Our company auditor has resigned two weeks before the AGM. What are the steps and deadlines to appoint a replacement?

Outgoing auditor: must file Form ADT-3 with the ROC within 30 days of resigning, stating the reasons. Make sure that is done; a missing ADT-3 holds up the incoming auditor's appointment.

Incoming auditor: a casual vacancy from resignation is filled by the board, and the appointment must be approved by the members at a general meeting within three months of the board's recommendation (section 139(8)). Practically: board resolution appointing the new auditor until the conclusion of the next AGM, written consent and eligibility certificate from the new auditor under section 141, their professional courtesy letter to the outgoing auditor, then the members' ordinary resolution at the AGM on 28 September, and Form ADT-1 within 15 days of that meeting. If you want the new auditor for a full five-year term, pass that resolution at the same AGM.

Since the FY 2025-26 accounts are already signed by the outgoing auditor, the AGM proceeds on schedule, AOC-4 is filed within 30 days of it and MGT-7 within 60 days. The new auditor's first audit is FY 2026-27. Rotation rules do not apply to a private company below ₹50 crore paid-up capital.