What it is for
A data room does two jobs: it lets a counterparty find what it needs without asking you for every file, and it records what was disclosed and when. The second job matters if anything is disputed later.
A structure that works
- Corporate: constitutional documents, registers, board and shareholder approvals
- Commercial: customer and supplier contracts, with any change-of-control terms flagged
- Financial: statements, management accounts, and the reconciliation between them
- People: employment terms, equity arrangements, contractor arrangements
- Regulatory: licences, permissions, correspondence with authorities
Access governance
Permissions should be per counterparty and per folder, with an access log. Blanket access to everything is both a commercial and a confidentiality problem.
Related reading
- Read
What institutional diligence actually examines
Readiness work is mostly unglamorous: cap table accuracy, corporate approvals, reconciled numbers and consistent metrics.