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For Buyers
June 2026 · 6 min read
What A Buyer Actually Checks In Due Diligence
Beyond the financial statements: the twelve items that decide whether the practice you are buying is the one that was described.
Due diligence on an accounting practice is shorter than on most businesses, because the financials are usually clean and the seller is an accountant. It is also where deals quietly die, because the buyer finds something the seller did not think to mention. Here is what an experienced buyer checks, in the order it matters.
Revenue by client, for three years. Not the total: the list. The buyer is looking for concentration, for clients who have been declining, and for fees that were discounted to keep a client. A practice whose top client is 18 percent of revenue is a different purchase from one whose top client is 4 percent.
Revenue by service line and by season. How much is recurring monthly work, how much renews annually with the tax deadline, how much is one-off advisory. The more that renews on its own, the less the buyer is paying for the seller’s relationships.
Work in progress and receivables. Unbilled work at closing has to be allocated between buyer and seller; overdue receivables tell the buyer which clients are slow to pay. Both are negotiated, and both are easier if they are on the table before the offer.
Staff: tenure, compensation, who holds which client relationships, and who the seller expects to stay. A senior staff member who plans to leave with the seller is a material fact. So is a bookkeeper who has handled the same twenty clients for twelve years, in the other direction.
The lease, the software subscriptions, the engagement letters and the professional liability insurance history. Then the regulatory file: the practice inspection results and any complaints. Finally the transition: what the seller is committing to in writing, for how long, and what happens to the deferred payment if clients leave anyway.
We prepare the full profile for every listing with these items already assembled, which is why our listings close in months rather than quarters. Buyers still verify; they just do not have to go looking.
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