Before Consulting a Lawyer on Starting a Business
A client-friendly guide for founders in Nigeria and internationally
Introduction: Why Preparation Matters
Starting a business is exciting, but it can be risky if you do not prepare. Many founders rush to launch, only to encounter legal, regulatory, or financial problems that could have been avoided. Consulting a lawyer is important, yet the steps you take before the consultation will reduce costs, shorten timelines, and help your lawyer give targeted advice.
Steps You Can Take Before Seeing a Lawyer
1. Draft a simple business plan
Outline the problem you solve, your ideal customer, competitors, pricing, distribution, and a 12 month budget. Add a lean forecast for revenue and costs. Identify risks and how you plan to mitigate them.
2. Choose a suitable structure
Decide between sole proprietorship, partnership, or a limited liability company. Structure affects owner liability, tax exposure, fundraising, governance, and compliance. Write down why your choice fits your sector and growth plans so your lawyer can confirm or adjust.
3. Prepare 2 to 3 business names for search
Have backup options ready for CAC availability checks. Avoid names that are confusingly similar to existing brands and be mindful of trademark risks.
4. Map your regulatory pathway
List the licenses or permits that may apply in your sector. Examples include food and drug permits, financial services approvals, ICT registrations, and local government trade permits. Note timelines and likely fees so you can discuss a phased compliance plan.
5. Start basic record keeping
Track expenses, purchases, invoices, and agreements from day one. Even a simple spreadsheet is fine initially. Good records lower your tax risk and help your lawyer draft accurate documents.
6. If you have cofounders, align expectations
Agree on roles, decision making, equity split, vesting, and exit rules. Capture this in a one page founders memo. Your lawyer will convert it into a robust shareholders agreement later.
7. Identify your first contracts
List the agreements you will need soon. Common examples are NDAs, offer letters, contractor agreements, service level agreements, supply agreements, and basic terms of trade. Bring any drafts or samples you have used elsewhere so the lawyer can adapt them properly.
Evidence and Documents to Gather
Bring these to your first consultation to accelerate filings and drafting:
- Brief business plan with 12 month budget and goals
- Two or three proposed business names for CAC search
- Valid ID for each founder or director and residential address
- Founders memo: roles, equity split, vesting idea, decision rules
- Any draft contracts with suppliers, customers, or contractors
- List of required licenses or permits in your sector
- Intended products or services and any technical description
- Evidence of funding or bank letters where applicable
- Preferred bank for corporate account and any KYC already done
- Any existing brand names, logos, or creative assets for IP review
- Tax Identification Number if available and any prior filings
Organize items in a single folder with clear file names. If you have not gathered everything, bring what you have. Your lawyer will identify gaps and create a stepwise plan.
Common Mistakes Clients Make
- Registering a structure that does not match fundraising or risk profile
- Skipping trademark searches and later facing brand conflicts
- Using borrowed contracts that shift risk to you without noticing
- Delaying tax setup and payroll compliance which triggers penalties
- Running on handshake deals with cofounders or key suppliers
- Mixing personal and business funds which complicates accounting
Common Misconceptions
- Registration alone is enough. In reality you also need licenses, tax setup, and internal governance
- Lawyers are only for big companies. Small errors sink small businesses faster
- Friends do not need paperwork. Money and pressure change dynamics quickly
- You can avoid tax for early years. Once you trade, obligations begin
- Any generic NDA protects IP. Weak NDAs can expose trade secrets and data
Preparing for the Consultation
What to organize
- One page business summary and 12 month objectives
- Proposed structure with a short rationale
- List of licenses you believe apply and any deadlines
- Top three contracts you need first
- Budget for legal services and desired timeline
Questions to ask your lawyer
- Which structure best balances liability, tax, and fundraising
- What exact licenses do we need and in what order
- How do we protect our brand, content, and technology
- What contracts do we need for the next quarter
- What is the realistic timeline and cost for each stage
Expectations to set
Legal setup is a project with milestones. Expect staged deliverables such as CAC registration, core contracts, initial licensing, and tax onboarding. Agree on communication channels, turnaround times, and a change control process for scope adjustments.
Practical Insights
Register properly, secure your brand, and ship a pilot service. Scale compliance as revenue grows.
Open a corporate account early. Mixing funds creates tax and audit headaches and weakens liability protection.
Use NDAs plus assignment clauses in employment and contractor agreements so the company owns the work product.
Confirm VAT registration thresholds, payroll taxes, and due dates. Good compliance protects margins and investor confidence.
Frequently Asked Questions
Do I need a lawyer to register a company
Not strictly, but legal guidance reduces rejected filings, aligns structure with goals, and sets your contracts and IP on the right footing.
Can I start operating before full licensing
Some activities allow phased start. Many regulated sectors do not. Ask your lawyer for a safe sequence to avoid penalties.
When should I file a trademark
File as soon as you commit to a brand that you intend to market. Early filing deters copycats and protects marketing spend.
What is the first contract I need
Usually NDAs and a core services or sales agreement. If you have staff or contractors, add employment or contractor templates with IP assignment.
How much should I budget for legal setup
Costs vary by structure and sector. Plan for incorporation, basic contracts, trademark filing, and initial licensing. Your lawyer can phase the work to match cash flow.
Final Thoughts
Good businesses are built on good structures. The preparation you do before your first legal consultation sets the pace for clean governance, faster licensing, better contracts, and credible fundraising. Come prepared and your lawyer will move faster and protect you better.