Buyside advisory is bought by acquirers who want a company that is not on the market, and it is the one advisory mandate with no external force setting a timetable. That absence is what makes it drift: the retainer runs, the approaches continue, and nothing forces a decision in either direction. Four things insisted on before signing prevent most of it, and none of them is unusual to ask for.
The target list, agreed rather than delivered
Built with the client, with the rationale for each name and an explicit note of who was excluded and why. A list the client did not help build gets second-guessed at the first refusal, and that second-guessing is where a buy-side relationship usually breaks down.
A defined approach, decided once
Who makes it, in whose name and saying what. An adviser approaching in their own name gets a different reception from one approaching on behalf of a named acquirer, and owners who are not selling react badly to anything that reads like a broker's letter. Decide it once rather than target by target.
A written monthly account
Who was approached, what came back, what changed in the list. Brief, and the same shape every month, so that a run of nothing is visible as a run of nothing rather than as a series of encouraging conversations. That visibility is what allows a mandate to be ended honestly.
A review point with a real decision
Six months, at which the parties re-scope or stop. Without it the default is indefinite continuation, and on this site's worked example a $12,500 monthly retainer is $112,500 over nine months, which is a great deal to spend on a default nobody chose.
Questions people ask about buyside advisory
Why does buyside advisory drift?
Nothing external forces a decision, so unless the parties set milestones the default is indefinite continuation on a monthly retainer.
What is the most important thing to agree?
The target list, built with the client including exclusions. It is what stops the first refusal turning into a loss of confidence.
What should the review point decide?
Re-scope or stop. On the worked example a $12,500 monthly retainer is $112,500 over nine months.