Board Resolution Format for Appointment of Statutory Auditor
Record the board's decision on appointing a statutory auditor and download a certified true copy as a Word file.
What it is
Section 139 of the Companies Act, 2013 governs the appointment of statutory auditors. The Board appoints the first auditor and fills casual vacancies, and recommends the auditor for appointment by members at the annual general meeting. The resolution records the auditor's name, firm registration number and term.
When it is used
- Appointing the first auditor after incorporation.
- Filling a casual vacancy, for example on the auditor's resignation.
- Recommending an auditor for appointment at the AGM.
What the template covers
- Company details and board meeting details
- Auditor firm name, FRN, address and email
- Type of appointment and period (financial years)
- Authority to file the required form with the Registrar
- Certification by the chairman
Details you will need
The generator asks for the following. Fields marked with an asterisk in the form are required; the rest can be left blank and filled in later in Word.
Company Details
Company Name; CIN; Registered Office Address
Meeting Details
Board Meeting Date; Place of Meeting; Time
Auditor Details
Auditor Firm Name; Firm Registration No. (FRN); Auditor Address; Auditor Email
Appointment Terms
Appointment Type; Appointment From FY; Appointment Up to FY; Audit Fee (annual, ₹)
Authentication
Chairman Name; Chairman DIN
Stamp duty, registration and filing
The first auditor must be appointed by the Board within 30 days of registration; if the Board does not, the members appoint within 90 days at an extraordinary general meeting. At the AGM, an auditor is appointed for a term of five years, and the company files Form ADT-1 within 15 days of the meeting. A casual vacancy is filled by the Board within 30 days, but where it arises from resignation, the appointment must also be approved by members within three months. The auditor's written consent and eligibility certificate are needed before appointment.
Generate the BR — Appointment of Statutory Auditor
Fill in the form and download the draft as a Word file. It is a general template, not legal or professional advice; have it reviewed for your facts before you sign or rely on it.
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Frequently asked questions
Who appoints the first auditor of a company?
The Board of Directors, within 30 days of incorporation. If the Board fails to do so, the members appoint the first auditor within 90 days at an extraordinary general meeting.
What is ADT-1?
Form ADT-1 is the notice to the Registrar of an auditor's appointment. It is filed within 15 days of the meeting at which the auditor is appointed.
What documents does the auditor provide before appointment?
A written consent to act as auditor and a certificate that the appointment satisfies the eligibility conditions of the Companies Act, 2013.
This page gives general information for reference only. Laws, stamp duty rates and filing requirements change and differ between States, so confirm the current position for your case. Related: all document templates · free tax calculators · compliance calendar and guides.