Setting up a data room is crucial for managing sensitive documents during transactional processes like mergers and acquisitions, due diligence, or fundraising. Understanding how to set up a data room effectively is key to ensuring secure collaboration, streamlining document handling, and enhancing transparency. A well-structured data room can lead to a successful and fast close. This guide provides an efficient, step-by-step approach to setting up your data room.
What is a data room?
A data room is a secure online repository where companies store, organise, and share confidential documents. It’s essential for processes throughout the entire deal cycle, such as ongoing asset management, deal preparation, due diligence, and closing. Virtual data rooms are the industry standard, offering advanced features powered by AI, real-time activity tracking, and robust security measures.
Step 1: Define your data room’s purpose
Before setting up a data room, establish its primary purpose. Are you managing a merger and acquisition? Selling a real estate asset? Preparing for a regulatory audit? Facilitating fundraising? Each scenario requires specific documentation and access controls.
Step 2: Choose the right data room provider
Selecting the right virtual data room provider is critical. Look for these features:
- Security: Georedundant servers in Europe, GDPR compliance, and ISO certifications.
- User-friendliness: An intuitive interface ensures ease of navigation for all stakeholders.
- Smart features: An advanced data room will have intelligent, AI-powered features that maximise speed and efficiency.
- Advanced permissions: Granular access controls for different user groups.
- Support: 24/7 customer support and onboarding assistance.
- Notifications: Customisable notifications to fit your needs.
Drooms’ platform, for instance, excels in security, speed, and user experience.
Step 3: Organise your data structure
Well-organised data is the backbone of a fast transaction. Follow these best practices:
- Use predefined index: Use an existing index, such as the Drooms M&A or Real Estate Indexes, to create a stucture in your data room with ease.
- Consistency: Standardise file naming conventions to avoid confusion. Advanced data rooms have AI-powered features, such as Auto Allocatoin and Auto Naming, that can automate this process.
Step 4: Upload and manage documents
Once your structure is ready:
- Digitise physical documents: Ensure they are readable and up to date. The Drooms Services Team can support you with this.
- Bulk upload files: Advanced data rooms support drag-and-drop functionality for faster uploads, or even have a dedicated Inbox for every data room.

Step 5: Set user permissions and roles
Grant access based on users’ roles. Define permissions at granular levels to restrict sensitive information. Common access levels include:
- View-only: For stakeholders who need to review but not download or edit documents.
- Download: For those who are allowed to download the documents to their local drive.
- Edit: For team members contributing to document preparation.
- Admin: Full access to manage the data room and its users.
- Q&A Flow: Set up a Q&A workflow that meets your needs.
Step 6: Customise security features
Enhance security with:
- Watermarking: Prevent unauthorised sharing of sensitive data.
- Two-factor authentication: Add an extra layer of protection for logins.
- Activity tracking: Monitor document access and user activity.
Step 7: Conduct a final review
Before making your data room live:
- Check permissions: Ensure all user roles are correctly assigned.
- Red Flag Report: Identify any risks and opportunities across your documents using keywords and categories using a red flag report
- Pre-Due Diligence: Ask the Drooms Services Team to conduct a pre-due diligence to ensure you are transaction-ready.
Step 8: Maintain and update your data room
Regularly review and update your data room to ensure accuracy and compliance:
- Audit user activity: Identify inactive users and revoke unnecessary access.
- Update documents: Remove outdated files and upload the latest versions.
- Q&A: Review and answer questions in the Q&A feature.
Step 9: Archiving
After completing your transaction, move your data room to a secure Online Archive. Securing and preserving transaction data post-deal is crucial for compliance, audit readiness, and corporate governance. An Online Archive ensures all data related to your deal is safely stored in a digital space. This digital preservation in the cloud replaces traditional physical data carriers like USB sticks, eliminating the inconvenience and security risks of USB sticks.
Closing Checklist
For a detailed, step-by-step guide for transactions, download the Drooms closing checklist here.
Conclusion
Setting up a data room effectively can significantly enhance your organisation’s document management and transaction capabilities. By following the steps outlined above, you can create a secure, efficient environment that meets your business needs.
Ready to transform your transaction processes? Learn more about Drooms Transaction and discover how our secure, scalable data room solutions can support your next deal.