Appointment of First Auditor – Form ADT-1 in India (2025 Guide)

A Key Post-Incorporation Compliance That Sets the Foundation for Financial Governance

By Prashant Kumar

Introduction: Why the First Auditor Matters

After incorporation, one of the earliest and most important statutory requirements under the Companies Act, 2013 is the appointment of the first statutory auditor.
This appointment, reported to the MCA through Form ADT-1, is more than just a compliance formality — it marks the company’s first step towards establishing its financial integrity, accountability, and audit trail.

“Your first auditor is not just a compliance partner — they are the financial gatekeeper of your company’s credibility.” — Prashant Kumar

What is Form ADT-1 and Why Is It Required?

Form ADT-1 is filed with the MCA to intimate the appointment of a company’s first statutory auditor within 30 days of incorporation. It ensures that the company’s accounts are reviewed by an independent Chartered Accountant in accordance with Section 139(6) of the Companies Act, 2013.

Legal Requirement: Section 139(6) of the Companies Act, 2013

Under Section 139(6), the Board of Directors must appoint the first auditor within 30 days of incorporation.
The appointment must be formalised through a Board resolution and reported to the Registrar of Companies (ROC) via Form ADT-1, filed under Rule 4(2) of the Companies (Audit and Auditors) Rules, 2014.

If the Board fails to appoint the auditor within this 30-day period, the responsibility shifts to the shareholders, who must appoint the first auditor in an Extraordinary General Meeting (EGM) within 90 days.

Who Can Be Appointed as the First Auditor?

The first auditor must be a Chartered Accountant in practice, whether an individual or a firm, and must satisfy the eligibility criteria under Section 141 of the Act.
Before appointment, the following must be ensured:

• Written consent from the auditor to act in such capacity.
• Certificate of eligibility confirming compliance with audit limits under Section 141(3)(g).
• Confirmation that the appointment does not create any conflict of interest or breach of independence.

Step-by-Step Process for Appointment and Filing of Form ADT-1

1️⃣ Hold the First Board Meeting (within 30 days of incorporation)

The company must conduct its first Board Meeting under Section 173(1) and Secretarial Standard-1 (SS-1).
Key agenda items include:

• Appointment of the first statutory auditor.
• Authorisation to file Form ADT-1.
• Fixing the company’s financial year and adoption of preliminary documents.

2️⃣ Obtain Auditor’s Consent and Eligibility Certificate

The proposed auditor must issue:

• A consent letter stating willingness to accept the appointment.
• A certificate of eligibility as required under the Companies (Audit and Auditors) Rules, 2014.

3️⃣ File Form ADT-1 with MCA

Once the Board resolution is passed, file Form ADT-1 on the MCA V3 portal within 15 days of appointment (though practically done within 30 days of incorporation).
Attach the following:

• Copy of Board resolution.
• Auditor’s consent letter and eligibility certificate.
• Digital signature (DSC) of the authorised director or professional.

Documents Required for ADT-1 Filing

In Practice: Why Professional Oversight Matters

While Form ADT-1 looks straightforward, documentation precision is critical.
In several startups, filings are done without proper Board resolutions or auditor consent — later causing issues during due diligence, funding rounds, or MCA scrutiny.

Engaging a Company Secretary in practice ensures that:

• Board resolutions follow SS-1 standards.
• The auditor’s consent and eligibility certificate are properly drafted.
• Filing timelines are tracked and aligned with other post-incorporation steps (INC-20A, share certificates, etc.).

“Compliance isn’t about ticking boxes — it’s about creating evidence that your company runs by the book.” — Prashant Kumar

Timeline Overview

Consequences of Non-Compliance

Failure to appoint and report the first auditor within the stipulated period can lead to:

• Penalty under Section 147 (₹25,000 to ₹5,00,000 on company and officers).
• Disqualification of directors for repeated defaults.
• Operational issues — company cannot proceed with audited financials or file AOC-4/MGT-7A.

Moreover, without the first auditor’s certification, the company cannot prepare or file its first financial statements, impacting tax filings and banking relationships.

Professional Tip: Plan Auditor Appointment Alongside Bank Account & INC-20A

The auditor’s appointment and filing of ADT-1 must align with your other post-incorporation steps:

• Opening of Bank Account & Capital Infusion
  (capital deposit proof for INC-20A filing).
• Filing of Commencement of Business – Form INC-20A
  (required before any financial transactions).

Synchronising all three ensures that your company’s banking, audit, and ROC compliance progress smoothly — without missing statutory timelines.

Summary: Strengthening the Financial Backbone of a New Company

The appointment of the first auditor is one of the core compliance milestones that gives a company financial legitimacy.
Timely filing of Form ADT-1 confirms that the company’s books of accounts are under professional oversight and that it is ready to operate transparently.

“An auditor’s appointment is not just a legal requirement — it’s your company’s commitment to financial integrity from day one.” — Prashant Kumar

For More Clarity, See Our Related Articles

• Post-Incorporation Compliance Checklist for Indian Companies (2025 Guide)
  Complete step-by-step guide to all mandatory filings after company registration.
• Filing of Commencement of Business – Form INC-20A
  Learn why INC-20A is the gateway to business operations.
• Opening of Bank Account & Capital Infusion After Incorporation
  Understand how early capital infusion enables timely compliance.
• Format of Board Resolution for Appointment of First Auditor (SS Complied)
  Get readymade format of Board resolution for the appointment of First Auditor.

Together, these form the Post-Incorporation Compliance Series by Prashant Kumar — guiding founders and professionals through India’s corporate compliance ecosystem.

About the Author

Prashant Kumar is a Company Secretary, Published Author, and Partner at Pratham Legal, a full-service Indian law firm advising on corporate, regulatory, and transactional matters.

He has led compliance and governance functions for Woodland, IndoBevs, and Deesan Group, and advised GMR Group, Medanta Hospitals, Ahuja Group, Mantri Group, Isprava, and The Ashoka Hotels.

He helps businesses build credible, compliant, and sustainable governance systems, aligning legal discipline with business growth.
📧 prashant@prathamlegal.com | 📞 +91 98210 08011