Data rooms when buying a business: access, documents and AI help

How buyers use the data room: who gets access, folders and watermarks, Ask the data room with AI, and which documents you should expect to find.

4 min readUpdated


The data room is where the seller places the documentation for the business: accounts, statements from the bank or payment provider, traffic reports, the lease, supplier and customer agreements and the like. It is the basis for your due diligence — your review of the business before you commit. The documents are always private; others cannot see that they exist. This guide shows the data room from the buyer’s side. The seller’s preparation is covered in due diligence when selling.

Who has access to the data room?

  • The seller.
  • Buyers with an approved NDA.
  • Buyers with an accepted offer or a deal in progress.

The seller can let access expire after 30, 60 or 90 days or on a specific date — or let it run without an expiry — and can withdraw or reopen access. You are told about the deadline and can always see it. Once the listing is sold or removed, the data room closes for everyone except the buyer in the deal. You see all your access and its deadlines under NDAs and data rooms, including data rooms you have access to through an offer or a deal.

How the data room is organised

  • Folders: Finance, Traffic and marketing, Technical, Legal, Operations and suppliers, Customers and Other.
  • View and download: you can open documents in the browser or download them. The seller can mark a document as the accounts, so it appears as «Download accounts».
  • Watermark: PDFs and images you open or download are stamped with your name, email and the date. The original is not changed.
  • Access log: the seller can see which documents each buyer has opened or downloaded.

Ask the data room with AI

With Ask the data room you can get a summary of each document and ask questions about the content, such as «What was the gross margin last year?» or «When can the lease be terminated?». The answers are based only on the text in the documents and refer to the document and page, so you can check them yourself. Your questions are private and not seen by the seller, and there is a daily limit. In a discreet sale, names, CVR numbers and web addresses are hidden in the answers until the seller has revealed the business’s identity.

AI can be wrong

Use the answers to find your way through the material faster — not as evidence. Always check the figure in the source, and ask the seller questions in your conversation or with Ask the seller in a DD checklist.

Which documents should you find in the data room?

FolderTypical documents
FinanceAnnual reports and trial balance for 2–3 years, figures for the current year, statements from the bank, payment provider or till system.
Traffic and marketingReports from the analytics tool, ad accounts and newsletter (number of subscribers, not people).
TechnicalAn overview of domains, hosting, platform, code and accounts included in the sale.
LegalCompany documents, trademarks, licences, the lease and any permits.
Operations and suppliersSupplier agreements, leasing, insurance and a description of day-to-day tasks.
CustomersRevenue split by customer (anonymised), major customer agreements and subscription data for SaaS.

If something is missing, ask for it in the conversation — and note it in your checklist. Use Sitavo’s free due diligence checklist, or buy the DD checklist tailored to the listing (DKK 195), where you mark each item as OK, problem or not relevant and send questions straight to the seller. Read the checklist before you buy for a more thorough review.

File types and sizes

TypeFormatsMax. size
Documents in the data roomPDF, Excel, CSV, Word, ZIP, PNG, JPG, WebP25 MB per file, up to 10 documents per listing
Files in a conversationPDF, spreadsheets, Word, text, images and ZIP25 MB per file

If the seller has more files than the data room can hold, the rest can be sent as files in your conversation — they are also visible only to the two of you. A good way to work is to start with the finances: reconcile the revenue in the annual report with the statement from the bank or payment provider for the same months. Then move on to the agreements, and finally to technical matters and operations. For each document, note what it confirms and what questions it raises, so you have one complete list when you discuss the price with the seller.

Respect confidentiality: the documents are covered by the NDA you signed, even after your access has expired. Delete the material if you do not go ahead and the seller asks you to.

Frequently asked questions

  • With an approved NDA or an accepted offer. If the listing requires an NDA, sign it on the listing and wait for the seller’s approval.

  • Yes. The seller can see which documents each buyer has opened or downloaded. Your questions in Ask the data room, however, are private.

  • PDFs and images get a watermark with your name, email and the date when you open or download them. It protects the seller’s confidential material.

  • The seller can set a deadline for access. Message the seller if you need more time — the seller can reopen access.

  • The answers are based only on the documents and refer to the source, but AI can be wrong. Always check the figure in the document before you use it.

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