Our cannabis business attorneys regularly handle transactions involving the purchase and sale of licensed cannabis businesses. These deals often move fast, with brokers rushing both sides toward closing—frequently without regard for applicable diligence and cannabis regulations. The worst-case scenario is when a company comes to us after executing a seller drafted purchase agreement without having
One of the most fundamental questions facing any entrepreneur – whether in the cannabis industry or elsewhere – is: “What type of business entity should I choose?” This is a deceptively complex question, although we’ll try to make it seem simple here. When you ask your lawyer or accountant, their first response will likely be
Cannabis businesses are usually structured as limited liability companies (LLCs)—and for good reason. LLCs offer far more flexibility than corporations, which are bound by rigid governance rules. To take advantage of this flexibility (and for many other reasons), LLC owners—called members—need a well-drafted operating agreement. Below, we look at a few critical reasons why cannabis
There are many ways to set up a cannabis business, and we like to think that we’ve seen them all. But there’s probably no worse category than 50/50 ownership of a business– a recipe for all sorts of disasters. Let’s look and why that is, and some ways to avoid it. What 50/50 ownership means,
“An hour of planning can save ten hours of doing.” Apparently, Dale Carnegie said that. Mr. Carnegie was a 20th century influencer, who, as far as I can tell, never sold any weed. He did make a pile of money selling books and talks on how to be confident, charming, etc. That’s not my cup
With ongoing tensions between U.S. state and federal marijuana laws, U.S. marijuana investments present significant legal and logistical challenges. This is especially true for investors with ties to federally regulated businesses. While some investors have accepted the risks of U.S. marijuana, others are waiting for major federal reforms. But what if there was a way
For anyone that has not yet met their Corporate Transparency Act (CTA) filing requirements, now is the time! The deadline for entities created or registered before January 1, 2024, is less than a month away, on December 31, 2024. In July, we published a blog post covering questions on the CTA. The full text of
Oregon’s Measure 119 passed last week, as expected. This means that as of December 5th, every OLCC licensed retailer, processor, researcher and testing lab must secure a labor peace agreement before OLCC will approve a new or renewal license application. The labor peace agreement must be with a “bona fide labor organization.” I previewed M119
At our firm, we’ve helped numerous cannabis startups navigate the complexities of choosing the right business entity. Because every startup is unique and has different goals and needs, a one-size-fits-all approach just won’t work. Below, I’ll explore some of the key considerations we focus on when finding the optimal entity type and structure for a
On January 1, 2024, the federal Corporate Transparency Act (CTA) took effect. The CTA requires a host of both domestic and foreign entities to disclose their beneficial ownership to the Treasury’s Financial Crimes Enforcement Network (FinCEN). Compliance with the CTA is required for all businesses, including those in the cannabis industry. In this post, I’ll overview
