Solution / mergers & acquisitions
An M&A data room.
One dossier, each party at home.
Seller, bidders and advisers work the same sale: NDA, staged disclosure, Q&A, closing. Each party keeps its rights and its systems.
Open a data room01 / Where it starts
The data room belongs
to whoever rents it.
The seller or its bank opens the room at a vendor. The buyer enters as a guest. The log of who viewed what belongs to the other side's system — and that log is what gets produced, months later, when the warranty claim lands.
What was disclosed, to whom, and when.
That is what gets argued afterwards.
02 / The parties
The room already knows the positions of a sale.
Nine roles, those of a real deal: the seller's management and team, bidders in read-only or full access, their advisers, the firm running the process.
Sell side
The seller and its advisers
Management, legal and finance team, bank or advisory firm: they prepare, upload, answer and decide what is disclosed, and to whom.
Buy side
Each bidder and its advisers
Each bidder sees what is meant for it, with its lawyers and auditors. Bidders never see each other.
AI assistants
Each party's own
Each party uses its own assistant, with the rights it grants — and can withdraw at any time.
03 / The RIGA arrangement
The dossier has its own place.
A data room stores documents. RIGA makes the parties work together. A shared record and workspace, outside the seller's and the buyer's systems. Each party — a company, its teams, its AI assistants — enters with its own rights: it sees only what is meant for it, its assistants act only within those limits, and its systems stay at home.
Seller
Buyer
Two parties work the same sale. Neither opens its system to the other.
04 / The process
From preparation to closing,
one data room.
01
Preparation
The seller uploads in batches. The room indexes, deduplicates and converts. Sensitive passages are redacted before any disclosure.
02
Admission
A bidder enters on signing the NDA. Before that signature, it sees nothing.
03
Staged disclosure
Folder by folder, bidder by bidder. Watermark, print, download: granted per party. Bidders are walled off from each other.
04
Questions and tasks
Questions go to the party concerned. Answers and requested documents join the same record.
05
AI assistants
Each party uses its own, with the rights of the person using it — never more. An assistant never signs.
06
Closing
The archive is sealed and the room key destroyed. Each entitled party retrieves a complete copy it can verify on its own side.
05 / What is recorded
The same documents.
The same record.
Uploads, views, questions, answers, decisions, assistants' acts: everything stays in one shared record where any alteration is detectable. Each party sees only what was passed to it.
Who viewed what, and when
Every view is recorded. The activity report reads per party and per document.
Questions, answers, commitments
What was asked, what was answered, and what the parties committed to.
The assistants' acts
Every act by an assistant carries the rights of the party using it.
06 / Proof
The record verifies without us.
The buyer verifies on its own side. So does the seller. Each exports the record and verifies it offline with the VAL verifier — no account with us, no connection.
A complete sale was run on our development environment, both parties operating their own assistant, then closed: archive sealed, key destroyed, copy retrieved and verified to the byte.
See the protocol07 / Frequently asked
What we are asked before a data room opens.
Where are the data room documents hosted?
Documents are hosted with a French provider in France. The record and metadata are hosted in the European Union. Each room is encrypted with its own key, destroyed at closing.
Can bidders see each other?
No. In an M&A data room, bidders are walled off: each sees only the folders opened to it, and one bidder's activity stays invisible to the others.
How does the buyer verify what was disclosed to it?
It exports the record and verifies it on its own machine with a public, open tool (val-protocol.org). Any alteration is detectable, including one by our own administrators. No account with us is needed.
Can we use an AI assistant in the data room?
Yes, and each party uses its own, connected from any MCP-compatible client. An assistant acts with the rights of the person using it, never more; it never signs; its acts are recorded in the same record.
What happens at closing?
The complete archive — documents, Q&A, record — is sealed and the room key is destroyed. Each entitled party retrieves a copy and can verify that it matches exactly what was sealed.
How long does the archive stay available after closing?
The hosted copy is kept encrypted for one year after closing, and never deleted until every entitled party has retrieved its own. The copy each party holds verifies without us.
How is this different from a classic virtual data room?
A classic data room belongs to the party renting it; the other side is a guest and depends on that party's log. With RIGA, the dossier has a place and a record of its own, outside both parties' systems, and each party can verify that record on its own side.
08 / To close
A sale needs a room
that belongs to neither party.
Not the seller's. Not the buyer's. A shared record and workspace, outside both systems.
Neither host nor guest. RIGA.