Latin American issuers
SESGLO is a PCAOB-registered audit practice headquartered in Guatemala City, with engagement teams that work in Spanish and English. We audit Latin American companies that are going public in the United States or already report to the SEC.
This service is built for companies based in Mexico, Central America, Colombia and across Latin America that are going public in the United States or already file with the SEC, and that want an auditor whose team works in Spanish as naturally as in English. Typical situations:
The filing route depends mainly on where the listed entity is incorporated and on whether it qualifies as a foreign private issuer (FPI) under Exchange Act Rule 3b-4 and Securities Act Rule 405. Your securities counsel makes that determination; we plan the audit around it.
| Listed entity | Registration | Periodic reports | Financial statements |
|---|---|---|---|
| Non-U.S. company that qualifies as an FPI | Form F-1 | Form 20-F and Form 6-K | IFRS as issued by the IASB, or U.S. GAAP |
| Non-U.S. company that does not qualify as an FPI | Form S-1 | Forms 10-K, 10-Q and 8-K | U.S. GAAP |
| U.S.-incorporated holding company with Latin American operations | Form S-1 | Forms 10-K, 10-Q and 8-K | U.S. GAAP |
A U.S. holding company is not a foreign issuer, so FPI accommodations do not apply to it, wherever its operations are. Regulation A+ is narrower than many founders expect: Rule 251(b)(1) limits it to entities organized in the United States or Canada and with their principal place of business there. A company organized in Latin America cannot use it directly, and a new U.S. or Canadian parent qualifies only if the principal-place-of-business test is also met.
We audit the financial statements required in your F-1 or S-1 and, after listing, in your Form 20-F or Form 10-K, under PCAOB standards, and issue the auditor's consents the registration statement needs. For IPO timing and staleness rules, see our IPO and S-1 audit page.
Most Latin American companies keep their books under local standards or a local version of IFRS (NIIF). An SEC filing needs IFRS as issued by the IASB, stated without reservation, or U.S. GAAP. Before fieldwork we help you understand what the audit will require: first-time adoption under IFRS 1, differences between local NIIF and IASB IFRS, tax-driven accounting, related-party balances, functional currency, and IAS 29 where a subsidiary operates in a hyperinflationary economy.
Note: Independence rules prohibit an auditor from preparing the financial statements it audits. Your finance team or an independent adviser prepares the conversion; we audit it.
Contracts, deeds, board minutes, tax filings and bank confirmations can stay in Spanish; our engagement team reads them directly. That avoids paying to translate evidence that only the auditor needs to read. The filing and the audit report are in English, as Regulation S-T Rule 306 requires.
Your statutory audit under local law usually continues. When another firm performs audit work that we use, we direct and supervise it under PCAOB standards and disclose it on Form AP. A firm that performs the majority of the audit work on a subsidiary representing 20% or more of consolidated assets or revenues, or 20% or more of the engagement hours or fees, plays a "substantial role" under PCAOB Rule 1001(p)(ii) and must itself be PCAOB-registered.
Guatemala City is on UTC-6 year-round. Your finance team, U.S. counsel and our engagement team can meet during a shared working day.
Illustrative only. The number of years audited, the conversion workload and the number of countries change it significantly; your timeline is confirmed in your written proposal.
Call in Spanish or English with management and counsel, FPI and structure analysis, and independence checks under SEC Rule 2-01 and PCAOB Rule 3520.
Review of management's conversion plan, opening balances, group structure and component auditors.
Audit of each required year, testing of the conversion adjustments and review of component work.
Engagement quality review, audit report and consent for the registration statement.
Support on staff comments that concern the audited financial statements, and Form AP within the PCAOB deadline.
We agree a fixed fee in writing before fieldwork. The main drivers are:
Our pricing method explains how we build the quote. For quoted companies, see OTCQB vs OTCQX audit requirements.
Your finance team works in Spanish; the SEC reads English. Our bilingual engagement teams handle both, so nothing is lost between your records and the filing.
SESGLO is the PCAOB audit practice of Asesoria Global, Sociedad Anónima, headquartered in Guatemala City (Firm ID 7184).
The signing partner is involved from the first scoping call to the issuance of the report.
Written scope, fixed fee and a week-by-week timeline in the proposal. We reply to proposal requests within 1 business day.
Before engaging any firm, check its registration; our guide on how to verify a PCAOB-registered auditor explains how. To start, write to info@sesglo.com or use the contact page.
FAQ
Generally no. Rule 251(b)(1) limits Regulation A to entities organized under U.S. or Canadian law with their principal place of business in the United States or Canada. A company organized in Latin America does not qualify. Some groups form a U.S. or Canadian parent, but the principal-place-of-business test also has to be met, and that is a question for securities counsel.
Not necessarily. A foreign private issuer may present IFRS as issued by the IASB without a U.S. GAAP reconciliation. U.S. GAAP is required if the registrant is a domestic filer, which includes a U.S.-incorporated holding company and a foreign company that fails the foreign private issuer test. The choice of legal structure therefore drives the accounting framework.
No. SEC and PCAOB independence rules prohibit the auditor from preparing the financial statements it audits or keeping the underlying records. Your finance team or an independent adviser prepares the conversion. We can explain what the audit will require, agree the timetable, and audit the result, but the accounting judgments and entries must be management's.
SEC filings require an audit under PCAOB standards by a PCAOB-registered firm. Many local firms are not registered or do not perform PCAOB audits. The statutory audit under local rules usually continues in parallel, and we coordinate with that firm so that its work and ours do not duplicate requests to your team.
Yes. Meetings, requests, working sessions and audit committee discussions can be held in Spanish. Your source documents can stay in Spanish. Anything that goes to the SEC or the PCAOB, including the audit report, is prepared in English, and we help your team review the English versions for consistency with the Spanish records.
It depends on the number of years to be audited, the state of the records, whether an IFRS or U.S. GAAP conversion is needed and how many countries are involved. An illustrative first engagement runs several months from acceptance to report. We give you a week-by-week timeline in the written proposal rather than a generic estimate.
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