Prepare and share a data room

Scenario

You are on the deal team advising Cardiolytix, a Series B healthtech company raising its next round. You have the company's documents, and an investor, Halden Partners, is waiting to start its review. You are finished when Halden Partners can sign in to a Deal Portal, sees a numbered index containing exactly the folders you chose to share, and you can see that they have arrived.

The demo project in every new account is this deal, already organised, so you can follow along without uploading anything.

Preparation

Three things make the rest of the work straightforward. You need to be an owner of the project: members can help organise files, but only owners publish and create external groups. The documents should be on your computer, in whatever folders you keep them; how they were stored has no bearing on how the data room will be organised. And you should know which folders each investor may see, because access is granted per group and per top-level folder, and it is easier to decide that before anyone is invited than while they wait.

Phase 1: Create the project and upload the documents

Every deal lives in a project, which holds its data room, its Q&A and its team. Create a project with the wizard, then go to Files and upload the documents with Upload.

Uploads land in the Workspace. The Workspace is your team's working area: everything you upload is kept there, in its original form, and no external user ever sees it. The data room the investor will navigate is a separate, curated view that you build in the next phase, so you do not have to sort anything before uploading. Upload everything you have, or start with a first batch that covers the investor's opening questions; files can be added at any time, including after the room is shared.

The Workspace holds the raw uploads. Each row shows the file's processing status and, once placed, its index reference.

Each file shows Processing while the app reads it, then Ready. When every file reads Ready, this phase is done.

Phase 2: Organise the Dataroom

The Dataroom tab is the numbered index the investor will see: sections such as 1 Corporate & Governance, subfolders inside them, and within each folder the documents expected there. Those expected documents are placeholders, named slots such as 1.2.1 Board Meeting Minutes. A placeholder exists before any file does, which is what lets the index show what is still missing. Filling the index means mapping the Workspace files onto placeholders; the upload stays where it is, and the Dataroom shows it under the placeholder's name with its own index number. How the Dataroom index works explains this model in full.

Start by giving the room its shape. A new project offers a template library, an AI-generated structure from the company description, a clone of another project or an import from a spreadsheet; the demo project already has a finished structure. Then refine the structure with Edit placeholders: rename sections, add the documents you expect, and give each placeholder a short placement instruction saying what belongs there. The instruction is not just a note for colleagues; it is what the AI reads when it proposes placements.

Now fill the placeholders. For a handful of files, place them by hand from the Workspace. For a whole upload, let the AI suggest placements: Scan Workspace matches the unplaced files against the folders and placeholders, proposes a slot for every file that clearly fits, and leaves the doubtful ones in the Workspace for you. Nothing moves until you accept a suggestion, so the review is quick and the index stays yours.

The one decision worth taking deliberately here is naming. The Index names toggle at the bottom of the Dataroom switches the list between the original filenames and the names the investor will read. Buyer-readable names such as Audited Financial Statements FY2024 make a room much easier to review, and the original filename stays visible in the Workspace, so standardising costs nothing.

The completion counter at the bottom of the Dataroom, for example 45/45 · 100%, tells you how many placeholders hold at least one file. It does not have to reach 100% before you share; a room is usually published with a few known gaps and filled while the review runs. What matters is that the state chip still reads Preparation, because that is the only state in which the structure itself can change.

Phase 3: Set up the investor's access

Access is arranged before anything becomes visible, in Teams. Invite buyers to a data room walks through it: create an External Group named Halden Partners, add the investor's people, and on the group's Data room access tab grant Viewer on the folders they may see.

The folders you leave at No role simply do not exist in the investor's index. They are not shown as locked, and the numbering of the folders they do see is unaffected, which makes this the right way to hold back material such as HR files until later in the process. Downloads work the same way: they are off unless you tick Can download on a folder, and if the investor may keep copies, this is the moment to set the watermark and download password as well.

Finally, switch the group's External access on. No email is sent yet. The group reads Active in the Teams list and its people show as Queued for publish; they will be emailed when the room is published, which is the next phase.

Phase 4: Publish and share

Publishing is one step that does three things: it moves the data room from Preparation to Published, turns on the Deal Portal, and sends each queued person an invitation email with a personal link. It happens under Project Settings › Deal Portal. A chip next to the portal state lists anything that still blocks publishing, most often the NDA text; resolve those, then select Publish data room and confirm with Publish and send invites.

Before you do, it helps to know what changes at that moment, which The data room lifecycle explains. After publication you can still add files, and they appear to every group with access to that folder. You can retract a file, and the retraction is recorded. What you can no longer do is restructure the index, because the investor is by then quoting its numbers. So publish when the structure is right, not when the last document has arrived: late documents are normal, late restructuring is not.

The portal now reads Enabled, the data room status reads Published, and each invited person has an email in their inbox.

Completion

You are done when the investor's people show Active in the group's Members tab, which happens the first time each of them signs in. From here the day-to-day work is answering their questions, placing late documents and watching who reads what; the room itself needs no further setup. When the review ends and the index must become the permanent record, lock the data room. Locking cannot be undone.