Companies Audit and Auditors Amendment Rules 2025

REGD. No. D. L.-33004/99 The Gazette of India CG-DL-E-04062025-263595 EXTRAORDINARY PART II-Section 3-Sub-section (i) PUBLISHED BY AUTHORITY No. 316] NEW DELHI, FRIDAY, MAY 30, 2025/JYAISTHA 9, 1947 MINISTRY OF CORPORATE AFFAIRS NOTIFICATION New Delhi, the 30th May, 2025 G.S.R. 359(E). — In exercise of the powers conferred by Sub-Section (1), (2) and (4) of Section 139, Sub-Section (1) and (2) of Section 140, Sub-Section (3) of Section 141, Sub-Section (2), (3), (8) and (12) of Section 143, Section 147 and Sub-Section (3) of Section 148 read with Sub-Sections (1) and (2) of Section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further to amend the Companies (Audit and Auditors) Rules, 2014, namely:- 1. (1) These rules may be called the Companies (Audit and Auditors) Amendment Rules, 2025. (2) They shall come into force with effect from the 14th day of July, 2025. 2. In the Companies (Audit and Auditors) Rules, 2014 (hereinafter referred to as the said rules), in rule 13, in sub-rule (2),- (a) for clause (d), the following shall be substituted, namely: - "(d) the report shall be filed electronically in form ADT-4." (b) clauses (e) and (f) shall be omitted. 3. In the Annexure of the said rules, for Forms ADT-1, ADT-2, ADT-3 and ADT-4 the following Forms shall be substituted, namely:- Form No. ADT-1 Notice to the Registrar by company for appointment of auditor [Pursuant to section 139 of the Companies Act,2013 and Rule 4(2) of the Companies (Audit and Auditors) Rules, 2014] Refer instruction kit for filing the form. All fields marked in * are mandatory Company Information 1 * Corporate Identity Number (CIN) 2 (a) *Name of the company (b) *Address of the registered office of the company (c) *Email ID of the company Appointment and Auditor Details 3 (a) *Whether company is falling under any class of companies as per section 139(2) Yes No (b) *Nature of appointment First auditor by Board of directors/members/C&AG Appointment of Auditors in AGM Re-appointment of Auditors in AGM Appointment/Re-appointment by C&AG Auditor appointed in case of casual vacancy Auditor appointed in case of non-re-appointment/ removal of the previous auditor Auditor appointed by Central Government Auditor appointed by the Tribunal Others (b)(i) If Others, please specify (c) *Whether auditor(s) has been appointed in the annual general meeting (AGM) Yes No (d) If yes, date of AGM (DD/MM/YYYY) 4 (a) *Date of appointment (DD/MM/YYYY) (b) *Whether joint auditors have been appointed Yes No (c) *Number of auditor(s) appointed (d) *Category of Auditor Auditor's Firm Individual (e) Firm Registration Number (f) Name of the Auditor's Firm (f) (i) Income Tax permanent account number of auditor's firm (ii) Address of the auditor's firm Address Line 1 Address Line 2 Country Pin Code/Zip code Area/Locality City District State/UT Email ID (g) *Membership Number of Auditor signing the balance sheet of the company (h) *Name of the Auditor (h)(i) *Income Tax permanent account number of auditor (ii) Address of the auditor *Address Line 1 Address Line 2 *Country *Pin Code/Zip Code *Area/Locality *City District *State/UT *Email ID (i) Period of account for which appointed *From (DD/MM/YYYY) *To (DD/MM/YYYY) (j) *Number of financial year(s) to which appointment relates (k) *Whether the appointment of auditor is within the limits of twenty companies as specified in sub section 3(g) of section 141 Yes No (1) Has the auditor or auditor's firm or its member previously conducted audit or was in the same company, excluding previous years having break of five or more years as specified in Rule 6 Yes No (m) Specify the tenure of previous appointment(s) of the auditor or auditor's firm or its member in the same company in which audit was conducted or is functioning (excluding previous years having break of five or more years as specified in Rule 6) (n) *Number of financial year(s) (o) *S. no. (p) Firm Registration Number (q) *Membership Number of Auditor (r) *Financial Year Start Date (DD/MM/YYYY) (s) *Financial Year End Date (DD/MM/YYYY) 5 *Whether the recommendation of the Audit Committee constituted u/s 177 of the Companies Act, 2013 has been considered by the Board of Directors before the appointment. Yes No Not Applicable 6 Specify the SRN of INC-28 filed with ROC for Notice of order of the Tribunal for appointment of Auditor 7 Appointment of Auditor due to casual vacancy (a) Auditor is appointed due to casual vacancy in the office of auditor due to (death, disqualification) Resignation Others (a)(i) If Others, please specify (b) Specify the SRN of relevant form (c) Mention the date of casual vacancy (DD/MM/YYYY) (d) Registration number of auditor's firm who has vacated the office (e) Membership number of the auditor (f) Reasons of the casual vacancy Attachments (a) *Copy of the intimation sent by company (b) *Copy of written consent given by auditor (c) Copy of resignation letter tendered by the auditor to the company at the time of resignation (d) Copy of Central Government Order for appointment of Auditor (e) Optional attachment(s) - if any Declaration I am authorised by the Board of Directors of the Company vide resolution number* dated (DD/MM/YYYY)* to sign this form and declare that all the requirements of Companies Act, 2013 and the rules made thereunder in respect of the subject matter of this form and matters incidental thereto have been complied with. I also declare that all the information given herein above is true, correct and complete including the attachments to this form and nothing material has been suppressed. * To be digitally signed by * Designation (Director/Manager/ Company Secretary/CEO/CFO/Liquidator/Interim Resolution Professional (IRP)/ Resolution Professional (RP) * Director identification number of the director; or DIN or PAN of the Manager/ CEO / CFO; Interim Resolution Professional (IRP) or Resolution Professional (RP) or Liquidator or Membership number of the secretary Note: Attention is drawn to provisions of Section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement/certificate and punishment for false evidence respectively. This eForm has been taken on file maintained by the registrar of companies through electronic mode and based on statement of correctness given by the company. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY) Digital signature of the authorising officer This eForm is hereby registered Date of signing (DD/MM/YYYY) Form No. ADT-2 Application for removal of auditor(s) from his/their office before expiry of term [Pursuant to section 140(1) of the Companies Act, 2013 and rule 7(1) of the Companies (Audit and Auditors) Rules, 2014] Refer instruction kit for filing the form. All fields marked in * are mandatory Company's Details 1 *Corporate Identity Number (CIN) 2 (a) *Name of the company (b) *Address of the registered office of the company (c) *Email ID of the company 3 (a) *Details of the grounds for seeking removal of auditor (b) *Whether the accounts have been qualified during last three years Yes No Not Applicable (c) If yes, give details (d) *Details of opportunity given to auditor concerned for being heard (e) *Whether any civil/criminal proceedings are pending between the company and the concerned officers? Yes No (f) If yes, give details 4 Auditor's details 4 (a) *Specify the SRN of relevant form filed for appointment of the auditor (b) *Date of appointment of the concerned Auditor (DD/MM/YYYY) (c) *Category of Auditor Individual Auditor's firm (d) *Membership number of the auditor (e) Firm Registration Number (f) Period for which the auditor was appointed *From (DD/MM/YYYY) *To (DD/MM/YYYY) 5 *Whether any special notice has been received for removal of Auditors Yes No (a) If yes, mention the date of receipt of notice (DD/MM/YYYY) (b) Percentage of capital held by the members giving such notice or percentage of the number of members in case of company limited by shares/guarantee 6 *Whether all due audit fee has been paid to the concerned Auditors Yes No (a) If no, mention the amount of arrears 7 Details of other services been rendered by such Auditors to the company 8 *Pendency of Audit i.e. number of financial years for which audit is pending 9 Stage of accounts of the company for each of such financial year which is yet to be approved by the Board or approved by the Board but yet to be handed over to auditors or approved by the Board, handed over to auditors but audit not yet completed or audit completed, draft report not yet given by the auditors +----------------------------+-----------------+---------------+ | (a) | (b) | (c) | +----------------------------+-----------------+---------------+ | Financial year end date | State of accounts | Particulars | | (DD/MM/YYYY) | | | +----------------------------+-----------------+---------------+ | | | | +----------------------------+-----------------+---------------+ Add Row Delete Row 10 *Whether there is any dispute with regard to the Books of Accounts in the possession of Auditors but not delivered back to the company Yes No Attachments (a) *Details of the grounds for seeking removal of auditor (b) *Proof of service to the defending/responding auditor (c) Optional attachment(s) - if any Declaration I am authorised by the Board of Directors of the Company vide resolution no* dated (DD/MM/YYYY)* to sign this form and declare that all the requirements of Companies Act, 2013 and the rules made thereunder in respect of the subject matter of this form and matters incidental thereto have been complied with. I also declare that all the information given herein above is true, correct and complete including the attachments to this form and nothing material has been suppressed. * To be digitally signed by * Designation (Director/Manager/Company Secretary/CEO/CFO) * Director identification number of the director; or DIN or PAN of the Manager or CEO or CFO; or Membership number of the Company Secretary Note: Attention is drawn to provisions of Section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement/certificate and punishment for false evidence respectively. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY) Digital signature of the authorising officer This eForm is hereby approved This eForm is hereby rejected Date of signing (DD/MM/YYYY) Form No. ADT-3 Notice of resignation by the auditor [Pursuant to section 140(2) of the Companies Act, 2013 and rule 8 of the Companies (Audit and Auditors) Rules, 2014] Refer instruction kit for filing the form. All fields marked in * are mandatory Company's details 1 *Corporate Identity Number (CIN) 2 (a) *Name of the company (b) *Address of the registered office of the company (c) *Email ID of the company 3 *SRN of ADT-1 4 Auditor's information (a) *Category of Auditor (b) Firm Registration Number (c) Name of the Auditor 's Firm (c)(i) Income Tax permanent account number of auditor's firm (ii) Address of the auditor's firm Address Line 1 Address Line 2 Country Pin Code/Zip code Area/Locality City District State/UT (d) *Membership Number of Auditor signing the audited accounts of the company (e) *Name of the Auditor (e)(i) *Income Tax permanent account number of auditor (ii) Address of the auditor *Address Line 1 Address Line 2 *Country *Pin Code/Zip Code *Area/Locality *City District *State/UT (f) *Date of appointment of the auditor or auditor's firm (DD/MM/YYYY) 5 (a) *Date of resignation of the auditor or auditor's firm (DD/MM/YYYY) (b) *Reasons for resignation (c) Any other facts relevant to the resignation Attachments (a) *Resignation letter (b) Optional attachment(s) - if any Declaration I hereby confirm that the information given in this form and its attachments is correct and complete. I am duly authorised to sign and submit this form. *To be digitally signed by *Designation (Auditor/Partner of the audit firm) *Whether associate or fellow: Associate Fellow *Membership Number Note: Attention is drawn to provisions of Section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement / certificate and punishment for false evidence respectively. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY) Digital signature of the authorising officer This eForm is hereby registered Date of signing (DD/MM/YYYY) Form No. ADT-4 Report to the Central Government [Pursuant to sub-section (12) of section 143 of the Companies Act, 2013 read with rule 13 of the Companies (Audit and Auditors) Rules, 2014] Refer instruction kit for filing the form All fields marked in * are mandatory *Form filed by Statutory Auditor Cost Auditor Secretarial Auditor Company Details 1 *Corporate Identity Number (CIN) 2 (a) *Name of the company (b) *Registered office address (c) *E-mail ID of the company Auditor's Details 3 (a) SRN of ADT-1/CRA-2 (as applicable) (b) Date of filing (DD/MM/YYYY) 4 Details of auditor or auditor's firm (a) *Name of the auditor (b) Name of the auditor's firm (c) *Membership number (d) Firm Registration number (FRN) (e) *Address Line 1 Address Line 2 *Country *Pin code/Zip code *Area/Locality *City District *State/UT (f) *E-mail ID Offence Details 5 Details of the office or location where the suspected offence is believed to have been or is being committed (a) *Number of offices +--------------------------+-------------+-------------+---------+-------------+--------------+------+----------+---------+ | Is location of | Address | Address | Country | Pincode/Zip | Area/Locality| City | District | State/UT| | suspected offence | Line 1 | Line 2 | | code | | | | | | same as the registered | | | | | | | | | | office of the | | | | | | | | | | company? | | | | | | | | | +--------------------------+-------------+-------------+---------+-------------+--------------+------+----------+---------+ | Yes | | | | | | | | | | No | | | | | | | | | | Yes | | | | | | | | | | No | | | | | | | | | +--------------------------+-------------+-------------+---------+-------------+--------------+------+----------+---------+ 6 (a) *Full details of the suspected offence involving fraud and the basis on which fraud is suspected (b) Period during which suspected fraud has occurred *From (DD/MM/YYYY) *To (DD/MM/YYYY) Officer(s) Details 7 Particulars of officers or employees who are suspected to be involved in the commission of the offence, if any (a) Number of officers +------------------------------+-------+--------------+-------------+--------------------------------+--------------------------+ | Whether the suspect is | Name | Name - | Designation | Director Identification | Permanent Account | | Director or Employee | | Others | | Number (DIN) | Number (PAN) | +------------------------------+-------+--------------+-------------+--------------------------------+--------------------------+ | | | | | | | +------------------------------+-------+--------------+-------------+--------------------------------+--------------------------+ Other Details 8 (a) *Date of sending report to the Board or Audit Committee as per rule 13(1) (DD/MM/YYYY) (b) *Whether reply was received from Board or Audit Committee Yes No (c) Date of reply received from Board or Audit Committee (DD/MM/YYYY) (d) Summary of reply received 9 (a) Whether auditor is satisfied with the reply of the Board or Audit Committee Yes No (b) If no, reasons thereof 10 *Estimated amount involved in suspected fraud. Please enter the amount in INR only 11 (a) *Has company taken any steps in this regard? Yes No (b) Details of steps, if any, taken by the company in this regard (Furnish full details with references) 12 Any other relevant information Attachments (a) Copy of reply received from Board or Audit Committee (b) Optional attachment(s) - if any Verification I, * Proprietor/Partner of * , Chartered Accountants/Company Secretaries/Cost Accountants do hereby declare that the information furnished above is true, correct and complete in all respects including the attachments to this form. *To be digitally signed by Chartered Accountant (in whole-time practice) Cost Accountant (in whole-time practice) Company Secretary (in whole-time practice) *Whether Associate or Fellow Associate Fellow *Membership number *Certificate of Practice number Note: Attention is drawn to provisions of section 448 and 449 of the Companies Act, 2013 which provide for punishment for false statement / certificate and punishment for false evidence respectively. For office use only: eForm Service request number (SRN) eForm filing date (DD/MM/YYYY) Digital signature of the authorising officer This eForm is hereby registered Date of signing (DD/MM/YYYY) [F. No. Policy-01/33/2013-CL-V (Part-I)] INDER DEEP SINGH DHARIWAL, Jt. Secy. Note: The principal rules were published in the Gazette of India, Extraordinary, Part II, Section 3, Sub-section (i), vide number G.S.R. 246(E), dated the 31st March, 2014 and were last amended vide G.S.R. 248(E), dated the 1st April, 2021. Uploaded by Dte. of Printing at Government of India Press, Ring Road, Mayapuri, New Delhi-110064 and Published by the Controller of Publications, Delhi-110054.