The buy-side Quality of Earnings team is applying heavy corporate overhead allocations to our historical EBITDA because we share administrative staff with our sister companies. How do we use our Accountability Chart to prove our true standalone operational costs and defeat these synthetic adjustments?

Question

Tyler Smith · Accepted Answer

When you run multiple businesses under a shared administrative umbrella, buy-side Quality of Earnings teams will inevitably try to load your historical books with high corporate overhead assumptions. They want to adjust your EBITDA downward by claiming you will need a full suite of expensive, standalone executive positions post-close. You must fight these synthetic adjustments with hard data.

Your primary weapon is your EOS Accountability Chart. This chart visually defines every seat in your organization, who fills it, and the exact deliverables they are responsible for. Use it to map out exactly how much time your shared administrative staff actually spent supporting the entity being sold.

For example, if a shared CFO spends only five hours a week on this specific business, use time-tracking logs and meeting histories to prove that a full-time, high-priced CFO seat is completely unnecessary. Show how the work can be easily absorbed by a lower-level controller seat that is already accounted for in your historical numbers.

By demonstrating that your existing, lean team has the capacity and the right GWC, or Get It, Want It, and Capacity to Do It, to manage the operational seats, you can prove that the buyer does not need to hire an expensive, redundant corporate layer. Presenting a clear, logical Accountability Chart alongside your actual operational scorecards forces the QoE team to back down from arbitrary overhead allocations and accept your clean, historical EBITDA.