Structuring a Nigerian Startup for Investment

Investment diligence rarely fails on the product. It fails on paperwork nobody kept: undocumented founder equity, IP sitting with a contractor, and a company that has not filed annual returns since incorporation.

Register the right entity. For a venture-backed business, a private company limited by shares gives you transferable equity and a recognisable governance structure.

Document founder equity from day one with subscription agreements and vesting schedules. Vesting protects the company from a departing founder holding a large idle stake.

Assign intellectual property to the company in writing — from founders, employees and every contractor who touched the code or the brand.

Keep statutory records current: register of members, board and shareholder resolutions, and annual returns at the Corporate Affairs Commission.

Then build the investment documents properly: term sheet, share subscription agreement, shareholders' agreement and amended articles. Clean corporate housekeeping shortens diligence and protects your valuation.