By CA Surekha S Ahuja
An AGM held on 30 September 2026 ordinarily makes 15 October 2026 the last date for filing Form ADT-1 without an additional fee. The meeting date is excluded while counting the 15-day period.
If MCA V3 shows an additional fee on the due date, check the appointment category, date entered and applicable fee provisions before concluding that the portal is wrong.
This practical guide covers every major auditor appointment route, filing deadlines, late fees and the errors companies should avoid.
Applicable law: Sections 139–142, 144, 147 and 403 of the Companies Act, 2013; Companies (Audit and Auditors) Rules, 2014; and Companies (Registration Offices and Fees) Rules, 2014, as amended.
1. ADT-1: Appointment route and deadline
| Appointment | Who appoints | ADT-1 filing trigger |
|---|---|---|
| First auditor — non-government company | Board within 30 days of incorporation | Board meeting date |
| First auditor if Board fails | Members at EGM within 90 days of incorporation | EGM date |
| First auditor — government company | CAG, then Board, then members under Section 139(7) | Actual appointment date |
| Regular auditor | Members at AGM under Section 139(1) | AGM date |
| Government company — subsequent auditor | CAG within 180 days from commencement of financial year | Actual appointment date |
| Casual vacancy, other than resignation | Board within 30 days | Board meeting date |
| Casual vacancy due to resignation | Board recommends; members approve within three months | Follow the statutory sequence and applicable MCA filing instructions |
The ordinary filing period is 15 days from the meeting at which the appointment is made. The appointment deadline and the ADT-1 filing deadline are separate obligations.
2. First auditor: the 30-day versus 15-day distinction
For a non-government company, the Board must appoint the first auditor within 30 days of incorporation. If it fails, the members must appoint the auditor at an EGM within 90 days of incorporation.
The first auditor holds office only until the conclusion of the first AGM.
Example: A company is incorporated on 10 June 2026. The Board appoints its first auditor at a meeting on 2 July 2026.
Board's appointment deadline: 10 July 2026.
ADT-1 deadline: 17 July 2026.
The filing period runs from the actual appointment meeting, not from incorporation.
For a government company, Section 139(7) prescribes a separate sequence: 60 days for the CAG, the next 30 days for the Board and the next 60 days for the members if the earlier authorities fail to appoint.
3. Five-year appointment at the AGM
Under Section 139(1), the auditor appointed at the first AGM ordinarily holds office from the conclusion of that AGM until the conclusion of the sixth AGM. Subsequent appointments follow the statutory cycle.
Before appointment, obtain the auditor's written consent and eligibility certificate under Section 141 and the applicable Rules. Follow the prescribed recommendation and selection procedure, where applicable, and inform the auditor after appointment.
Three points matter:
Fresh ADT-1: A reappointment under Section 139(1) ordinarily requires a fresh filing.
No annual ratification: The statutory requirement for annual ratification was omitted with effect from 7 May 2018.
No appointment at AGM: Section 139(10) provides for continuation of the existing auditor in the specified circumstances. Record the position in the minutes and distinguish it from a case where the AGM itself was not held.
Where a different auditor is proposed in place of the retiring auditor, examine the special-notice and representation provisions under Sections 140(4) and 115.
4. Auditor rotation and casual vacancies
Auditor rotation — Section 139(2)
Rotation applies to specified classes of companies, including listed companies and prescribed classes of unlisted public and private companies. The relevant thresholds and exclusions must be checked against Rule 5.
| Auditor | Maximum consecutive tenure | Cooling-off |
|---|---|---|
| Individual | One five-year term | Five years |
| Audit firm | Two consecutive five-year terms | Five years |
Check the company's eligibility for rotation every year, particularly when its paid-up capital or borrowings change.
Casual vacancy — Section 139(8)
Other than resignation: The Board fills the vacancy within 30 days.
Resignation: The Board recommends a replacement within 30 days, and members approve the appointment at a general meeting within three months of the Board's recommendation.
Government company: The CAG fills the vacancy within 30 days.
The replacement ordinarily holds office until the conclusion of the next AGM. Verify the applicable ADT-1 filing treatment for the specific route instead of automatically filing twice.
Removal and resignation — Section 140
Removal before the end of the term requires the prescribed process, including prior Central Government approval, an application in Form ADT-2 and a special resolution within 60 days of receipt of approval.
On resignation, the auditor must file Form ADT-3 within 30 days, stating the reasons and relevant facts. This creates a casual vacancy to be filled under Section 139(8).
5. Counting the 15 days: the 30 September AGM
Section 9 of the General Clauses Act, 1897, generally requires exclusion of the first day when a period runs from a specified date.
| AGM date | ADT-1 due date | First 15 days of delay | More than 15 days, up to 30 days |
|---|---|---|---|
| 30 September 2026 | 15 October 2026 | 16–30 October | 31 October–14 November |
| 27 September 2026 | 12 October 2026 | 13–27 October | 28 October–11 November |
These dates assume no specific relaxation applies. The filing period is ordinarily counted in calendar days.
6. ADT-1 filing fees
The normal filing fee depends on nominal share capital.
| Nominal share capital | Normal fee |
|---|---|
| Less than ₹1 lakh | ₹200 |
| ₹1 lakh to less than ₹5 lakh | ₹300 |
| ₹5 lakh to less than ₹25 lakh | ₹400 |
| ₹25 lakh to less than ₹1 crore | ₹500 |
| ₹1 crore or more | ₹600 |
| Company without share capital | ₹200 |
Verify the applicable fee against the current MCA fee schedule.
Additional fee for delay
Under the applicable fee framework, the additional fee for ADT-1 is calculated using the period of delay:
| Delay | Additional fee |
|---|---|
| Up to 15 days | 1 times normal fee |
| More than 15 days up to 30 days | 2 times normal fee |
| More than 30 days up to 60 days | 4 times normal fee |
| More than 60 days up to 90 days | 6 times normal fee |
| More than 90 days up to 180 days | 10 times normal fee |
| Beyond 180 days | 12 times normal fee |
The additional fee is payable in addition to the normal fee. The higher-additional-fee provisions apply only in the circumstances prescribed by the Rules; they should not be assumed to apply to ADT-1 merely because the company has defaulted in other filings.
Example: If the normal fee is ₹400 and ADT-1 is filed one day late, the total is ordinarily ₹800: ₹400 normal fee plus ₹400 additional fee.
Payment of the additional fee does not necessarily remove liability for an underlying statutory default.
7. Why MCA V3 may show an unexpected additional fee
Check these items in order:
Appointment date: For an AGM appointment, use the date of the AGM at which the appointment was made—not the earlier Board recommendation date.
Appointment category: Select the category that reflects the actual statutory route.
Meeting date: If the resolution was passed at an adjourned meeting, ensure that the form reflects the relevant appointment date.
Fee calculation: Recheck the statutory due date, delay period and applicable fee slab.
Supporting evidence: If the calculation still appears inconsistent, retain screenshots and raise a ticket with the MCA helpdesk.
Do not assume that every unexpected fee is a portal error. Equally, do not delay a time-sensitive filing unnecessarily while waiting for a response.
8. The filing checklist
Before filing
Appointment resolution passed by the correct authority.
Auditor's written consent and Section 141 eligibility certificate obtained.
Auditor's particulars verified.
Correct appointment category and date selected.
Tenure and joint-auditor details, where applicable, checked.
Required attachments uploaded.
Authorised signatory's DSC valid and usable on MCA V3.
Normal and additional fees verified.
Challan, SRN, acknowledgement and relevant screenshots retained.
Eligibility checks under Section 141
Confirm that the auditor is qualified and free from statutory disqualifications, including applicable restrictions relating to employment, prohibited relationships, securities, indebtedness, business relationships, audit limits and services prohibited under Section 144. Apply the statutory thresholds and exclusions as enacted.
CA S. Ahuja perspective
ADT-1 is a short form with three critical controls: the correct appointment route, the correct appointment date and the correct filing deadline.
For an AGM held on 30 September 2026, the ordinary due date is 15 October. A disciplined review of the resolution, consent, eligibility certificate, form particulars and fee calculation can prevent avoidable filing costs and compliance disputes.
Disclaimer: This article is for general information and is not legal advice. Verify the current statutory provisions, fee schedule and MCA V3 instructions before filing.
