Board resolution for first auditor appointment
A board resolution for the first auditor appoints the company’s first statutory auditor under section 139(6) of the Companies Act 2013, which requires the board to appoint the first auditor within 30 days of incorporation. The first auditor holds office until the conclusion of the first annual general meeting.
Last updated: 27 August 2026
Doing this for a client?
OnCompliance drafts this resolution on the company’s letterhead, details filled from the client’s record, records it in the minutes, and files it in the client’s folder — with the notice, minutes and 21 other board documents made the same way.
Fill it in, edit it, download it
The details you type fill the document as you go. Click into the paper to edit any wording, then download it in Word or as a PDF.
CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF [COMPANY NAME] (CIN: [CIN]) HELD ON [MEETING DATE] AT [VENUE]
RESOLVED THAT pursuant to section 139(6) of the Companies Act 2013, [AUDITOR / FIRM] (Firm Registration No. [FIRM REGISTRATION NO.]), who have given their written consent and a certificate of eligibility under section 141, be and are hereby appointed as the first auditors of the company, to hold office from the conclusion of this meeting until the conclusion of the first annual general meeting, at a remuneration to be fixed by the board in consultation with them.
Certified true copy
For [COMPANY NAME]
[NAME]
[DESIGNATION] · DIN: [DIN]
Date: ______________ · Place: ______________
When is this resolution passed?
Pass it within 30 days of registration of the company, after obtaining the auditor’s written consent and eligibility certificate; if the board fails, the members must appoint within 90 days at an EGM.
Legal basis: s.139(6), Companies Act 2013
Common questions
What is the deadline to appoint the first auditor?
The board must appoint within 30 days of registration; failing that, the members appoint within 90 days at an extraordinary general meeting.
Is ADT-1 filed for a first auditor appointed by the board?
The ADT-1 obligation under section 139(1) attaches to appointments at the AGM; for the board’s first-auditor appointment it is commonly treated as not mandatory though often filed voluntarily. Confirm current practice before relying on it.
How long does the first auditor hold office?
Until the conclusion of the first annual general meeting, where the members appoint the auditor under section 139(1).
Can OnCompliance draft this for me?
Yes. OnCompliance drafts the resolution on the company’s letterhead with the details filled from the client’s record, records it in the minutes, and files it in the client’s folder, alongside the notice of the meeting and every other board document.