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ROC & CORPORATE COMPLIANCE · INDIA

Changing an Auditor: Identify the Exit and Appointment Route

Changing a statutory auditor is not always a resignation followed by one replacement form. The end of a term, a casual vacancy and removal before expiry follow different routes. LIQUETAX can help organise the company's agreed preparation and filing work without pretending to act as the outgoing auditor or to guarantee regulatory approval.

₹5,000Professional fee
GST & external charges extra
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Illustration of a business document discussion
Clear scope. Confident next steps.Illustrative image · Not a team photograph
Pan-India support
Review before filing
Written scope & pricing
One team, clear next steps

CLEAR FEES. CLEAR DELIVERABLES.

Choose the support that fits.

Professional work, government charges and optional services. All set out in writing before we begin.

Core service

Change of Company Auditor

₹5,000Professional fee
  • Classify the exit and replacement routes
  • Map company and auditor responsibilities separately
  • Prepare agreed approval and filing inputs
Get itemised quote

Applicable GST, government and third-party charges are extra.

Your quote, explainedProfessional fee+Applicable GST+Government / stamp duty+DSC & agreed add-ons
What is DSC?

An electronic certificate used to authenticate a person’s digital signature. A licensed Certifying Authority issues it after the required identity checks. Official reference →

BUILT AROUND YOUR BUSINESS

Less uncertainty. More direction.

Companies considering a replacement auditor, responding to a genuine resignation or planning a term-end decision. Government-company/CAG appointments and contested removals need their own route assessment.

Clarity before commitment

Know the deliverables, documents and costs before work starts.

Careful preparation

Identify missing or inconsistent information before submission.

Coordinated support

Bring preparation, queries and follow-up into one agreed workflow.

Practical next steps

Know what you need to provide and what happens at handover.

GET READY, ONE STEP AT A TIME

Your document starting point.

We’ll share an applicant-specific checklist after a short discussion. The exact records depend on your circumstances.

01

Existing appointment

  • Company class, prior appointment and ADT-1 reference
  • Current term and relevant rotation assessment
  • Actual reason for the proposed change and event dates
02

Outgoing auditor and approvals

  • Genuine resignation letter where resignation occurred
  • Removal grounds, hearing records and required approval where relevant
  • Applicable Board/member notices, decisions and acknowledgements
03

Incoming appointment

  • New auditor's written consent and eligibility records
  • Proposed appointment period and decision records
  • Audit handover, open issues and deadline responsibility list
Check your document readiness

Before your first conversation

A useful start. No phone number needed.

Organise your business facts and get a checklist to discuss with our team.

Read the short guide

First, describe your business and the result you need. Next, organise the relevant facts without sharing private documents here. Finally, review your checklist with the team and agree the written scope before work starts.

Audio uses your browser’s available voice. The same information is provided as text.

Download the preparation guide (PDF)
Read the accessible guide →

FROM FIRST CONVERSATION TO HANDOVER

A clear process. At every step.

We prepare, coordinate and track the agreed work. You stay involved in the decisions that matter.

  1. 01

    Establish the event

    Review appointment history and the real reason for change.

  2. 02

    Map the route

    Separate vacancy appointment, removal approval and auditor obligations.

  3. 03

    Prepare the records

    Organise agreed notices, resolutions and applicable returns.

  4. 04

    Complete the handover

    Record filing status and identify remaining dependencies.

Timing agreed after document review

For a non-CAG company, section 139(8) requires the Board to fill a casual vacancy within 30 days. If caused by resignation, the appointment also needs company approval at a general meeting within three months of the Board's recommendation. Other routes and each return have separate deadlines.

KNOW EXACTLY WHERE YOU STAND

Clear scope. No surprises.

The written engagement confirms your deliverables and costs before work starts.

Service scope to agree

  • Classify the exit and replacement routes
  • Map company and auditor responsibilities separately
  • Prepare agreed approval and filing inputs
  • Identify missing consent, notice or event evidence
  • Hand over a record of submitted forms and outstanding actions

Outside the standard scope

  • Signing the auditor's resignation statement or audit report on their behalf
  • Invented consent, reasons or professional certificates
  • Dispute representation and regulatory advocacy unless separately agreed
  • Guaranteed removal approval, penalty waiver or immediate replacement

ANSWERS BEFORE YOU BEGIN

Your questions,
answered.

Need help with your specific situation?

Talk to our team
What happens when an auditor resigns?

Separate the outgoing auditor's statement from filling the vacancy. Section 140(2) requires the resigning auditor to file the statement within 30 days; the company's replacement process has its own approvals and returns.

References: MCA: Companies Act e-book, auditor and director provisions · Gazette: revised ADT forms effective 14 July 2025

How is a resignation-related casual vacancy filled?

For a company outside the CAG appointment route, the Board fills the vacancy within 30 days. Where resignation caused it, the appointment also needs approval in a general meeting within three months of the Board's recommendation.

References: MCA: Companies Act e-book, auditor and director provisions

Can we remove an auditor before the term ends?

Section 140(1) requires prior Central Government approval and a special resolution, with a reasonable opportunity for the auditor to be heard. Assess the removal route before arranging the replacement.

References: MCA: Companies Act e-book, auditor and director provisions · Gazette: revised ADT forms effective 14 July 2025

What is the difference between ADT-1, ADT-2 and ADT-3?

ADT-1 concerns the company's appointment notification, ADT-2 the application for removal before term expiry, and ADT-3 the auditor's resignation statement. Their signatories, evidence and deadlines differ.

References: Gazette: revised ADT forms effective 14 July 2025

Does every company have to change auditors after five years?

No. Statutory rotation applies to listed and prescribed classes, with distinctions between an individual auditor and an audit firm. Assess the company's class and appointment history rather than applying a universal replacement rule.

References: MCA: Companies Act with amendments

Does this service include the incoming statutory audit?

Not unless separately and expressly agreed with an appropriately qualified auditor. Corporate filing support does not represent an audit opinion, auditor consent or completed professional review.

THE DETAIL, WHEN YOU NEED IT

Explore the full service guide.

Who this service helps & key decisions

Changing a statutory auditor is not always a resignation followed by one replacement form. The end of a term, a casual vacancy and removal before expiry follow different routes. LIQUETAX can help organise the company's agreed preparation and filing work without pretending to act as the outgoing auditor or to guarantee regulatory approval.

Companies considering a replacement auditor, responding to a genuine resignation or planning a term-end decision. Government-company/CAG appointments and contested removals need their own route assessment.

QuestionWhat mattersNext step
Reason for changeIdentify term expiry, applicable rotation, resignation, death or proposed removal.Do not manufacture a resignation to avoid the safeguards for removal before the term ends.
Company classCheck whether CAG appointment provisions or rotation rules apply.Mandatory rotation is not a universal requirement for every company or every five-year period.
ResponsibilitySeparate the company's returns from the outgoing auditor's statement.ADT-1, ADT-2 and ADT-3 perform different functions and are not substitutes.
ContinuityPlan the new appointment and audit-record handover.Changing the name on a form does not itself complete an audit or resolve disputed accounts.
Fee details, estimates & quote variables

₹5,000. Professional fee. Applicable GST, government charges and agreed third-party costs are extra.

One specified service engagement. Confirm the applicant, deliverables and exclusions in writing before work starts.

Keep professional preparation charges, MCA filing/application fees, taxes and the incoming auditor's engagement fee separate. Contested removal and external representation require an explicit additional scope.

  • Resignation, expiry, vacancy or removal route
  • Company class and appointment history
  • Delayed or disputed records
  • Separate applications, audit handover and representation requested

For a non-CAG company, section 139(8) requires the Board to fill a casual vacancy within 30 days. If caused by resignation, the appointment also needs company approval at a general meeting within three months of the Board's recommendation. Other routes and each return have separate deadlines.

Your responsibilities, handover & ongoing work

Establish the event

LIQUETAX: Review appointment history and the real reason for change.

You: Supply original records and disclose disputes or missed deadlines.

Map the route

LIQUETAX: Separate vacancy appointment, removal approval and auditor obligations.

You: Obtain genuine communications and make required company decisions.

Prepare the records

LIQUETAX: Organise agreed notices, resolutions and applicable returns.

You: Ensure the proper company and auditor signatories approve their own records.

Complete the handover

LIQUETAX: Record filing status and identify remaining dependencies.

You: Arrange audit cooperation and follow up unresolved approvals or records.

At handover and afterwards

  • Retain exit, approval and appointment records
  • Check each applicable return's acknowledgement
  • Assign responsibility for audit handover
  • Track the incoming appointment term and audit deadlines
  • Escalate unresolved disputes or missing evidence separately

Common mistakes to avoid

  • Calling every replacement a resignation
  • Assuming all companies must rotate an auditor after five years
  • Treating ADT-1 as the auditor's resignation statement
  • Removing an auditor mid-term without the applicable prior approval
  • Leaving the audit timetable and handover unassigned
Official references & source-check information

Source-checked educational guide. AI-assisted source research checked on . No named professional endorsement is claimed. Confirm current requirements for your facts before filing. Next review target: 2026-10-28.

  • MCA: Companies Act with amendments ↗

    DIN provisions in sections 153–158 and the amended auditor-appointment framework in section 139; historic annual-ratification wording is not current guidance.

    Relevant official indexed passages read on 28 September 2026; the direct MCA download was unavailable. This is an educational source assessment, not a professional review of your company.

  • MCA: Companies Act e-book, auditor and director provisions ↗

    Sections 139(8), 140, 168 and 169 distinguish auditor vacancies/removal, director resignation and shareholder removal, with separate notices and safeguards.

    Relevant official indexed passages read on 28 September 2026; the direct MCA download was unavailable. This is an educational source assessment, not a professional review of your company.

  • Gazette: revised ADT forms effective 14 July 2025 ↗

    G.S.R. 359(E), 30 May 2025, substitutes ADT-1, ADT-2, ADT-3 and ADT-4; the forms distinguish appointment routes, removal approval and the auditor's resignation statement.

    Official Gazette PDF downloaded and substantive English form pages 18–22 and 25–27 read on 28 September 2026. New form options do not themselves amend the statutory filing triggers.

Last updated: . This records the educational content date; it does not establish an individual professional review.

Disclaimer: this guide provides educational information and does not replace individual professional advice. Confirm your facts, current official requirements and written engagement before acting.

LET’S TAKE THE NEXT STEP

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Let’s discuss your change of company auditor and prepare a scope that fits.