The buy-side Quality of Earnings auditor is challenging our historical owner add-backs, claiming our personal travel, auto, and family payroll adjustments are actually necessary operating expenses. How do we use our Accountability Chart to prove these roles are redundant and defend our adjusted EBITDA?
During a Quality of Earnings audit, the buy-side firm will scrutinize every owner add-back to drag down your adjusted EBITDA and lower your purchase price. To defend your adjustments, you must move past basic spreadsheets and use your EOS Accountability Chart as operational proof.
For family members on payroll or redundant staff, show the auditor your Accountability Chart to prove that these individuals do not own any seats or core measurables. If a family member is drawing a salary but has no seat, they are clearly an add-back. If they do occupy a seat, prove that their responsibilities can be absorbed by existing team members who GWC those roles, or show that a replacement hire would cost significantly less than the current family salary.
For personal travel, auto, and discretionary marketing expenses, map these costs directly to historical Rocks or one-time events that are no longer required for baseline operations. Presenting this clear organizational structure shows the auditor that your leadership team runs the business, not the owner.
Using the Step by Step Exit Business Integrity Review helps you identify these sensitive overhead areas early. By cleaning up your Accountability Chart months before the audit, you present a highly professional, standardized operation that leaves no room for the buyer to discount your adjusted EBITDA.
Category: Valuation & Deal Structure