Ltd, public limited company, OPC and Section 8 company must have a statutory auditor on roll from year one of incorporation. The audit is mandatory regardless of turnover or scale of operations. The first auditor is appointed by the board within thirty days of incorporation. Subsequent auditors are appointed by shareholders at the AGM for a five year term, with ADT 1 filed within fifteen days of the meeting.

ADT 1 is one of the simplest MCA filings procedurally but carries the most consequential decision. The auditor appointed through ADT 1 sees every contract, every payment and every reserve of the company. The choice of auditor is therefore a governance decision worth taking seriously, even for a small Pvt Ltd that might otherwise treat audit as a checklist item.

First Auditor vs Subsequent Auditor Appointment

ParameterFirst AuditorSubsequent Auditor
Appointed byBoard of directorsShareholders at AGM
Within30 days of incorporationAt the AGM
TermUntil conclusion of first AGMFive year term
ADT 1 filingWithin 15 days of board meetingWithin 15 days of AGM
Casual vacancyBoard fills within 30 days, ratified at next AGMShareholders fill at general meeting

Documents Attached to ADT 1

Consent letter from the auditor confirming willingness to act
Certificate from the auditor under section 139(1) of the Companies Act 2013 confirming eligibility, independence and absence of disqualification
Board resolution (for first auditor) or AGM resolution (for subsequent auditors)
Notice of AGM and explanatory statement (for subsequent auditors)
Copy of the appointment letter issued to the auditor

Step by Step ADT 1 Filing Process

  1. Identify the Statutory AuditorThe chartered accountant in practice or audit firm to be appointed is identified. For a first auditor, the appointment is made by the board. For subsequent auditors, the audit committee (where applicable) recommends and the board proposes.
  2. Collect Consent and Eligibility CertificateA consent letter and a certificate of eligibility under section 139(1) are collected from the proposed auditor.
  3. Pass the Appointment ResolutionThe board (first auditor) or shareholders at the AGM (subsequent auditor) pass the appointment resolution. The resolution records the auditor name, firm name, registration number and term.
  4. Draft ADT 1The form is drafted with the appointment particulars, auditor details, term and SRN of the AGM (where applicable).
  5. DSC and FilingA director affixes the Class 3 DSC and the form is filed on the MCA V3 portal within fifteen days of the appointment.

Frequently Asked Questions on ADT 1

Who must file form ADT 1?

Every Pvt Ltd, public limited company, OPC and Section 8 company must file ADT 1 to intimate the ROC of the appointment of a statutory auditor. The first auditor is appointed by the board within thirty days of incorporation. Subsequent auditors are appointed by shareholders at the AGM for a five year term.

What is the due date for ADT 1?

For the first auditor, within fifteen days of the board meeting that approves the appointment. For subsequent auditors appointed at the AGM, within fifteen days of the AGM. The form is filed under section 139 of the Companies Act 2013.

What is the penalty for late filing of ADT 1?

ADT 1 attracts additional fees that scale with the period of delay, similar to other MCA forms. The fees range from twice the normal filing fee for short delays to ten times for delays beyond six months.

Can the same auditor be reappointed after the five year term?

Yes, subject to section 139(2). Individual auditors can be reappointed for one more term of five years (ten years in total). Audit firms can be reappointed for two more terms (fifteen years in total). After the maximum term, a cooling off period of five years applies before the same auditor can be reappointed.

Is ADT 1 needed for OPC?

Yes. OPCs are required to appoint a statutory auditor and file ADT 1 just like a Pvt Ltd. The audit applies regardless of turnover. The first auditor of an OPC is appointed within thirty days of incorporation and intimated through ADT 1.

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