Ask a founder when their listing process began and they will name the board meeting where the decision was taken. Ask the auditor and you get a different answer: the process began at the start of the earliest financial year that will appear in the registration statement — which, by the time anyone thinks to ask, is usually already in the past.
That gap between the two answers is where most listing timetables are lost.
What the comparative period requirement actually means
A registration statement does not present one year of audited figures. It presents a comparative series. Those earlier years were closed, in most owner-managed companies, using local statutory accounting, a local auditor, and a documentation standard appropriate to that purpose. They were not closed in anticipation of anyone examining the underlying judgements years later.
Bringing them to the standard a U.S. filing requires is not a matter of re-presenting the same numbers in a different format. It means revisiting the accounting treatment applied at the time, locating the evidence that supported it, and documenting the judgement in a form an inspected auditor can rely on.
Where the time actually goes
Three areas consume most of it.
Revenue recognition. Contracts that were accounted for on a sensible commercial reading often need to be re-examined against a more prescriptive framework. Where the original contracts are informal, or were varied verbally, reconstructing the position takes considerable effort.
Related-party transactions. Owner-managed groups commonly have transactions between the company and entities connected to the founder — property leases, management fees, loans in both directions. Each has to be identified, documented, and assessed for whether it was on arm's length terms. Many need to be restructured or unwound before listing.
Supporting documentation. An inspected auditor works to an evidence standard that many companies have never had to meet. Delivery notes, signed contract variations, board approvals for significant transactions: if these were not retained at the time, reconstructing them is slow and sometimes impossible.
Why adding people at the end does not help
This work is sequential. The accounting position has to be determined before the evidence can be assembled; the evidence has to be assembled before the auditor can test it; the auditor's findings often reopen the accounting position. Adding resources compresses each step a little, but it cannot remove the dependency between them.
The practical consequence is that the preparation phase has a floor duration that no amount of urgency later will reduce.
The useful conclusion
If a listing is a realistic ambition within the next three years, the most valuable thing a company can do today is close its current financial year as though it will be audited to U.S. standards — even before any decision is taken, and even before an adviser is appointed. The incremental cost of keeping better records now is small. The cost of reconstructing them later is measured in months of delay.