Is Filing Form ADT-1 Mandatory for First Auditor Appointment?

Ensuring the veracity, transparency, and verifiability of a company’s financial records depends much on audits and auditors. An audit is an objective investigation of financial records, transactions, and accounts to verify they are fair and consistent with applicable laws and regulations. Being a competent expert, an auditor objectively assesses if these statements accurately and fairly depict the financial state of the company. Audits help build stakeholder trust and corporate responsibility, governance, and decision-making by identifying mistakes, fraud, or false statements.

Who are First Auditors?

First appointed auditors carry out the first legal audit right after the creation of a firm.

Section 139(6) of the Companies Act, 2013, says that the Board of Directors should designate the first auditor within thirty days of incorporation.

If the Board fails to appoint within thirty days, the company members must call an Extraordinary General Meeting within 90 days for the appointment of auditors.

The first auditor stays in office until the end of the first Annual General Meeting (AGM), upon which a conventional auditor is nominated in accordance with Section 139(1).

Ensuring a thorough review of the company’s initial financial records, reports, and compliance system falls on the first auditor. for an anchoring for open and honest reporting.

What is Form ADT-1?

Form ADT-1 is an electronic form prescribed by the Ministry of Corporate Affairs (MCA) under the Companies Act 2013, used to notify the Registrar of Companies (ROC) about the appointment of an auditor. It needs to be filled whenever a company appoints its first auditor, reappoints an auditor in the Annual General Meeting (AGM), or appoints a new auditor in case of a casual vacancy. The form has to be submitted within 15 days after the appointment of the auditor. ADT-1 is filled with information regarding the company, the auditor, the tenure of the appointment, and resolutions passed. It maintains transparency and correct documentation of auditor appointments in the MCA database and is therefore a mandatory compliance requirement for all Indian companies.

Form ADT-1 For First Auditors

With the latest amendments, it becomes imperative to file Form ADT-1 even for the first-time auditor appointment. Hereafter is a thorough analysis of the previous legislative provision, the modification introduced, relevant laws, and their consequences.

Background: Before July 2025

According to Section 139(6) of the Companies Act, 2013, non-governmental firms must designate their initial auditor within thirty days from registration. The members must convene an Extraordinary General Meeting within 90 days to select the auditor should the Board not act. Rule 4(2) of the Audit and Auditors Rules, 2014, specifically calls for auditors to notify the Registrar (ROC) of their appointment on Form ADT-1.

The rule explicitly stated that Section 139(1), namely appointments/re-appointments of auditors made by members in an AGM, fell under this notice requirement; but, Section 139(1) did not encompass the first auditor named by the Board.

Therefore, companies were not obligated to report ADT-1 before the amendment if the Board appointed the initial auditor within 30 days of formation.

Present: After July 2025

Published by the Ministry of Corporate Affairs in G.S.R., The Companies (Audit and Auditors) Amendment Rules, 2025 359(E), effective July 14, 2025. Under the ‘Nature of Appointment’, form ADT-1, as revised, now incorporates First Auditor by Board of Directors (and therefore First Auditor by Members) as possibilities. This shows that the form now explicitly acknowledges a first auditor appointment by the Board, which had not previously been discussed. With this amendment, the MCA has required the submission of ADT-1 in all first auditor appointments, including cases where the Board names the first. auditor 30 days after incorporation.

Legal Basis and Interpretation

Section 139 of the Act forms the foundation of the Companies (Audit and Auditors) Rules, 2014. Rule 4(2) earlier called for ADT-1 filing. Under Section 139(1), when appointments arise: Although the rule text has not been completely altered, the amendment to cover the new ADT-1 form and the substitution of some annexures does reflect the form now expecting to have submissions in the instance of the initial auditor. While the rule still mentions appointments under Section 139(1), certain discussions suggest that the technology (e-portal of MCA, ADT-1 form) has matured to serve the purpose of essentially doing away with the exception in reality. According to MCA notification G.S.R. 359(E), the Rules now have an updated ADT-1 form as a replaced annexure.

Effective Date, Applicability, and Timelines

The mandatory filling of Form ADT-1 for the first auditor appointments under the Companies (Audit and Auditors) Amendment Rules, 2025, came into effect from July 14, 2025. To make it easy to understand, the main points are summarised below:

1. The new rule is applicable from July 14, 2025. Any first auditor appointments made on or after this date shall be required to be filed with ADT-1. The rule is applicable to all companies, whether public, private, or otherwise. If the initial auditor is appointed by the Board within 30 days of incorporation or by members at an Extraordinary General Meeting, ADT-1 is to be filed.
2. Filing Timeline: Upon the appointment of a first auditor, the company has to file Form ADT-1 within 15 days of the date of appointment. The timeline is parallel to that of any other auditor appointment.
3. Impact on Compliance: Post-July 14, 2025, companies formed on or after this date are required to file ADT-1 for their first auditor. Further, companies incorporated before this date but who make a first auditor appointment after this date need to comply with the new requirement.

Basically, 14th July, 2025, is a compliance cut-off—after which, first auditor appointments are required to be filed with ADT-1 by all companies.

Example:

In case a private company is incorporated on August 20, 2025, the Board must appoint the first auditor within 30 days of incorporation (by September 19, 2025).

After the Board passes the first auditor appointment resolution, the company must make a filing of Form ADT-1 with the ROC within 15 days from the date of appointment, that is, October 4, 2025 (if the appointment falls on September 19), and mark “First Auditor by Board” on the said form. Non-compliance would be a default under the new MCA rules.

Documentation and Process for Form ADT-1 for First Auditors

Before filing the ADT-1, a company needs to prepare the following documents:

1. Board Resolution or Members’ Resolution: Certified copy of the resolution passing for the appointment of the first auditor.
2. Auditors should furnish a written consent letter as per Section 139(1) to ensure their eligibility and willingness to act as auditors.
3. Auditor Certificate: A statement confirming that the appointment conforms to the Companies Act and its provisions, and that the auditor is not disqualified as per Section 141.
4. Auditor Intimation Letter: Copy of the letter with regard to the appointment.
5. Fill in the form data with the company incorporation papers, such as the CIN, registered office, and date of incorporation.
6. A digital signature certificate (DSC) of a director of the company is required to authenticate the e-form.

This simplified process helps in ensuring that the first auditor meets the statutory requirement for the filing of ADT-1.

1. Hold a Board Meeting within 30 days of incorporation to appoint the first auditor and approve a resolution.
2. Obtain written consent and an eligibility certificate from the auditor.
3. Prepare documents, such as resolutions, consent letters, and required attachments.
4. Fill Form ADT-1 by accessing the MCA portal, choosing “First Auditor by Board” as the type of appointment, and filling in the firm and auditor information.
5. Affix documents, like the certified resolution and consent letter.
6. Sign with DSC – A director or Company Secretary has to digitally sign the form.
7. Fill in the form and make the fee payment online, including the mandatory ROC fees.
8. Generate SRN – A Service Request Number (SRN) will be generated, which is proof of filing.

Consequences of Non-Compliance

Failure to file Form ADT-1 for the appointment of the initial auditor could have severe repercussions, including non-adherence to the Companies Act 2013 and the MCA provisions.

1. As per the Companies (Registration Offices and Fees) Rules, failure to file ADT-1 within 15 days following the appointment might result in fines and additional charges.
2. The MCA/ROC database might not list the original appointment of the first auditor, which might create legal and compliance issues. Future reviews or submissions could suffer as a result of this.
3. Corporate executives—such as directors—who neglect to file correctly may be personally sanctioned.
4. Omitting the SRN of ADT-1 in later submissions (e.g., AOC-4) could start a chain of non-compliance.

Early ADT-1 filing is therefore absolutely important to guarantee operational and legal conformity.

Conclusion

The first auditors must submit Form ADT-1 as stipulated by the Companies (Audit and Auditors) Amendment Rules, 2025. Companies are to inform the ROC from July 14, 2025, onward within 15 days of the first auditor’s appointment, regardless of whether the Board or the members carry out this duty. Timely filing guarantees accurate ROC records, prevents fines, confirms compliance with legal requirements, and keeps openness in the company’s financial and statutory reporting system by means of correct ROC records.