Form 20-F audits
SESGLO audits the IFRS or U.S. GAAP financial statements that foreign private issuers include in Form 20-F, under PCAOB standards. Our bilingual English/Spanish teams work from Guatemala City, in your time zone and in your language.
Form 20-F is the annual report (and Exchange Act registration form) for a foreign private issuer. Before we scope an engagement, we confirm with your counsel that the company actually qualifies.
Under Exchange Act Rule 3b-4 and Securities Act Rule 405, a company incorporated outside the United States is a foreign private issuer unless both of the following are true:
Existing registrants test their status once a year, as of the last business day of the second fiscal quarter. A company filing its first registration statement tests it as of a date within 30 days before filing. A company that fails the test must move to domestic forms (Form 10-K, 10-Q, 8-K) and U.S. GAAP from the first day of the next fiscal year.
This service fits:
Note: The SEC published a concept release on FPI eligibility in June 2025, and since March 18, 2026 directors and officers of FPIs with equity registered under Section 12 must file Section 16(a) reports. Rules for FPIs are changing; we confirm the current requirements with your counsel at the start of each engagement.
Item 8 of Form 20-F sets which statements are required and how old they may be; Item 18 governs the issuer's own financial statements in the annual report. We audit them under PCAOB standards. Our report states that the audit was conducted in accordance with the standards of the PCAOB (United States), identifies SESGLO as a PCAOB-registered firm (Firm ID 7184), and includes the tenure and critical audit matter disclosures required by AS 3101 where applicable.
Form 20-F allows statements prepared under U.S. GAAP or under IFRS as issued by the IASB. With IASB IFRS, no U.S. GAAP reconciliation is required, but only if the notes state compliance unreservedly and explicitly and our opinion covers compliance with IFRS as issued by the IASB. Local "NIIF" frameworks deserve attention: where a country has adopted IFRS with carve-outs, different effective dates or local regulatory rules, that statement may not be possible, and the reconciliation requirement returns. We identify those differences during planning, not at the end.
We test management's functional-currency conclusions under IAS 21 for each entity and the translation into the presentation currency. Where a subsidiary's functional currency is that of a hyperinflationary economy, IAS 29 requires restating its statements in the measuring unit current at the reporting date, with the gain or loss on the net monetary position in profit or loss. We agree the price indices and the restatement approach with management early.
Many Latin American groups operate subsidiaries in several countries, each with its own statutory auditor. Under the PCAOB amendments on other auditors (effective for fiscal years ending on or after December 15, 2024), the lead auditor plans and supervises other firms' work on a risk basis. AS 1206 covers the alternative of dividing responsibility with another firm. We send group instructions in English and Spanish and review component work directly.
Form 20-F is due four months after fiscal year-end. The plan below is illustrative for a recurring audit; your actual week-by-week timeline is confirmed in your written proposal.
Independence checks under SEC Rule 2-01 of Regulation S-X and PCAOB Rule 3520, FPI status confirmation with counsel, and an IFRS or U.S. GAAP framework review.
Walkthroughs, interim testing, and instructions to component auditors in each country.
Substantive testing, currency and IAS 29 work, consolidation review and review of component files.
Engagement quality review, 20-F draft read-through and management representations.
Audit report issued for the filing, followed by Form AP within the PCAOB deadline.
We quote a fixed fee, in writing, before fieldwork. The main factors are:
See how we price for the full method. If you are replacing your current auditor, read how to change auditors at a public company.
Engagement teams work in English and Spanish. We read your Spanish contracts and minutes directly and deliver the audit report and SEC-facing documents in English.
The signing partner is involved from planning to issuance, including calls with your audit committee and component auditors.
Fee, scope and week-by-week timeline are agreed in writing before fieldwork. We reply to proposal requests within 1 business day.
Headquartered in Guatemala City (UTC-6), we share working hours with most of Latin America and with U.S. counsel.
You can verify our registration in the PCAOB registry; our guide on how to verify a PCAOB-registered auditor shows how. For Latin American groups planning a U.S. listing, see our Latin America issuer services.
FAQ
Yes. The auditor must be registered with the PCAOB, and the audit report included in the filing must state that the audit was conducted in accordance with the standards of the PCAOB (United States). A report issued only under International Standards on Auditing or local standards does not meet that requirement, even if the local statutory audit was performed well.
Yes, if the statements comply with IFRS as issued by the IASB. The notes must state that compliance explicitly and without reservation, and the audit opinion must cover compliance with IASB IFRS. If a local version of IFRS departs from the IASB standards and the statements cannot make that statement, the U.S. GAAP reconciliation information in Items 17 and 18 becomes necessary.
General Instruction A(b) of Form 20-F requires the annual report within four months after the end of the fiscal year it covers. For a December year-end company, that is the end of April. The audit, the engagement quality review and the auditor's consent must all be finished before that date, so we plan the calendar backward from it.
FPI status is tested once a year, as of the last business day of the second fiscal quarter. If the company fails the test, it must start using domestic forms such as Form 10-K on the first day of the next fiscal year, and domestic registrants must present U.S. GAAP financial statements. Plan the conversion early, because comparative periods are affected.
Yes. Other firms can perform work on components under the lead auditor's direction and supervision, as required by the PCAOB amendments effective for fiscal years ending on or after December 15, 2024. Their participation is disclosed on Form AP. Alternatively, AS 1206 allows the lead auditor to divide responsibility and refer to another firm's report, with specific conditions and disclosures.
It depends on filer status. Generally, a 20-F filer that is an accelerated or large accelerated filer must include a registered public accounting firm's attestation on internal control over financial reporting. Non-accelerated filers and emerging growth companies are not required to include it. Management's own assessment is required either way after the first annual report.
Yes. Your source documents can stay in Spanish; our engagement team reads them directly, which avoids translating every contract and minute book. What must be in English is the Form 20-F itself and the audit report, under Regulation S-T Rule 306, with English translations or summaries of foreign-language exhibits as the form instructions require.
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