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VDR glossary · Features

What is auto-indexing?

Definition

Auto-indexing: Automatic numbering of every folder and file in a data room, so each document has a stable reference such as 3.2.14 that updates when the structure changes.

How it works in a data room

As soon as content is added, the platform assigns a hierarchical number to each item based on its position in the folder tree. The top-level section might be 4, a subfolder 4.3, and a document inside it 4.3.7. When an administrator moves or inserts a document, the numbers below it shift automatically, and many providers can export the full index as a spreadsheet or PDF. Some rooms let you lock numbering after launch so references used in questions and reports stay fixed. Auto-indexing works best when combined with bulk upload, because the whole structure is numbered in one pass.

Why it matters in a deal

Reviewers, lawyers and bankers need a shared way to point at the same page. Questions in a Q&A thread, comments in a due diligence report, and items on a request list all cite index numbers rather than file names that may change. At signing, the final index often becomes an exhibit to the purchase agreement, showing exactly what the buyer could see. A manual index kept in a separate spreadsheet drifts out of date quickly; an automatic one stays in step with the room.

Example

A Canadian software buyer’s counsel asks a question about a customer contract. Instead of writing “the reseller agreement in the sales folder,” the lawyer cites document 6.1.12. Two weeks later the seller inserts an amended version and moves the original into a superseded folder, and the platform renumbers both. When the deal signs, the exported index is attached to the agreement. Our due diligence guide explains how teams usually structure those sections.

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