ADT-1: Appointment of Auditor Filing Within 15 Days of AGM

Form ADT-1 must be filed with the Registrar within 15 days of the AGM at which an auditor is appointed or re-appointed, under Section 139 of the Companies Act 2013 read with Rule 4 of the Companies (Audit and Auditors) Rules, 2014. An AGM held on 25 September puts the ADT-1 deadline at 10 October. A late or missing ADT-1 attracts a fine under Section 450 of ₹10,000 and above, with a continuing per-day penalty for as long as the default lasts.

Changed practice: while Section 139 provides for a five-year auditor term, the annual-ratification proviso leads many companies to file ADT-1 every year. Confirm the practice your RoC office expects before deciding whether an annual filing is needed.

What the law actually requires

Section 139(1) requires every company to appoint an auditor at its first annual general meeting. The proviso to Section 139(1) obliges the company to inform the auditor of the appointment and to file a notice of the appointment with the Registrar within 15 days of the meeting in which the auditor is appointed. That notice is Form ADT-1.

What the form contains

ADT-1 captures the auditor's identity and the terms of appointment:

• Company CIN and the date of the meeting
• Name of the auditor (individual or firm), PAN and email
• Firm Registration Number (FRN) of the audit firm
• Period of appointment (for example, "from the conclusion of the 25 September 2026 AGM to the conclusion of the 6th AGM")
• Date of appointment

For a firm, the FRN is the number issued by the ICAI under the Chartered Accountants Act; an appointment without the firm's FRN and its partners' details will not validate on the portal.

One filing or five — the 5-year term question

Section 139(1) provides for a five-year term: an auditor appointed at an AGM holds office from the conclusion of that meeting until the conclusion of the sixth annual general meeting (for companies other than OPCs and small companies). The strict reading is that ADT-1 is filed once, at the appointment, for the full term.

⚠️ — the first proviso to Section 139(1) makes the appointment subject to ratification by members at every AGM, and in practice some companies re-file ADT-1 each year on ratification while others file once for the five-year term. Confirm the practice your auditors and RoC office follow before deciding whether an annual ADT-1 is needed.

For OPCs and small companies, the auditor is appointed and re-appointed every year at the AGM, so an ADT-1 each year is the norm.

Worked example: Vantage Retail Pvt Ltd

Vantage Retail Pvt Ltd (not a small company) holds its AGM on 25 September 2026, at which it appoints a firm of auditors for a five-year term.

An eight-day delay exposes the company to a Section 450 fine (minimum ₹10,000, extendable to ₹1,00,000) plus ₹1,000 per day of continuing contravention — for a form that takes minutes to file once the auditor's FRN and PAN are in hand.

Practical implications

• Add ADT-1 to the AGM checklist, not the year-end checklist. The 15-day clock starts on the AGM date. Put the deadline in the same calendar entry as the AGM itself.
• Collect the auditor's FRN and PAN before the AGM. The form cannot validate without the firm registration number and partner details. A delayed form is usually a data-gathering delay, not a filing delay.
• OPCs and small companies file annually. If your company is an OPC or small company, the auditor is appointed at every AGM — expect an ADT-1 every year.
• The auditor's term and the ADT-1 must match the AOC-4/MGT-7 record. The auditor named in the financial statements (AOC-4) and annual return (MGT-7) should reconcile with the auditor on the latest ADT-1. A mismatch is an easy diligence flag.
• Changing auditors mid-term also needs filing. A casual vacancy, resignation or removal triggers its own filing requirements (including ADT-1 or the relevant intimation); the annual appointment is not the only trigger.

Step-by-step: filing ADT-1 on time

• Confirm the appointment at the AGM. The board proposes and the members appoint (or re-appoint) the auditor at the AGM. Note the exact date of the meeting — the 15-day clock starts there.
• Collect the auditor's particulars before the meeting. The auditor firm's name, its Firm Registration Number (FRN), the partner's membership number, PAN and email. For a firm, the FRN is mandatory — without it the form will not validate.
• Fix the period of appointment. For a five-year term, record the period from the conclusion of this AGM to the conclusion of the sixth AGM; for an OPC or small company, record the annual appointment.
• Prepare Form ADT-1 on the MCA portal with the company CIN, the meeting date and the auditor's details.
• Sign with the DSC of an authorised signatory and run the pre-scrutiny check.
• File within 15 days of the AGM and pay the normal fee. An AGM on 25 September means ADT-1 by 10 October.
• Verify the appointment on the MCA master data and keep the form number with the audit file — diligence teams reconcile the auditor named in AOC-4 and MGT-7 against the latest ADT-1.

FAQ

What is the ADT-1 due date?
Within 15 days of the AGM at which the auditor is appointed or re-appointed. An AGM on 25 September means ADT-1 by 10 October.

Is ADT-1 required every year?
For OPCs and small companies, yes — the auditor is re-appointed annually. For other companies, the strict position is one filing for a five-year term, though practice varies due to the annual-ratification proviso..

What is the penalty for late ADT-1?
Under Section 450, a fine of ₹10,000 to ₹1,00,000 on the company and every officer in default, plus ₹1,000 per day of continuing contravention.

What details does ADT-1 need?
The company CIN, auditor's name and PAN, the audit firm's FRN, and the period and date of appointment. The FRN is essential for a firm appointment.

Do we file ADT-1 if we change auditors?
Yes. An appointment, re-appointment, or change of auditor at a meeting requires the intimation to the Registrar within 15 days. Resignation and casual-vacancy appointments have their own notice requirements.

Where is ADT-1 filed?
On the MCA21 V3 portal, signed with the DSC of the authorised signatory, using Form ADT-1.

Sources

• Section 139(1), Companies Act 2013; Rule 4, Companies (Audit and Auditors) Rules 2014
• Form ADT-1; Section 450 (general penalty for default)
• MCA21 Version 3 portal

Use the ROC compliance calendar to fix the ADT-1 deadline to your AGM date. For a ROC compliance audit of your company, visit pvtltd.co.

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