🏛️ Mandatory Under Companies Act, 2013

Statutory Audit for Private Limited Company in India

Every private limited company in India must conduct a statutory audit annually. We handle your audit end-to-end — from appointment of CA to ROC filing — at transparent fees.

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Mandatory Under Companies Act 2013
Section 139 Compliance
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Independent CA Examination
ICAI Qualified Auditor
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Financial Statement Review
P&L, Balance Sheet, Cash Flow
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Penalty Protection
Avoid ₹5 Lakh Fine
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Annual Requirement
Due by 30th September
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ROC Filing Support
AOC-4 & MGT-7 Forms
1.5 Lakh+
Companies Audited Annually in India
₹5 Lakh
Maximum Penalty for Non-Compliance
30 Sep
Audit Completion Deadline
10 Years
Maximum Auditor Tenure (Firm)
24×7
SetupFiling Expert Support
🎯 QUICK ANSWER — AEO OPTIMISED

What is a Statutory Audit?

A statutory audit is a legally mandatory, independent examination of a company's financial records and statements conducted by a qualified Chartered Accountant (CA). Under Section 139 of the Companies Act, 2013, every private limited company registered in India — regardless of size, turnover, or profit — must undergo a statutory audit every financial year. The audit verifies that the financial statements present a true and fair view of the company's financial position and comply with applicable accounting standards.

📖 Overview

Understanding Statutory Audit for Private Limited Companies

In India's corporate governance framework, statutory audits hold a critical position. For every private limited company, this annual audit is not a choice — it is a legal obligation under the Companies Act, 2013. The audit provides an independent, expert assessment of whether your company's financial statements accurately reflect its true financial position.

The statutory audit evaluates your company's books of accounts, financial records, internal controls, and regulatory compliance. Unlike a management audit, a statutory audit is performed by an external, independent Chartered Accountant registered with ICAI.

Non-compliance can attract penalties up to ₹5,00,000, disqualification of directors, and adverse regulatory action from the MCA. Timely completion of your statutory audit is non-negotiable.

Legal Basis: Companies Act, 2013

  • Section 139 — Mandates appointment of a statutory auditor for every company
  • Section 143 — Defines the powers and duties of the statutory auditor
  • Section 147 — Specifies penalties for non-compliance with audit requirements
  • Section 141 — Establishes eligibility criteria for auditor appointment
  • CARO 2020 — Requires additional reporting by auditors on specific matters

📌 Key Facts: Statutory Audit

Who Must ComplyEvery Private Limited Company
Legal MandateCompanies Act, 2013 (Sec 139)
Conducted ByPractising CA (ICAI Member)
FrequencyEvery Financial Year
DeadlineBefore AGM (30th September)
Appointment FormADT-1 (within 15 days)
Individual CA TenureMax 5 Years
Audit Firm TenureMax 10 Years
Report Submitted ToBoard of Directors
ROC FilingAOC-4 (30 days after AGM)
Penalty for Default₹25,000 to ₹5,00,000
✅ Applicability

Who Needs a Statutory Audit in India?

The statutory audit requirement covers multiple entity types. Here is a clear overview:

Entity TypeMandatory?Governing LawTurnover Threshold
Private Limited Company✔ YesCompanies Act, 2013No threshold — all companies
Public Limited Company✔ YesCompanies Act, 2013No threshold — all companies
LLP✔ Yes*LLP Act, 2008Turnover > ₹40 L or Contribution > ₹25 L
One Person Company (OPC)✔ YesCompanies Act, 2013No threshold — all OPCs
Partnership FirmConditionalIncome Tax ActOnly if covered under Tax Audit
Sole ProprietorshipConditionalIncome Tax ActOnly if Sec 44AB applies

* For LLPs meeting the threshold criteria. Learn about LLP ROC Return Filing →

⚙️ Step-by-Step Process

How to Conduct a Statutory Audit: Complete Process

The statutory audit follows a structured sequence governed by the Companies Act, 2013 and ICAI auditing standards:

1

Appointment of Statutory Auditor

The Board passes a resolution to appoint a practising CA. File Form ADT-1 with ROC within 15 days of appointment.

2

Audit Planning & Risk Assessment

The auditor reviews past reports, understands business operations, identifies high-risk areas, and plans audit scope and sampling methodology.

3

Preparation of Financial Records

All documents compiled: Balance Sheet, P&L, Cash Flow, Bank Statements, GST Returns, TDS Returns, Fixed Asset Register, and loan statements.

4

Verification of Transactions

The auditor scrutinises individual transactions, sales invoices, purchase vouchers, expense receipts, payroll records, and bank reconciliations against supporting documents.

5

Evaluation of Internal Controls

The auditor assesses adequacy of internal control systems, fraud prevention mechanisms, authorisation procedures, and segregation of duties.

6

Regulatory Compliance Check

Compliance with GST law, TDS provisions, Companies Act, accounting standards (Ind AS or AS), and SEBI regulations (if applicable) is thoroughly evaluated.

7

Issuance of Statutory Audit Report

The auditor issues a formal Audit Report with an Audit Opinion. The signed report is submitted to the Board of Directors along with CARO 2020 report if applicable.

8

ROC Filing of Audited Financials

Audited financial statements and Directors' Report are filed via Form AOC-4 (within 30 days of AGM) and Form MGT-7 (within 60 days of AGM).

🗓️ Important Timeline: The statutory audit must be completed before the AGM. Private limited companies must hold their AGM within 6 months from the end of the financial year — meaning the audit report must be ready by 30th September each year. Learn about Annual Compliance →

📁 Documents Required

Documents Required for Statutory Audit

The following documents must be compiled and provided to the auditor for a smooth statutory audit:

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Financial Statements

Balance Sheet, Profit & Loss Account, Cash Flow Statement, Statement of Changes in Equity, and Notes to Accounts for the financial year under audit.

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Bank Records

Bank statements for all accounts, Bank Reconciliation Statements (BRS), Fixed Deposit receipts, and loan account statements for the entire financial year.

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Sales & Purchase Records

Sales invoices, purchase vouchers, sales register, purchase register, debit/credit notes, and supporting documentation for all major transactions.

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GST Compliance Records

Filed GSTR-1, GSTR-3B, GSTR-9 (Annual Return), GST reconciliation statements, and Input Tax Credit (ITC) reconciliation records.

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TDS & Payroll Records

Form 26AS, TDS Returns (26Q, 24Q), salary slips, Form 16 issued to employees, and payroll registers for verification of TDS compliance.

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Fixed Assets & ROC Documents

Fixed Asset Register, depreciation schedule, Board Resolutions, Minutes of Board/AGM meetings, Share Capital records, and ROC filing receipts.

📝 Audit Opinion

Types of Statutory Audit Opinions in India

Upon completion, the CA issues a formal Audit Report containing one of four types of audit opinions:

✅ Unqualified Opinion (Clean Opinion)

The best outcome. The auditor certifies that financial statements present a true and fair view and comply with all applicable accounting standards. Banks, investors, and regulators view this positively.

⚠️ Qualified Opinion

The auditor has specific concerns or limitations about certain aspects of the financial statements, but not pervasive enough to warrant an adverse opinion. Management must address the concerns.

❌ Adverse Opinion

The auditor concludes financial statements are materially misstated and do not accurately represent the company's true financial position. Indicates significant accounting irregularities and requires immediate action.

🚫 Disclaimer of Opinion

The auditor is unable to form an opinion due to insufficient information, restrictions on audit scope, or other significant constraints. Occurs when records cannot be accessed.

🌟 Benefits

Key Benefits of Statutory Audit for Private Limited Companies

A statutory audit is often perceived as a compliance burden, but it delivers substantial tangible benefits:

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Legal Compliance & Penalty Avoidance

Completing your statutory audit on time keeps your company compliant, protecting directors from fines up to ₹5,00,000 and preventing disqualification from directorships.

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Detection of Errors & Fraud

Statutory audits identify accounting errors, financial discrepancies, misstatements, and potential fraudulent transactions that may otherwise go undetected.

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Easier Bank Loan Approvals

Banks require audited financial statements when processing loans. An unqualified audit opinion significantly strengthens your company's creditworthiness.

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Investor Confidence & Trust

Verified financial statements build trust with existing and potential investors. For companies seeking VC, PE, or angel investment, audited accounts are a prerequisite for due diligence.

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Stronger Internal Controls

The audit process evaluates and strengthens internal control systems, reducing operational risks, improving financial processes, and preventing future errors.

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Informed Management Decisions

Audited financial data provides management with accurate, reliable financial information for strategic planning, budgeting, and performance benchmarking.

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Enhanced Business Credibility

Companies with consistent clean audit reports command greater credibility with suppliers, customers, and government agencies for tenders and contracts.

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Tax Planning & Compliance

Audited statements ensure accurate taxable income computation and proper disclosure of deductions, minimising the risk of income tax scrutiny and notices.

⚠️ Penalties

Consequences of Non-Compliance with Statutory Audit

Failure to conduct a statutory audit carries serious legal and financial consequences under the Companies Act, 2013:

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Financial Penalties

Companies and officers in default face fines from ₹25,000 to ₹5,00,000 under Section 147 of the Companies Act, 2013.

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Director Disqualification

Directors of non-compliant companies may face disqualification under Section 164(2), preventing them from serving as director in any company for 5 years.

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Late ROC Filing Penalties

Without audited financial statements, Form AOC-4 cannot be filed. Late filing attracts ₹100 per day with no upper limit.

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MCA Scrutiny & Strike-Off

Persistent non-compliance can trigger MCA inquiry and may result in the company being struck off under Section 248 of the Companies Act.

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Loan Application Rejection

Banks and NBFCs require audited statements for business loans. Without completed audits, your company cannot secure business financing.

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Criminal Prosecution

In cases of wilful non-compliance or fraud, directors face criminal prosecution under Sections 447 and 448, including imprisonment.

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Don't risk penalties. Let setupfiling.in handle your statutory audit professionally and on time. Our CA team ensures complete compliance with all ROC filing requirements.
🔄 Comparison

Statutory Audit vs Tax Audit vs Internal Audit

Many business owners confuse statutory audit with tax audit or internal audit. Here is a clear comparison:

ParameterStatutory AuditTax Audit (Sec 44AB)Internal Audit
Legal MandateMandatory for all Pvt Ltd companiesOnly if turnover > ₹1 CrNot mandatory for all companies
Governing LawCompanies Act, 2013Income Tax Act, 1961Companies Act, 2013 (Sec 138)*
Conducted ByPractising CA (Independent)Practising CACA, CMA, or Internal Auditor
PurposeVerify financial statements are true & fairVerify taxable income computationEvaluate internal controls & operations
Submitted ToBoard of Directors & ShareholdersIncome Tax DepartmentBoard / Audit Committee
Filing DeadlineBefore AGM (30th September)30th September (or 31st October)As per Board requirement
Turnover ThresholdNone — all Pvt Ltd companies₹1 Crore (business) / ₹50 Lakh (profession)Turnover > ₹50 Cr or Paid-up Capital > ₹10 Cr

Learn about Income Tax Audit (Section 44AB) →

📍 Pan India Service

Statutory Audit Services Across India — All Cities, All States

SetupFiling.in provides professional statutory audit services for private limited companies across all major cities and states. Our qualified CA team handles your audit remotely with secure document sharing.

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Delhi & NCR

Serving Delhi, Noida, Gurugram, Faridabad & Ghaziabad

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Mumbai

Mumbai, Thane, Navi Mumbai & Pune

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Bangalore

Expert audit for startups and IT companies in Bengaluru

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Chennai

Compliance audits for companies in Tamil Nadu

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Hyderabad

Serving Telangana & Andhra Pradesh

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Kolkata

Audit compliance for West Bengal & Eastern India

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Ahmedabad

Serving Gujarat's thriving business community

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All Other Cities

100% online statutory audit across all states & UTs of India

Wherever your company is registered, we handle your statutory audit.

📞 Call +91 9818209246 for Your City
🏆 Why Us

Why Choose SetupFiling.in for Your Statutory Audit?

SetupFiling.in is a trusted CA, CS & Legal services platform serving thousands of companies across India. Here is why businesses choose us:

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ICAI-Qualified CA Team

Our statutory audits are conducted by experienced, practising Chartered Accountants registered with ICAI, ensuring full legal compliance and professional quality.

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Transparent, Affordable Pricing

No hidden charges. We offer competitive, flat-fee statutory audit packages for small and medium private limited companies with clear scope of work defined upfront.

Fast & Hassle-Free Process

Our streamlined online process lets you share documents securely from anywhere in India. Most audits for small companies are completed within 7-15 working days.

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100% Online — Pan India

We serve companies registered across all states and cities of India. No physical office visit required. The entire audit process is managed online with secure document handling.

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24×7 Customer Support

Our expert team is available around the clock via WhatsApp, phone, and email to answer your compliance queries and provide status updates throughout the audit process.

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End-to-End ROC Filing

We don't just complete the audit — we also file Form AOC-4 and Form MGT-7 with the ROC, ensuring your company's annual compliance cycle is fully completed on time.

❓ FAQ

Frequently Asked Questions About Statutory Audit

Direct answers to the most commonly asked questions about statutory audit for private limited companies in India:

A statutory audit is a legally mandatory, independent examination of a private limited company's financial records, accounts, and statements conducted by a qualified Chartered Accountant (CA). Under Section 139 of the Companies Act, 2013, every private limited company registered in India — regardless of size, turnover, or profit — must undergo a statutory audit every financial year. The audit verifies that the financial statements present a true and fair view of the company's financial position and comply with applicable accounting standards.
Yes. Under Section 139 of the Companies Act, 2013, every private limited company registered in India is legally required to undergo a statutory audit every financial year. This requirement applies irrespective of the company's size, turnover, or whether it made a profit or loss. Even a dormant or newly incorporated company must conduct a statutory audit for the financial year in which it was registered.
A statutory audit must be conducted by a practising Chartered Accountant (CA) who is a member of the Institute of Chartered Accountants of India (ICAI). The auditor must be independent and should not have any financial or personal interest in the company being audited. A director, employee, or relative of the company's directors cannot serve as statutory auditor. The company must file Form ADT-1 with the ROC to formally appoint the auditor.
The statutory audit must be completed before the Annual General Meeting (AGM). For private limited companies, the AGM must be held within 6 months from the end of the financial year, i.e., by 30th September for companies with the April-March financial year. The audited financial statements are then filed with the ROC via Form AOC-4 within 30 days of the AGM.
The key documents required include: Balance Sheet, Profit & Loss Account, Cash Flow Statement, Bank Statements & Bank Reconciliation Statements, Sales and Purchase Registers, GST Returns (GSTR-1, GSTR-3B, GSTR-9), TDS Returns & Form 26AS, Fixed Asset Register with depreciation schedule, Loan and Liability Statements, Directors' Report, Board Resolutions, and Minutes of Board/AGM meetings. Our CA team will provide a comprehensive document checklist after engagement.
Failure to conduct a statutory audit attracts serious penalties under Section 147 of the Companies Act, 2013. The company and its officers in default can face fines ranging from ₹25,000 to ₹5,00,000. Additionally, non-compliance can result in disqualification of directors under Section 164(2), late ROC filing penalties of ₹100 per day (no upper limit), MCA scrutiny, potential company strike-off, and in cases of fraud, criminal prosecution under Section 447 with imprisonment.
A statutory audit is mandatory for all private limited companies under the Companies Act, 2013, irrespective of turnover. A tax audit under Section 44AB of the Income Tax Act is required only when a company's business turnover exceeds ₹1 crore (or ₹10 crore for companies using digital transactions). Both audits serve different legal purposes — the statutory audit verifies the truth and fairness of financial statements, while the tax audit verifies the accuracy of taxable income computation. Both must be conducted by a Chartered Accountant.
The cost depends on the company's size, volume of transactions, number of bank accounts, and complexity of financial records. For small private limited companies, fees typically range from ₹10,000 to ₹50,000. For medium-sized companies with higher transaction volumes, fees may range from ₹50,000 to ₹2,00,000 or more. SetupFiling.in offers affordable statutory audit services at transparent pricing. Contact Us at +91 9818209246 for a customised quote.
Under the Companies Act, 2013, auditor rotation is mandatory. An individual Chartered Accountant can be appointed as statutory auditor for a maximum of 5 consecutive years. An audit firm can serve for a maximum of 10 consecutive years. After the prescribed term, the company must mandatorily rotate to a new auditor. A 5-year cooling-off period is required before the same auditor can be re-appointed. This provision promotes independence and prevents conflicts of interest.
There are four types of statutory audit opinions: (1) Unqualified Opinion — the best outcome where financial statements present a true and fair view; (2) Qualified Opinion — the auditor has specific concerns about certain aspects; (3) Adverse Opinion — financial statements are materially misstated and do not represent the true financial position; and (4) Disclaimer of Opinion — the auditor is unable to form an opinion due to insufficient information or scope restrictions.

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