The following Corporate guidance note provides comprehensive and up to date legal information covering:
This Practice Note, which applies to both share purchase and asset purchase transactions, explains:
the differences between a physical data room (a room filled with documents in a set location) (PDR) and a virtual data room (an online data repository to which documents are uploaded) (VDR) and the factors involved in choosing which of the two to use
a summary of the key organisational issues for the seller and the seller's team of advisers to consider when setting up a data room, including how to decide what to include and how to organise the data room, and
the documentation which should be drafted by the seller/seller's advisers and executed by those accessing the data room (namely a confidentiality agreement and data room rules)
Different data room procedures will apply depending on whether a PDR or VDR is being used, but the rationale for setting up a data room is the same in both instances.
It will be important for the seller to identify appropriate senior individuals within its/the target's organisation to provide the documents to its advisers for inclusion in the data room. Senior management within the seller should discuss with their advisers which documents should go into the data room. The data room will only be as good as the information contained in it and the seller will want to make
**Trials are provided to all LexisPSL and LexisLibrary content, excluding Practice Compliance, Practice Management and Risk and Compliance, subscription packages are tailored to your specific needs. To discuss trialling these LexisPSL services please email customer service via our online form. Free trials are only available to individuals based in the UK. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.
To view the latest version of this document and thousands of others like it, sign-in to LexisPSL or register for a free trial.
Existing user? Sign-in
Take a free trial
0330 161 1234
To view our latest legal guidance content,sign-in to Lexis®PSL or register for a free trial.