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A virtual data room (VDR) goes beyond being a convenient cloud-based document hosting platform. Preventing accidental exposure of sensitive information is crucial to facilitate sharing of crucial documents in M&A or private equity transactions without hindering due diligence. Its primary function is to ensure the smooth sharing of crucial documents without compromising confidentiality..Therefore, one of the key features of a VDR is its access control capabilities.

The administrator of a VDR has the authority to manage access and permissions at the group level (e.g., investment bankers) and the individual level. This means not only specific files or documents can  receive permissions, but even individual pages within a document can be made accessible based on the specific needs of the reviewer.

Granting improper access can lead to a slowdown in the due diligence process, jeopardizing the success of the transaction and potentially impacting the deal’s overall value. Thereby, to fully leverage the benefits of a VDR’s access and permissions features, it’s essential to comprehend how these tools operate and contribute to the efficiency or improvement of the transaction. 

What Is Virtual Data Room Access Control?

Access control, commonly used in information technology, means making sure the right person can access the right stuff at the right time. These assets may include documents, data, applications, devices, and even entire networks.

The term “access control” is also used in physical security contexts, allowing employees, suppliers, and partners to enter a building or specific physical spaces.

Access Control Lists

As the name suggests, Access control lists are groups of individuals granted access or permission based on specific criteria. It may define policies, or in the context of a transaction, senior management of participating companies may establish them. 

For instance, IP specialists engaged during due diligence to assess a target company’s intellectual property assets. It may need to be given access to the company’s HR and salary records.

Access Control Lists Are Essential for Document Security Permissions

The primary advantage is security, ensuring that documents do not fall into unauthorized hands. Unauthorized access to a document may occur if someone outside the review team is mistakenly granted access. The possibility of a VDR being hacked exists. However, a reliable VDR solution incorporates robust security protocols and complies with stringent data compliance standards.. In addition to controlling access, a VDR can limit permissions related to what a user can do with the documents. Some users can only read a document, while others may be allowed to download specific documents.

Access control and associated lists can be complex. However, the right platform, especially with dashboards displaying user activity, can streamline the process. These insights add value to the due diligence process by ensuring there are no security issues or bottlenecks.

Guide To Creating Access Control Lists

Always choose a VDR partner that simplifies the creation of access control lists without requiring extensive internal IT resources. This  process typically involves a few steps, such as uploading a list of contacts in CSV format.

Workspace administrators can assign access levels and document permissions based on preferences provided by the leading company in the deal. It is often the acquiring company in a merger and acquisition (M&A) or the private equity firm in a private equity placement. 

Professional services providers, like accounting firms and valuation specialists, may request access to specific data and documents.

Establish Your Virtual Data Access Permissions

Executives, bankers, accountants, and consultants need a solution to securely manage document sharing and review. Virtual deal rooms, such as those offered by LockRoom, facilitate due diligence and document management for M&A, private equity, and venture capital transactions. They support various stakeholders with the accessibility and security required.

Your VDR Data Should Be Accessible To Who?

Whether you are utilizing your virtual data room (VDR) for an upcoming financial transaction or as a corporate document repository, it is crucial to consider who requires access to your data. Establishing appropriate permissions in advance will facilitate smooth business transactions and prevent unnecessary obstacles that could delay a deal. Here are some key groups that will need access to your data:

Leadership/Internal Stakeholders

Ensuring that all executives and the leadership team have efficient access to company information is essential. This can prevent breakdowns in communication, particularly when they are located across multiple offices. Virtual data rooms enable executives to share sensitive corporate documents exclusively with employees who need access to specific information.

Board Oof Directors

Board members often desire significant involvement with a company’s leadership team and other operational facets. However, board members may not always be nearby or visit the office headquarters frequently. 

In such cases, where key personnel are dispersed globally, it is crucial to have a system that allows for instant, secure sharing of information. Storing documents in a VDR and granting access to remotely located board members is an effective way to ensure quick and secure sharing.

Human Resources

The HR department is responsible for maintaining employee records and requires a secure system for managing confidential information. Employee titles, salaries, benefits, bonuses, health insurance plans, and stock options should all be included in your virtual data room.


Reputable investors typically require extensive disclosure of information about a company’s operations, practices, and finances. Meticulous record-keeping is essential, even for a small investment, as it involves a detailed review of a company’s dealings. Well-organized records not only impress prospective investors but also facilitate the progress of any investment deal. 

Establishing a corporate repository from the early stages of a company’s existence and regularly organizing necessarydocumentation ensures meticulous maintenance of records. If an online database, such as a virtual data room, is utilized, it can quickly become the starting point for a deal room if a due diligence investigation is necessary.

Strategic Partners

Even if companies do not formally merge or acquire another business, it often makes sense to partner with other firms to provide goods or services or to engage in an entirely new venture. Such partnerships typically involve substantial data sharing. 

A VDR proves invaluable in this scenario, assuring leaders involved in the partnership that all valuable data will be protected.

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