Who checks what · Before you buy

What should a buyer’s accountant check before a business purchase?

Published · Reviewed by The Diligence Standard Team · Updated

The work depends on the engagement. A buyer may request earnings normalization, source-record reconciliation, working-capital analysis, tax review and cash-flow testing. An accountant who only reviews tax treatment is not automatically testing the purchase case.

A realistic transaction story

Owen sent three years of tax returns to his accountant for a plumbing acquisition. The accountant explained the likely asset allocation and tax consequences. Owen later learned that nobody had reconciled the seller’s add-backs or quantified the payroll needed to replace the owner’s estimating work.

What the evidence changed

Tax advice answered an important question but did not establish dependable post-close earnings.

What to check

  • Write down the exact claim and who supplied it.
  • Ask what was independently tested, by whom and under what scope.
  • Put earnings quality, add-backs, owner labor, working capital and cash conversion explicitly into the engagement scope.
  • Translate any unresolved gap into cash, price, terms, timing or a decision not to proceed.