Data room

A data space is a collection of documents, which (DD) is established by the company to be sold for the purpose of due diligence. This data space all materials will be provided, which will provide the company selling to the buying company.

Other users of data rooms are large projects, such as Construction or engineering projects where the project stakeholders documents, schedules, invoices, meeting minutes, and much more exchange and execute according to certain rules.

The data space is usually not set up in the company, but at a neutral location, such as the attorney who represents the company. Likewise, virtual data rooms are possible.

  • 2.1 Planning 2.1.1 Data volume
  • 2.1.2 Data Room Rules
  • 2.2.1 Data space employee
  • 2.2.2 Data space work

Types of data spaces

Physical Data Room

A physical data room is a collection of documents that is provided on a particular site.

Electronic Data Room

With the growth of international corporate transactions and therefore the need, consultants and interested parties about the country's borders to allow access to a data room, the use of IT-based digital data rooms is through increasingly. A digital data space here allows protected access to information as part of due diligence. These are structured in a digital archive and secured via a secure encryption and password entrance area from unauthorized access.

Advantages of electronic data room

  • Good, efficient access for distributed teams
  • I.d.R. structured data collection

Disadvantages of electronic data room

  • Hampered communication between different teams on the Buy Side
  • Systematic evaluation of due diligence priorities of the buyer by the seller can

Green data space

The green data space is a data space that is made ​​available to all parties involved in the transaction process after signing a confidentiality agreement.

Red data space

The red data space is only given to a select group of people to knowledge. It is typical that only consultants that are berufsständisch sworn to secrecy, access to the red data space is given. Among the consultants who are sworn to secrecy berufsständisch include lawyers, accountants and auditors. Often the red data space is also only open in a later transaction phase, so that only receive the tenderers who are in the final stages of the transaction process access.

Expiration

Planning

Data volume

The documents provided in the data space are dependent on various criteria. It should always ask the question, what does divulge the company at this stage. This includes getting the audited annual financial statements, company contracts and the overview of employees. It must always be as much information as ( for a sale ) needed any, but without disclosing now also trade secrets, such as return on sales to individual customers.

Data room rules

For the data space certain rules that are strictly monitored are:

  • The users of the data space must be named before the DD
  • The users of the data space to sign the data room rules
  • The presence is documented by appropriate lists
  • There must be no documents are removed from the data space
  • It may not be created photocopies or photographs, copies are allowed
  • Regulatory compliance is monitored by constantly in the data space Present supervisory staff

Implementation

Data room staff

This is a compiled by the buyer side bar of lawyers, accountants, experts from the buyer. Depending on the orientation of the potential acquisition nor experts in the fields of trademark and patent law, administrative law, tax law, environmental law and environmental engineering, computer experts or insurance experts are consulted beyond.

Data space work

All employees designated by the data room rules have access and therefore access to the documents in the data room. This will check the documents and critically evaluate the contents accordingly.

During the audit, it is possible to request copies of certain documents and to ask further questions. The seller may agree to these requirements in whole or in part, and answer the questions completely or partially. The buyer is not entitled to the issuance or answer, but will make its decision on the purchase may depend on it.

Since the beginning of the data room procedure is not known which documents are to be obtained later as a copy, the data room staff shall endeavor possible write off of all relevant documents (PC, handwritten ) or dictate.

Another instrument is the manager presentation, in which the company management presents the company and, if necessary, answered questions about the company directly.

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