Question regarding 23b, adt-1 & 20b

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

02 January 2015 Hello
My co. got incorporated on 1st March 2013

1st question - when can the first AGM be conducted. (1st date and last date)

2nd question - Are all forms like ADT1, 23B, 20B, 23AC and 23ACA can only be filed after the first AGM.

3rd question - My CA has very recently filed both the forms 23B (with75% waiver on additional fee) and ADT1 with penalties, Were both necessary? since I have read that in previous discussions that form 23B has been discontinued for auditors appointment instead now only ADT1 and 23ACA and 23AC has to be filed.
Pl. answer this query in respect to my co. incorporation date and in respect to that which form has been filed for which year.
Pl. refer to links of previous discussion below.
Link 1: https://www.caclubindia.com/experts/new-form-23b-1791744.asp#.VKfboNKUdps
Link 2:
https://www.caclubindia.com/experts/filing-of-form-23b-1889464.asp#.VKfbONKUdpt

Ganeshbabu K

Ganeshbabu K (Expert)
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02 January 2015 1)You can close your first financial year by 31.03.2014 and Due date of AGM is 31.12.2014
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No need to conduct any AGM in the year of incorporation

2)23B might have been filed with in 30 days of incorporation.As first auditor is required to be appointed by Board of director with in 30 days of incorporation

3)Looks like your auditor is correct.

He might have filed 23B for F.Y. ending 31.03.2014 and ADT-1 for appointment of auditor for F.Y.2014-19

4)You need to file 23AC,ACA,20B once you have finalised financials for year ending 31.03.2014

If you fix 31.12.2014 as due date

You need file 23AC,ACA with in 30 days of AGM

You need to file 20B with in 60 days of AGM

So you still have time to file 23AC,23ACA,20B

Please take enough care and do file forms in due time so that you can avoid additional fee

Querist : Anonymous

Querist : Anonymous (Querist)

02 January 2015 ONCE AGAIN MY CO. INCORPORATE DATE IS 1ST MARCH 2013 (not 1ST MARCH 2014)

Q1 I have been told by my CA that 23B has been filed for my financial year 1st apr 2012-31st march 2013, since the co. got incorporated on 1st march 2013.
and ADT-1 for financial year 1st apr 2013-31march 2018
is it correct ? since i have read that 23B TO ADT-1 change has come hence in late 2013 itself.

Q2 Also if the 23b has been filed for financial 2012 - 2013, does this mean my fiRst fincial year was 1st apr 2012- 31st march 2013 (not 1st march 2013 to 31st march 2014, even though my co. got incorporated only on 1st march 2013).
or does 23b have no relation with closing of books of the financial year.

Q3 again my ca has told that my 1st agm was held in july 2014, but i if say that he closed the books for financial year 2012-2013, that means the 1st agm was supposed to be held before 31st dec 2013 (not 31st dec 2014), since the 1st apr 2013-31st mar 2014 would account as 2nd financial year and not as the 1st one.

Querist : Anonymous

Querist : Anonymous (Querist)

02 January 2015 The above discussion is still open

Querist : Anonymous

Querist : Anonymous (Querist)

02 January 2015 The above discussion is still open

Aashok Kumar Sharma

Aashok Kumar Sharma (Expert)
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19 July 2025 1. When can the first AGM be conducted?
For a company incorporated on 1st March 2013, the first financial year (FY) can be either:
1st March 2013 to 31st March 2014 (normal 12 months) or
The company may opt for a short financial year for incorporation year, i.e. 1st March 2013 to 31st March 2013, but practically the FY is taken as the 12 months ending 31st March next year.
As per Section 99 of the Companies Act, 2013:
The first AGM must be held within 9 months from the end of the first financial year.
However, the first AGM must be held within 18 months from the date of incorporation.
So, for your company incorporated on 1st March 2013:
Last date for 1st AGM = 18 months from 1st March 2013 = 31st August 2014
Normally, financial year would end 31st March 2014.
So, AGM should be held within 9 months of 31st March 2014 i.e., by 31st December 2014.
But since 18 months deadline is earlier (31st August 2014), the first AGM must be held by 31st August 2014.
2. Are all forms (ADT-1, 23B, 20B, 23AC, 23ACA) filed only after the first AGM?
ADT-1 (Appointment of auditor) must be filed within 15 days of the appointment of auditor, which happens at the first board meeting or AGM.
Form 23B (Notice of appointment of auditor) has been discontinued since 2014 and replaced by ADT-1. So ADT-1 is now the only form for auditor appointment.
Form 20B (Annual Return) and Form 23AC/23ACA (Financial Statements) are filed after the AGM, because these relate to approval of annual accounts and annual return by shareholders.
So, ADT-1 can be filed before the first AGM if auditors are appointed earlier, but 20B, 23AC, 23ACA only after AGM.
3. Regarding your CA filing 23B and ADT-1, was that necessary?
Since your company incorporated in March 2013, Form 23B was valid till March 2014.
So if your CA filed Form 23B for FY 2012-13 (which actually would be till 31 March 2013), it appears not relevant for your company incorporated on 1st March 2013 — as the company did not exist for the full FY.
The first financial year for your company should be 1st March 2013 to 31 March 2014 (which is ~13 months).
The change from 23B to ADT-1 was notified around late 2013/early 2014.
Hence, for FY 2013-14 onward, auditor appointment has to be reported by ADT-1 only.
So, filing both 23B and ADT-1 recently for the same year seems redundant or incorrect.
4. Regarding financial year & first AGM confusion
Your company’s first financial year should be from 1st March 2013 to 31st March 2014 (not before incorporation).
Hence, the first AGM should be held within 18 months of incorporation (i.e., by 31 August 2014).
If your CA is saying the first AGM was held in July 2014, that is correct and within the legal time.
If he closed books for FY 2012-13, that does not apply to your company, as your company was not incorporated then.
Form 23B for 2012-13 is irrelevant for your company.

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