The ninth edition of U-Law Black Friday (9.0) has pointed out that many startups in Nigeria collapse early because they ignore legal structure, compliance and documentation.
Meanwhile, U-Law said it is set to assist startups to tackle this challenge.
Held on Friday, November 28, 2025, the themed forum, “From Local Genius to Global Demand: Powering Startups with Innovation, Funding, and Market Access”, brought founders, investors and operators into one room for an insightful conversation on scaling responsibly.
More than 60% of Nigerian startups never make it past 10 years, with many failing within just two. Beyond the usual challenges such as funding gaps, capital limitations, and weak market insight, U-Law pointed out one problem almost every founder underestimates: legal compliance.
Startups think first about raising capital, but ignore the “simple agreement between myself and my co-founder” until it becomes a threat. Founders were warned about building products without defining who owns the IP, operating in regulated sectors without licences, or onboarding employees without contracts.
Some startups have stalled because a CTO resigned, claimed ownership of the product, and refused to sign over rights. One of U-Law’s goals is to prevent situations like this, ensuring that startups scale properly and avoid the mistakes others have made in the past.
That urgency framed the rest of the afternoon.
PANELLISTS BREAK DOWN WHAT REALLY DRIVES SCALE
The discussion featured Subuola Oyeleye (Founder/CEO, Beauty Hut Africa), Victoria Fabunmi (National Coordinator, ONDI), Chidimma Uzoma (Founder, Zayith Food Company), and Folasade Dapo (Head, Legal & Investor Relations, CCA).
Each shared practical insights about growth, capital, governance and the realities of operating in Nigeria.
Building structure before raising money
Oyeleye, whose company recently turned two, said she planned from day one to build a venture-backed business. That meant installing clarity, not confusion:
“Investors fund clarity and not chaos.”
She recalled being asked for supplier contracts and internal processes by investors, documents many competitors don’t even have. She stressed that founders must think like investors: contracts, compliance, risk management, spend control, clear financials, and documented IP must exist early.
VC is not the only route, founders need blended capital
Dapo dismantled the idea that every founder must chase venture capital.
She explained the different funding paths available, including angels, family offices, grants, foundations, government-backed credit lines, and debt, and urged founders to know their “investor universe”.
“It’s not the only way to fund.”
She emphasised that not all investors fit every business, and founders must learn which ones belong in their “universe”.
Manufacturing founders can raise money too
Uzoma addressed a common misconception: that manufacturing is unattractive to investors. She stressed that the investors exist, founders just don’t look for them.
She urged traditional businesses to adopt a blended funding approach combining grants, equity, and debt. Her company runs all three concurrently.
On Nigeria’s infrastructure failures, she explained that manufacturing cannot rely on erratic power. Her company runs “the hard way”, funding generators to keep cold-chain operations running 24/7. She noted recent policy discussions on industrialisation and said power remains the single biggest limitation.
On logistics, she said partnerships saved them. “We would not invest in an area that somebody is already running as a business and is giving us a great price point.”
Investors look for more than decks
Fabunmi outlined what investors actually review beyond pitch slides and projections. Founders with discipline, accountability, openness and the mindset for scale. She underlined three areas: intentionality, resilience, and mindset.
Fabunmi also said investors increasingly want founders who can build beyond their local markets, founders who understand scale in the context of AfCFTA and global competition.
STRONG FACTS ABOUT GOVERNANCE
The Q&A session pushed further into governance, where many Nigerian startups fail after raising capital.
Dapo said one of the biggest issues investors encounter is poor corporate governance:
“You can have the best business model, but if you back the wrong founders, it doesn’t matter.”
The panellists at the U-Law Black Friday forum noted the basics that must be in place even before investment:
- Company registration
- Correct licences
- Tax registration
- Compliance obligations
- Contracts for employees and suppliers
- Accounting and finance systems
- Bank account separation
- A simple functional board
- Delegation of authority
- Clear mission, vision, and performance tracking
Corporate governance isn’t a waste of time, she stressed; it is what keeps founders accountable and makes businesses investable.
BUILDING TEAMS, LETTING GO AND RETAINING TALENT
Oyeleye tackled the difficulty founders face when releasing control. “Scaling does mean letting go, but letting go means creating structure.”
She said Nigeria’s labour market usually requires hand-holding because skills vary widely, so founders must create clear SOPs and train teams.
On employee turnover, she said culture helped Beauty Hut retain staff. Exit interviews revealed basic issues like long commutes, which brought about new hiring strategies.
Uzoma added that younger employees move faster, but businesses should prepare for that with succession plans. Her approach:
“Every manager has an exec, every exec has an assistant… so that it’s easier for people to live and leave without disrupting the system.”
THE NIGERIAN ADVANTAGE — RESILIENCE
Fabunmi wrapped up with a perspective foreign investors sometimes overlook: Nigerian founders are already hardened by the environment.
“Because we’ve suffered a lot here, it’s easier for you to take more to the market.”
She argued that the challenges in Nigeria sharpen entrepreneurs, making them bolder in other markets.
U-LAW CLOSES WITH TAX REFORM GUIDANCE
The session returned to U-Law, this time focusing on the 2025 tax reform regime. The team explained upcoming changes:
- Nigeria Revenue Service replaces FIRS
- New small-business thresholds
- Changes to company income tax bands
- New 4% development levy replacing several older levies
- Personal income tax rising to 15%
- Capital gains tax tied to income bands
- VAT exemptions for small companies
- Mandatory registration and monthly filings for virtual asset service providers
- New incentives for angel investors and VCs under the Startup Act
U-Law advised SMEs to register early, file required returns, and use available exemptions as the firm introduced its compliance calculator, designed to help startups understand their tax obligations.
THE BIG PICTURE
The U-Law Black Friday forum highlighted that Nigerian founders must build properly if they want to scale, and U-Law intends to be the partner guiding them through compliance, governance, agreements, tax, and structure.
In a country where resilience is high but failure rates are higher, U-Law says start right, structure early, scale without trouble.