Nine Mistakes Sellers Make When Selling an Accounting Firm

Most accounting practice owners sell once. The buyer across the table has often done it three or four times.

That difference is where value quietly disappears. Not through anything dramatic, no one gets defrauded, but through a series of small, reasonable-seeming decisions that each cost a few cents in the dollar. Here are the nine I see most often.

1. Starting too late

The most expensive mistake, and the most common.

Preparing and marketing a practice properly can take up to six months. Most principals then transition over another six to twelve months to protect client and staff continuity. That puts the realistic planning timeline at eighteen months or more.

Owners who start with three months of time left don’t get to choose their buyer. They get to accept one. And buyers can smell urgency from a distance.

2. Selling privately without testing the market

A handshake deal with a colleague, or the firm two suburbs over, feels simpler, quieter and lower risk. It is also where value most reliably disappears. Practitioners who sell privately frequently underprice their asset substantially, in some cases by close to half because there is no competitive tension and no independent view of what the fee base is actually worth (CPA Australia).

You don’t have to run a public campaign to test the market. But you should test it.

3. Using an out-of-date benchmark

“Dollar for dollar” has been wrong for a while now.

Metro practices have been averaging around 113 cents in the dollar of recurring fees, regional around 109 to 110, with individual sales reaching 130 + (Accounting Times). Meanwhile an owner-dependent, compliance-only book with an ageing client base can sit as low as 0.5 to 0.8 times fees.

4. Ignoring principal dependency until it’s too late

If the practice is fundamentally you, a buyer is acquiring a job with substantial handover risk attached. The rule of thumb is simple: demonstrate that the revenue continues without you and you get the top of the range.

This is the heaviest single factor in any valuation and the slowest to fix — eighteen months to three years of deliberately broadening client relationships beyond one person. Owners who discover it during due diligence discover it about two years too late.

5. Negotiating hard on price and accepting whatever structure is offered

A typical deal pays 70 to 80% on completion, with the balance over twelve to twenty-four months adjusted for client attrition, and clawback provisions if retention falls below around 80 to 85% (Miro Capital). Retention holdbacks most commonly sit around 20%, ranging from zero to 25% (Accounting Times).

Which means a higher headline price with 40% at risk over twenty-four months can be worth less than a lower price with 20% at risk over twelve. Ask three questions: what proportion is deferred and for how long, exactly how retention is measured, and whether your transition role is documented and paid.

6. Letting service standards slip during the sale

Selling is exhausting and distracting. But clients are unusually alert during a transition period, and buyers watch monthly billings the whole way through.

A drop in responsiveness in the final quarter before settlement does double damage: it gives the buyer grounds to renegotiate, and it seeds exactly the client dissatisfaction that costs you the retention payment later.

7. Getting the staff conversation wrong

Too early and you destabilise the team for months while nothing is certain. Too late and you create resentment in exactly the people whose continuity the buyer is paying for.

There is no perfect timing, but there is a right approach: agree the timing and the message with the buyer as a contractual term, tell your key one or two people first and personally, and be honest about what you know and what you don’t. Staff will forgive uncertainty. They rarely forgive being managed.

8. Presenting a fee base you can’t explain

Buyers will ask for three years of fee data, a recurring versus one-off split, client-by-client tenure, concentration in the top twenty, and a service mix breakdown. Owners who can produce that in a clean table negotiate from a position of strength. Owners who can’t invite a level of scrutiny that slows everything and erodes trust.

The same applies to financials generally. Start normalising three years out and keep personal expenses genuinely separate, so add-backs are defensible rather than arguable.

9. Choosing the buyer with the highest number

The highest offer and the best outcome are frequently not the same buyer.

Under a retention-based structure, you are paid over one to two years based on how well the buyer holds your clients. A buyer who is a poor cultural fit for your team, or who intends to re-price your client base in month three, will cost you far more in lost retention than they offered in extra price.

Price matters. Fit determines whether you’re actually paid it.

Where do you actually stand?

Most of these mistakes are avoidable with twelve to eighteen months’ notice. The Practice Value & Readiness Scorecard walks you through the nine factors buyers assess, gives you an indicative range in cents per dollar of recurring fees, and shows you which two things are costing you the most.

It takes ten minutes, it’s free, and it requires no details about your firm.

Get the Practice Value & Readiness Scorecard

Dean Marinac is a Certified Professional Business Broker and member of the Australian Institute of Business Brokers, with more than twenty years working alongside the accounting and bookkeeping professions. General information only — not financial, legal or valuation advice.

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