Ironclad vs LinkSquares for RIAs: Fee Schedules and Fiduciary Language

Every client's advisory agreement should reflect the fee schedule, fiduciary duty language, and custodial arrangement disclosed in the firm's current Form ADV. When agreements are individually negotiated over time, perhaps a legacy client on an older fee tier, or a household with a custom arrangement, that drift accumulates quietly until an examiner asks for a sample of client agreements and finds inconsistency with what's publicly disclosed.

As new households onboard, routing the advisory agreement through a workflow that checks fee schedule and fiduciary language against the firm's current Form ADV, before signature, prevents new drift from being introduced. Ironclad's approval-chain model fits this well, particularly for firms where multiple advisors are each bringing on new clients somewhat independently.

For an established RIA, the more urgent problem is usually the legacy book: years of client agreements that may have drifted from current ADV language without anyone tracking it systematically. LinkSquares's repository analytics are suited to running that kind of full-book comparison, flagging which client agreements are inconsistent with current disclosures before a routine or triggered exam surfaces it instead.

• Pull a sample of client advisory agreements across different tenure lengths
• Compare each fee schedule against what's currently disclosed in Form ADV Part 2A
• Flag any client on a fee structure that no longer matches current disclosure
• Confirm custodial agreement references are current, not naming a custodian the firm no longer uses

An annual review, timed ahead of your ADV update, catches most drift before it becomes a multi-year problem.

Fiduciary duty language in advisory agreements should be unambiguous and consistent, since this is core to what distinguishes an RIA's obligations from a broker-dealer relationship. Any client agreement using outdated or ambiguous fiduciary language is worth flagging for legal review, not just fee-schedule reconciliation.

Every RIA accumulates a set of legacy clients over time, households who joined years ago under a fee schedule that predates the firm's current standard pricing, sometimes grandfathered deliberately, sometimes just never updated. These legacy agreements are the ones most likely to have drifted furthest from current Form ADV disclosure, since they've had the most time to age without anyone specifically revisiting them.

Rather than folding legacy agreement review into the same annual process as newer client agreements, it's worth running as its own dedicated track: pull every client who joined more than five years ago, compare their current fee schedule and fiduciary language against the current ADV, and make a deliberate decision about each one, update the agreement to match current disclosure, formally document the grandfathered exception if that's the intended outcome, or flag it for advisor outreach if the discrepancy needs a client conversation.

The worst outcome isn't having grandfathered clients, that's a normal and defensible business practice when it's deliberate and documented. The worst outcome is having agreements that drifted from current disclosure by accident, with no clear record of whether the firm intended the exception or simply lost track of it. An examiner can generally accept the former. The latter is where findings come from.

Running this legacy review on a fixed annual schedule, rather than only when a specific concern prompts it, is what actually keeps it from being deprioritized in favor of more urgent client-facing work. A compliance calendar that names a specific month for the legacy book review, tied to the ADV update cycle, gives the task the same standing as other recurring compliance obligations rather than leaving it as something that gets pushed indefinitely. That kind of discipline, run consistently every year rather than in the occasional busy stretch before an exam, is what actually keeps a growing RIA's disclosure and its practice in sync as the client book ages.