A corporate lawyer's guide to finding the VDR that has it all (but not too much)

The power of a VDR doesn’t lie in its complexity but in its simplicity.

When a VDR makes it easy to manage, structure and analyse documents faster and more efficiently, more people in your team will use it.

That as it may, some VDR features should not be simple at all, such as security and data encryption.

How do you find that one VDR that has it all without having too much? The answer lies in three qualities:

• strong security
• ease of use
• a very specific collection of collaboration features

Strong security

VDRs are typically used to store sensitive and confidential information. As such, cyber threats become more prevalent.

Unauthorised access or data breaches result in reputation damage, legal responsibilities and financial losses (see how this New York law firm was charged $200k for stolen health data).

Security is paramount and VDRs require features that surpass those inherent in typical storage mediums.

Lawyers should prioritise security features when choosing a data room solution and seek out the following:

• advanced 256-bit encryption*: the process of converting data into a code that can only be read by authorised parties
• multi-factor authentication (MFA): a security method that requires users to provide two or more forms of identification to access a virtual data room
• hard token/soft token: a unique code that users must enter along with their login credentials to access a virtual data room
• single sign-on: a security solution that allows users to log in to multiple systems with a single set of credentials – saving time and reducing the risk of password fatigue
• intrusion detection: a process of monitoring a network for suspicious activity that may indicate an attempted security breach

Ease of use

Ease of use is not just beneficial to you, your associates, accountants, clients and other stakeholders.

An intuitive VDR can make you and your firm a pleasure to work with – increasing the chance that users tell their networks and ultimately raising your profile in the industry.

A badly designed, overly complicated VDR will have the opposite effect. People simply won’t use it, or they will resent every minute of it.

When this happens, chances are high that lawyers from the other side will take control and suggest you all use their preferred legal tech.

This puts them in the driving seat and turns you into, well, the passenger that has to pack the snacks

While software might appear user-friendly, after signing a contract and upon closer inspection, the platform may lack key features or have a confusing navigation structure that makes it difficult to use.

So, how do you find a truly easy-to-use solution?

• Request a demonstration and free trial: many platform providers offer a demonstration or free trial periods, which can be a great opportunity to view and test the platform's user-friendliness
• Look for key features, asking yourself questions such as:
  • does the platform have a straightforward navigation structure?
  • are search functions intuitive and is data responsive?
  • are data uploading and sharing tools easy to use?
  • how simple is it to customise access controls?
  • how fluid is the drag and drop functionality?
• Consider the target audience: it’s essential to consider:
  • your users' potential technical limitations
  • whether the platform is tailored to meet their needs
  • whether its features and design could result in confusion and inefficiency

Collaboration features

As a successful corporate law case is a team effort, information must flow.

You, your team members, clients, lawyers and accountants need to gain access to the right documents fast, so you can do your job.

Your virtual data room should include:

• commenting: allows users to add feedback or questions to specific documents or sections for collaboration and clarity
• version control: maintains a central repository of the latest versions of documents, avoiding confusion and saving time
• document sharing: makes it easy to securely share files with authorised parties while tracking access and usage
• Q&A: enables parties to ask questions (which may still contain sensitive information) through an internal messaging system outside of less-secure email chains
• notifications: virtual data rooms can send notifications to users when a document has been updated, a comment has been added, or a new user has joined

Don’t have your VDR stand in your way

A good virtual data room shouldn’t stand in the way of producing the best results by overwhelming users with unnecessary features.

Instead, it should offer a helping hand where it makes sense.