Ever since California made it legal to grow, distribute, possess and consume cannabis for medicinal purposes, other states have begun to reexamine their cannabis policies. Currently, cannabis is legal under state law for medical use in more than 30 states, including the District of Columbia, and for recreational use in 11 states and counting. Involving a complex interplay between local, state and federal laws and regulations, the cannabis industry requires knowledgeable and experienced advisors to help navigate these unfamiliar and constantly changing waters. Taft’s lawyers have the experience to render this assistance.
In one sense, cannabis businesses are just that, businesses. As such, Taft’s breadth of knowledge and experience advising clients in connection with a wide variety of commercial matters provides our cannabis clients, and their ancillary businesses, with hard-earned business law acumen. On the other hand, due to the complex relationship of state, federal, local and sometimes even tribal law, cannabis businesses are unique and are therefore in need of highly specific and focused knowledge of how these laws affect cannabis businesses. Taft’s experience in representing numerous clients in cannabis-related projects, including hemp CBD-based or infused products, provides the know-how to recognize when a cannabis business is not just another business and to advise the client accordingly.
Taft’s lawyers have been involved in a diverse range of cannabis-related matters. When Illinois passed the Compassionate Use of Medical Cannabis Pilot Program Act, potential investors from all over the country (and world) were attracted to Illinois in the hopes of receiving one of approximately 80 licenses to grow or dispense medical cannabis. Taft worked with a number of these individuals to assist them in every aspect of applying for one of the highly coveted licenses. The firm was involved in selecting properties for cannabis facilities, drafting leases, obtaining special use zoning, negotiating investments, drafting operating agreements and employment agreements, reviewing growing and dispensary operations plans, obtaining letters of intent from packaging suppliers, and so on. Through this process, Taft has become familiar with the major seed-to-sale software solutions used in the industry, the banking regulations that significantly effect this industry, the federal tax provisions which are relevant to cannabis companies, and the various regulations and rules which govern this unique and growing industry.
In addition to the Illinois matters, Taft has been involved in its clients’ cannabis pursuits in a multitude of other jurisdictions and areas of law. We partner with our clients to provide them the best advice as the industry continues to grow and evolve.
Examples of work Taft has performed for those in the cannabis or related industries include:
- Analysis on navigating the complex regulatory State and Federal landscape
- Corporate formation and structuring advice and assistance
- Drafting and negotiating operating agreements, shareholder agreements, joint venture agreements and other governing documents
- Drafting and negotiating private placement memoranda and other capital raise/investment documents
- Buy and sell-side mergers and acquisitions, including cross-border mergers and acquisitions
- Tax advice
- Preparing and filing cultivation, processing and dispensary applications
- Advising and forming local cannabis trade associations
- Securities advice
- Intellectual Property, including patent and trademark
- Employment law
- Advising higher education institutions regarding opportunities and obligations under medical cannabis statutes
- Advice regarding CBD/hemp cultivation and retail businesses
Please be aware that while the manufacture, distribution, possession and/or use of cannabis may be legal under state law, it remains illegal pursuant to federal law. Potential consequences for violating federal law regarding the manufacture, distribution, possession or use of cannabis include criminal penalties, up to and including imprisonment, and civil and criminal forfeiture. Advice provided by Taft should not be construed as advice, guidance or assistance in violating federal law.
- Advised a company selling hemp-based products on franchising issues and prepared franchising documents associated therewith
- Represented a Pacific-Northwest, vertically integrated cannabis company in a cash/stock sale to a publicly-traded Canadian company.
- Assisted in preparing successful applications for licensure of dispensaries and cultivations in multiple states.
- Advised members of licensed cannabis businesses in business disputes.
- Advised a large public university on its ability to research cannabis and cannabis-related subjects and to accept donations or other contributions from the cannabis industry.
- Represented a major Chicago family office in making a significant investment in a funding round offered by a rapidly growing cannabis operator.
- Advised a foreign investor regarding U.S. cannabis investments and related structuring issues.
- Advised a logistics company in connection with its clients’ requests to distribute CBD products.
- Advised a promotional product catalog company on the legality of offering cannabis accessories in its catalog in light of the patchwork of state laws potentially affecting such products.
- Assisted clients in investment fund formation focusing on cannabis investments.
- Drafted and reviewed leases for property on which cannabis business operations occur.
- Advised client with respect to analytical laboratory start-up company focusing on servicing the nascent hemp/CBD industry.