Glossary Β· Fundraising process Β· Updated 28 August 2026
A data room is the secure online space where a startup gathers the documents investors review during due diligence. It replaces emailed attachments with traceable, revocable, organised access, so you know who read what and for how long.
Two things share the name. The teaser data room holds the deck and headline metrics, and is shared broadly early in the process. The diligence data room holds the sensitive material β contracts, accounts, disputes β and only opens after the term sheet, often folder by folder.
The real value is not storage, it is telemetry. Knowing a fund spent eleven minutes on your churn page and never opened the roadmap tells you exactly which objection to prepare for the next meeting. Emailing a PDF tells you nothing.
GDPR here is not decorative. A data room holds employment contracts, customer data and sometimes personal data. Hosting that on a consumer file-sharing link, with no access log and no way to revoke, exposes the company during the exact period an investor is auditing your compliance.
Example: what a seed data room should contain
What a European seed fund expects to find, by folder. A missing block reliably triggers a request.
| 01 β Corporate | Current articles, company registration, share register, cap table |
|---|---|
| 02 β Financial | Last 2 years of accounts, trial balance, 3-year forecast, cash plan |
| 03 β Legal | Shareholders' agreement, T&Cs, major customer contracts, leases, disputes |
| 04 β People | Employment contracts, org chart, option grants, vesting schedule |
| 05 β Product and tech | Architecture, roadmap, open-source dependencies, security policy |
| 06 β Commercial | Cohorts, churn, pipeline, top 10 customers and revenue concentration |
| 07 β Intellectual property | Trademarks, IP assignments from freelancers and founders |
Folder 07 blocks more closings than any other in practice: a freelance developer who never signed an IP assignment means the startup does not own its own code.
The common mistake
Opening the whole data room at first contact. You lose the leverage of sequencing, you expose customer contracts to funds invested in a competitor, and you can no longer read real interest because everyone saw everything at once.
Frequently asked questions
How is a data room different from a shared Google Drive?+
Traceability and revocation. A data room logs who opened which document, when, and for how long, and lets you cut access afterwards. A public share link gives you neither, and leaves the file readable by anyone who obtained the URL.
When should the diligence data room be opened?+
After the term sheet, not before. Until then a deck and headline metrics are enough. Opening customer contracts and detailed accounts to a fund that has committed to nothing is giving away competitive information for free.
Related terms
Prepare your raise with the right documents
Onefive brings the dataroom, the investor network and the startup profile into one workspace, built for European teams from pre-seed to Series A.