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Why Venture Capitalists Generally Don’t Sign NDAs with Early-Stage Startups

At 1435 Capital, we’re committed to supporting founders and identifying the most promising investment opportunities. However, we’re often asked why venture capital firms, including ours, don’t sign non-disclosure agreements (NDAs) before reviewing early-stage pitches.

Here’s why:

  • Volume and Similarity of Pitches: We receive and review thousands of pitches each year. Many of these ideas are similar or even overlapping, and it’s simply not practical to track and manage NDAs for every company we meet
  • Legal and Administrative Burden: Signing NDAs would create significant legal and administrative overhead. Not only would it require careful tracking of every agreement, but it could also expose the firm to unnecessary liability if disputes arise over confidential information, especially given how often early-stage companies pivot or fail
  • Fiduciary and Conflict Avoidance: As investors, we often serve as advisors or board members to our portfolio companies. Signing NDAs could create conflicts of interest, limiting our ability to share insights or opportunities that benefit our current investments
  • Industry Norms and Trust: The venture capital ecosystem is built on trust and reputation. We take confidentiality seriously, but the value of a startup lies in its execution—not just its idea. Asking for an NDA can signal to investors that you’re overly focused on protecting an idea rather than building a business

At 1435 Capital, we always act with integrity and respect for founders’ sensitive information. If we move forward with a deeper due diligence process, we’re happy to discuss appropriate confidentiality protections at that stage.

We’re curious to hear your thoughts: What’s your experience with NDAs in fundraising and do you require prospective investors to sign one?