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What red flags should I look for in a seller's financial statements?

Revenue patterns tell you a lot. Look for declining sales over the past two to three years that the seller explains away with temporary factors. Check customer concentration because if one or two customers represent more than 30% of revenue, you’re buying a business that could collapse if those relationships don’t transfer. Cash-heavy businesses need extra scrutiny because unreported cash sales mean you’re paying for revenue that doesn’t officially exist.

Personal expenses running through the business are common in small companies. The owner’s car, phone, meals, travel, and sometimes even home expenses show up in the books. Sellers often present “adjusted EBITDA” that adds these back to show higher profit. Some adjustments are legitimate. Others are creative accounting to inflate the purchase price. Ask for documentation supporting every adjustment.

Be suspicious of sudden improvements in the months before listing. Expenses dropping sharply, margins improving dramatically, or revenue spiking right before a sale suggests the seller staged the financials. A business that ran 15% margins for five years then hit 22% in the last six months deserves questions about what changed.

Compare tax returns to the financial statements the seller provides. Business purchase analysis should always include this step because sellers rarely overstate income to the IRS. If the internal financials show $500,000 profit but tax returns show $300,000, find out where the gap comes from.

Receivables aging matters. Old receivables that have been sitting unpaid for 90 or 120 days probably won’t be collected. If the seller values the business based on assets including uncollectible receivables, you’re overpaying. Same logic applies to inventory. Obsolete stock sitting in a warehouse has minimal actual value regardless of what the balance sheet says.

Missing documentation is its own red flag. A seller who can’t produce bank statements, contracts, or source documents for major transactions either has something to hide or runs a disorganized operation. Both scenarios create risk for you as a buyer.

Working with an LA County bookkeeper for small business acquisitions means having someone who knows where problems typically hide in small company financials. A few hours of professional review often uncovers issues that save you from a bad deal or give you leverage to negotiate a better price.

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More Questions

What does it mean to close the books at month end?

Closing the books means finalizing all financial activity for a period so your records are accurate and complete. This includes reconciling bank accounts, categorizing transactions, making adjusting entries, and generating financial statements you can rely on.

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How do I track accounts receivable and follow up on late payments?

Use an aging report to see all outstanding invoices grouped by how long they've been unpaid. Build a consistent follow-up schedule with reminders before due dates and escalating contact as invoices age. The key is having a system and sticking to it.

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How do I assess the true profitability of a business for sale?

Start by normalizing the financials. Sellers present adjusted numbers that add back owner salary, personal expenses, and one-time costs. Your job is to verify those adjustments and determine what profits will look like under your ownership.

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How do I track client trust funds separately from operating expenses?

Client trust funds require a separate bank account from your operating account. In your books, trust deposits create a liability to clients until fees are earned and transferred.

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How do contractors track job costs and project profitability?

Assign every expense, labor hour, and subcontractor invoice to a specific job in your accounting software. Compare actual costs to your budget weekly so you catch overruns while there's still time to adjust.

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How do solo attorneys handle bookkeeping and trust accounting?

Solo attorneys typically handle operating bookkeeping like any small business while treating trust accounting as a separate, compliance-driven process. Many start doing both themselves but eventually outsource trust accounting as caseload grows and reconciliation becomes time-consuming.

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Villa Group is a San Marino accounting firm serving small businesses across Los Angeles County. We handle bookkeeping, payroll, CFO services, and business sale preparation. Led by Christian Villalba, MBA, with over a decade of experience and 400+ clients served.

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