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Due diligence data room checklist

Everything to include in a due-diligence data room, organised into a ready-to-use folder structure (your data room index). Use it to prepare for a sale, capital raise or investment — and stand the room up in ShareAndGo for free.

Build this data room free

1. Corporate & structure

Certificate of registration / incorporation
Company constitution & shareholder agreements
Cap table and share register
Board & shareholder meeting minutes
Group/ownership structure chart
Director and officer details

2. Financial

Audited financial statements (last 3 years)
Management accounts & current-year YTD
Budgets, forecasts & assumptions
Debt facilities, loans & guarantees
Accounts receivable/payable ageing
Capital expenditure history

3. Tax

Income tax returns & assessments (last 3 years)
BAS / GST records
PAYG and payroll tax
Any ATO correspondence, audits or rulings
Transfer pricing documentation (if applicable)

4. Legal & compliance

Material contracts & customer/supplier agreements
Leases & property documents
Litigation, disputes & contingent liabilities
Licences, permits & regulatory approvals
Insurance policies
Privacy & data-protection compliance

5. Commercial

Top customer & supplier list and concentration
Sales pipeline & key contracts
Marketing & competitive positioning
Product/service descriptions & pricing

6. People (HR)

Org chart & key-person summary
Employment agreements & contractor arrangements
Remuneration, bonus & equity schemes
Superannuation & leave liabilities
Workplace policies & any disputes

7. Intellectual property & IT

Registered trademarks, patents & domains
IP assignment & ownership confirmations
Software licences & key systems
Data, cybersecurity & IT policies
Third-party / open-source dependencies

Turn the checklist into a real data room

ShareAndGo can auto-suggest this exact folder structure, then you drag in documents — AI tags and indexes them, you set permissions and NDA gating, and invite the buy-side with identity-verified access. Free to start.

See due-diligence data rooms

Due diligence data room FAQs

What should be in a due diligence data room?

A due diligence data room is typically organised into sections covering corporate/structure, financial, tax, legal & compliance, commercial, people/HR, and intellectual property & IT. Each section holds the documents a buyer or investor needs to verify the business. Using a consistent folder structure (an 'index') makes the room easy to navigate and signals you're well-prepared.

What is a data room index?

A data room index is the folder structure and document list that organises a data room — effectively the table of contents. A clear index (like the seven sections in this checklist) helps reviewers find documents quickly and is itself a sign of a well-run process.

How do I set up a due diligence data room?

Create a secure data room, build the folder structure from a checklist like this one, upload your documents (AI can auto-tag and make them searchable), set per-person and view-only permissions, gate access behind an NDA, then invite the buy-side team with identity-verified links. Track every view in the audit trail.

How long does it take to prepare a data room?

With a checklist and a tool that lets you drag-and-drop and auto-organise, an initial room can be stood up in a few hours; the longer task is gathering and reviewing the underlying documents. Starting early and using a standard index saves significant time during the deal.

Is a free data room enough for due diligence?

For a small, single-engagement deal, ShareAndGo's free Personal tier (one room, full audit trail, recipients free) can be enough. Larger or multiple concurrent deals benefit from the paid tiers' extra rooms, storage, team seats and AI search.