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BuyingExpert answer · 1 min read

Which client files in an accounting practice should I sample before I buy it?

Ask for a spread of files across client size, years with the practice, work type and who handles them, rather than the seller’s favourites. Include some problem files and some recent ones. A confidentiality agreement and your lawyer’s guidance come first.

A hand-picked sample shows only what the seller wants you to see. Ask instead to choose files yourself from a list, anonymized if needed. Mix large and small clients, long-standing and new ones, simple returns and complicated engagements. Include a few files with disputes, late filings or unusual circumstances, because those show how the practice behaves when things go wrong.

Look at what is in each file. Are working papers clear, signed off and consistent? Who prepared and who reviewed? Do engagement letters exist, and are fees recorded and collected? Notes about the client’s habits, such as late documents, tell you how easy the work is. Look for files where one person did everything, since that points to dependence.

Handle confidentiality carefully. Client files are private, so ask your lawyer how to see them and what the clients must be told. Sampling may be limited to summaries until you have signed the right agreements. Have your accountant or a professional colleague look at the quality of the work, since they know what good files look like. Finally, compare the sample to the practice’s own description. If the seller says most work is routine, the files should show that. If they show much more complexity, you will need more staff time than you expected.

Key takeaways

  • Choose the files yourself from a full list.
  • Include troubled, new, old, large and small clients.
  • Check for sign-off, engagement letters and fee records.
  • Settle confidentiality with your lawyer first.

Sources

This answer is checked against primary sources. Links were last confirmed on the dates shown.

  1. 01
    Business Development Bank of CanadaGovernment
    How to conduct due diligence when buying a business
    bdc.ca·Checked Oct 21, 2026
  2. 02
    Business Development Bank of CanadaGovernment
    What are the steps to buying a business?
    bdc.ca·Checked Oct 21, 2026
  3. 03
    Business Development Bank of CanadaGovernment
    After buying a business, what is the next step?
    bdc.ca·Checked Oct 21, 2026

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