What is transaction advisory services (TAS), and what does it include?
Transaction advisory services (TAS) are the deal-support work accounting and advisory firms provide when a business is bought, sold, financed or separated: financial due diligence, quality of earnings, working capital and debt analysis, tax structuring, valuation and separation support. Because TAS partners meet owners preparing for a sale or financing, they are well placed to raise adjacent options.
Transaction advisory services, defined
Transaction advisory services, usually shortened to TAS, is the part of an accounting or advisory firm that supports deals rather than annual reporting. A TAS team helps buyers, sellers, lenders and boards understand what a business really earns, owes and needs before money changes hands.
At a CPA firm, TAS usually sits within advisory alongside valuation and restructuring, and draws on accountants trained in audit and tax. Clients range from private equity funds running buy-side diligence to founder-owners getting a company ready for sale.
What do transaction advisory services include?
| Service | Who usually hires it | Main deliverable | When in the deal |
|---|---|---|---|
| Buy-side financial due diligence | PE firms and strategic acquirers | Report on earnings, working capital and debt | After the LOI, during exclusivity |
| Sell-side quality of earnings | The seller | A quality of earnings report shared with bidders | Before marketing |
| Net working capital analysis | Buyer or seller | A proposed peg with support | Before signing |
| Tax due diligence and structuring | Buyer or seller | Exposure review and structure memo | Before signing |
| Valuation | Board, buyer or seller | Valuation or purchase price allocation | Before or after closing |
| Separation support | Parent or buyer | Standalone financials and TSA cost analysis for a carve-out | Before and after signing |
| Post-close support | Buyer | Opening balance sheet and reporting setup | After closing |
Not every firm offers every line; smaller practices may concentrate on the first two or three.
Transaction advisory vs audit
An audit gives an opinion on historical financial statements for many users; transaction advisory work gives one buyer, seller or lender analysis for one decision.
| Dimension | Audit | Transaction advisory |
|---|---|---|
| Purpose | Opinion on whether statements are fairly presented | Analysis to support a deal decision |
| Users | Shareholders, lenders and regulators | The party that engaged the firm |
| Independence | Required | Depends on the engagement and on whether the firm also audits the company |
| Focus | Historical results at period end | Run-rate earnings, adjustments, risks and a forward view |
| Deliverable | Audit report | Diligence or QoE report, models and memos |
| Calendar | Annual reporting cycle | Deal timetable, often a few weeks |
When the same firm audits a company and advises on its deal, independence rules limit what the advisory team can do. The company's status as an attest client also restricts whether the firm can accept compensation for recommending anything to it.
Why TAS partners are natural introducers
TAS partners meet owners when they are taking stock of the whole business, which is when overlooked assets get noticed. Those moments are becoming more frequent: McKinsey estimates that about six million US small and medium-size businesses will face ownership transitions by 2035 as baby boomers retire, with more than one million viable candidates for sale.
| Moment | What the TAS team sees | How a data license can come up |
|---|---|---|
| Sell-side readiness or QoE | Systems, history and revenue quality | The owner asks what else the business could earn |
| Financing or recapitalization | Lender questions about assets and cash | One-time proceeds without dilution |
| Separation work | Shared systems and record ownership | Which entity can license the history |
| A paused or failed sale | An owner rethinking timing | Value from records without selling the company |
Raise it only with your own client and only with that client's consent. A buy-side target is not your client, and what you learn in diligence stays inside that engagement. For sell-side clients, an exit readiness assessment is a natural place to put the question on the agenda.
How a data license shows up in deal work
A license the company has signed, or is negotiating, becomes a diligence item like any material contract. Expect questions about exclusivity, term, what was delivered and whether the payment is one-time.
Revenue recognition matters too. Deloitte's ASC 606 roadmap explains that a license gives either a right to use intellectual property as it exists when granted, recognized at a point in time, or a right to access it over the license period, recognized over time. How a data license is structured can therefore affect when revenue is recognized, which is a question for the company's auditors rather than the deal team alone.
Consent and fee checks before you introduce a client
Check professional rules before any paid introduction. Some states adopt the AICPA's commission and referral-fee provisions by reference; Kansas, for example, requires its CPAs and firms to comply with them, including interpretations. Other states write their own rules.
Partners earn 25% of the eligible platform fees SourceX actually collects from the referred company's licensing deals, capped at $100,000 per referred company, payable only after the buyer pays and SourceX receives its fee. The reward is a share of SourceX's fee, never a deduction from the client's proceeds, and any permitted fee should be disclosed to the client.
For fit, the client should be a US company that reached 50+ full-time employees at peak (contractors excluded), with several years of operating records across many systems, the right to license them and an owner or executive who will sponsor the application. The company fit checker gives a quick read, and who qualifies has the full baseline. Your role ends at the introduction: the client works with SourceX directly on inventory, pricing and delivery.
This is general information, not legal, tax or financial advice. Confirm with your own counsel, tax adviser or professional body before acting.
Next step
Add one question about operating records to your sell-side readiness checklist. When a consenting client fits, register as a partner and make the introduction. The referral overview for accountants covers disclosure and workflow.
- Step 1Share your linkSend your personal link to a company you know.
- Step 2Company appliesThe company applies itself at /apply.
- Step 3Buyer selects and paysThe buyer selects and pays for the data and SourceX receives its fee.
- Step 4You get your rewardYour share of SourceX fees becomes payable.
Common questions
Is transaction advisory the same as financial due diligence?
Financial due diligence is the largest part of most TAS practices, but not all of it. TAS also covers sell-side quality of earnings, working capital analysis, tax diligence and structuring, valuation, separation support and post-close accounting. A firm that says it offers TAS usually means it can support a deal from preparation through closing, not only the buyer's review.
Who pays for transaction advisory services?
The party that engages the firm. Buyers pay for buy-side diligence, sellers pay for sell-side quality of earnings and readiness work, and lenders sometimes commission their own review. Because the report is written for the engaging party, other parties can typically rely on it only through a separate reliance or access letter agreed with the firm.
Can a TAS team introduce a buy-side target to SourceX?
Not on its own initiative. On a buy-side engagement the target is not your client, and what you learn sits under the buyer's engagement terms and the target's confidentiality agreement. Introductions belong with your own clients, made with their consent. If the buyer closes and later asks for help, the acquired business can be considered then, as the buyer's company.
Does transaction advisory work require independence?
Not usually in the way an audit does, because most diligence and quality of earnings work is advisory rather than attest work. The picture changes when the firm also audits or reviews the company: independence rules then limit the services the firm can provide and any compensation tied to that client. Check the engagement letter and your firm's independence policies.
When should a seller bring in a TAS firm?
Ideally months before marketing the business, so a sell-side quality of earnings can surface adjustments, working capital issues and documentation gaps while there is still time to fix them. Early work also gives the owner a clear view of every asset the company holds, including records that might be licensed separately, before buyers start asking questions.
Related pages
- What is a quality of earnings report, and how does it treat one-time income?
- What is a carve-out transaction, and who keeps the records afterward?
- What is an attest client, and why does it decide referral fees for CPAs?
- What is exit readiness, and how do you assess it?
- Check Company Fit for Data Licensing
- Which US businesses are a fit for a SourceX data licensing introduction
Free resources
- MCP ROI calculator — Estimate hours saved, implied savings and first-year ROI from MCP.
- Business exit readiness assessment — A preliminary exit readiness score and checklist for advisors.
- SDE vs EBITDA calculator — Seller's discretionary earnings next to market-rate EBITDA.
- All free tools · MCP resource center
By SourceX Partnerships Team · Published 2026-10-09 · Updated 2026-10-09
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