Skip to content
RainMakerz

A data room that reasons

Index and publish the room by bidder group, and let bidders ask questions answered only from what they may see.

Below the introduction, a product window plays one sell-side data room, Project Velloran, in three steps. Index: the numbered index of 8 folders and 412 documents, where 4 Legal opens and 4.3 Change of control lists its 5 documents with their status, then Set access. Access: the permissions grid of groups by folders in a draft, where Bidder A's 2 Financial moves from Download to View, and the effective difference shows 3 groups affected, 2 gains and 1 loss, with 96 documents staying readable in the viewer, then Commit. Ask: Bidder A's watermarked view of the share purchase agreement, where the room assistant answers which consents the Ostravel licence needs, citing clause 8.3 on page 14 and a published answer, and the first citation outlines clause 8.3. Choose a step to open it.

Index

INTERNAL

A numbered tree, ready to fill. The room’s spine, numbered and shared.

8 folders · 412 documents

2 Financial

96 documents · Visible to Bidder A and Bidder B

FolderDocumentsVisibility
2.1Audited accounts12Visible to Bidder A and Bidder B
2.2Budgets and forecasts9Visible to Bidder A and Bidder B
2.3Management accounts14Visible to Bidder A and Bidder B
2.4Debt and financing7Visible to Bidder A and Bidder B
2.5Vendor due diligence5Hidden from every bidder group

Uploads filed into the index

Each uploaded file arrives with a proposed folder in the numbered index, to accept, change or leave out.

  • A proposed folder for every file
  • Accept, change or leave out
  • Nothing filed without a decision

The upload Velloran_seller_upload_13Sep2026.zip: 7 files, each with a proposed folder in the room's numbered index, except 2 below the line with no confident place. 3 proposals are accepted, 1 changed and 1 file left out. File into the index stays disabled while 2 files have no decision. IMG_4471.jpg is then filed into 1 Corporate from the folder picker, and the button still waits for the last file.

Review the proposal

Velloran_seller_upload_13Sep2026.zip · 7 files · Sarah Chen, 13 Sep 2026

Accepted
Accepted
Accepted
Changed
IMG_4471.jpgNo confident place · /Scans/
Left out

See what each bidder gains first

Changes wait in staging, and the publish diff shows what every group newly sees, by phase, before the batch goes live.

Staging for Project Velloran: 18 staged changes, 11 adds, 2 moves, 2 renames and 3 permission changes, all ticked. Review and publish opens the publish diff against the live room: Bidder A · Hollowmere Capital at Phase 2 newly sees 5 in 2 Financial, 1 in 3 Commercial, 3 in 4 Legal, 1 in 5 HR, 1 in 6 IT & IP, Download on 7 Property; Bidder B · Corrandel Partners at Phase 1 newly sees 5 in 2 Financial, 1 in 3 Commercial, 2.5 Vendor due diligence at View (5 documents); Bidder C · Thalrow Industrial at Teaser newly sees 3.1 Commercial overview at View. 2.5 Vendor due diligence is hidden from every bidder in the live room.

Folders that open by phase

Move a bidder group to its next phase and see the effective difference, folder by folder, before you commit.

The room's phase ladder for Project Velloran: Bidder A · Hollowmere Capital at Phase 2, Bidder B · Corrandel Partners at Phase 1, Bidder C · Thalrow Industrial at Teaser, and no group yet at Confirmatory. Moving Bidder B · Corrandel Partners from Phase 1 to Phase 2 shows the effective difference before commit, folder by folder: 4 Legal None to View, 5 HR None to View, 6 IT & IP None to View, 7 Property None to View, 8 Tax None to View, 2 Financial View to Download; its own override is kept. 4.6 Litigation and 7.3 Environmental surveys stay capped until Confirmatory.

Answer each question once

New questions are checked against earlier ones and published answers, and every draft cites its page before approval.

The Q&A workspace for the room's 40 questions this period, filtered to the 14 open ones by bidder group, with 2 possible duplicates flagged. Review duplicates opens Q-031, "Are any of the top ten customer contracts terminable on a change of control?", beside Q-012, already published, 88% similar, with the published answer and its citations, to link and close.

Has this been asked before? 2 possible duplicates

Similar questions and published answers surface before work starts.

Redactions approved before burn-in

Mark personal data from a preset or by hand, send it for approval, and burn in only what was approved.

Page 14 of 4.2.1 Share Purchase Agreement, clause 9.1, with 3 proposed redaction marks: name (by hand), email (pii preset), phone (pii preset). Submit 3 for approval sends them to a second person with Manage; signed in as Elena Rossi, Approve and burn in 3 turns them into black bars, and the record of decisions adds the approval and the burn-in.

Signed in asPriya Nair· Legal SME

9. EMPLOYEES AND KEY PERSONS

9.1 The Seller confirms that the key persons listed in Schedule 6, including [marked: Martin Keller] (Chief Operating Officer, [marked: martin.keller@velloran-holdings.com], [marked: +44 20 7946 0321]), remain employed on the terms disclosed in folder 5.1.

9.2 No key person has given or received notice of termination, and the aggregate annual base salary of the key persons is £2,430,000 as set out in the Disclosure Letter.

10. CONDUCT BEFORE COMPLETION

10.1 Between the date of this Agreement and Completion, the Seller shall procure that each Group Company carries on its business in the ordinary course and does not, without the Buyer's prior written consent, incur capital expenditure above £500,000 in aggregate.

10.2 The Seller shall give the Buyer reasonable access to the premises, books and records of each Group Company, subject to the confidentiality undertakings in clause 18.

10.3 The Seller shall not permit any Group Company to enter into, amend or terminate any contract with an annual value above £250,000, including the supply agreement with Skelmore Logistics Ltd.

11. LIMITATIONS

11.1 The aggregate liability of the Seller for all Warranty Claims shall not exceed an amount equal to 25 per cent of the Consideration.

Marks on page 14

3 proposed

Marked by Priya Nair · not yet sent

  • Martin KellerBy hand · name · clause 9.1Proposed
  • martin.keller@velloran-holdings.comPII preset · email · clause 9.1Proposed
  • +44 20 7946 0321PII preset · phone · clause 9.1Proposed

A second person with Manage has to say yes.

Every finding traced to its page

Findings carry an evidence chain to the page, and unsourced ones are held back from export until a passage is attached.

The findings register: 11 findings, 9 sourced, 2 unsourced, 3 proposals. Each finding shows its severity, its cited page and whether it is sourced; F-012 is unsourced and held back from export. F-014, "Top three customers are 58% of FY25 revenue", opens to its evidence chain: 2.3.12 Revenue by customer FY25.xlsx, sheet "By customer" · row 14; the fact, Customers A, B and C invoiced £41.8m of £72.1m; the calculation, 41.8 ÷ 72.1 = 58.0%; and the memo line.

Analysis, compliance and sourcing in the same system

Security built for institutional data

  • No model training

    Customer data never trains or updates a model.

  • Siloed per customer

    Each customer's data is kept apart.

  • Encrypted

    Across storage and networks.

  • Zero trust

    Least-privilege access and strong authentication.

  • Your control

    You see and control who accesses your data.

  • SOC 2 and GDPR

    Both in progress, not yet certified.

Open your next data room in RainMakerz