Clearing the Smoke on Representing Multistate Cannabis Operators - 6 Hours


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Course Description

This series was recorded between May 27-28, 2021

More and more cannabis companies are becoming Multistate Operators (MSOs). Attorneys for Multistate Operators (MSOs) must address the constantly changing landscape and unique legal issues facing the cannabis industry.  This comprehensive program will introduce you to the most relevant issues that face attorneys in cannabis law today. Top attorneys from the leading firm in Cannabis provide insights on topics, trends and strategies unique to the cannabis industry.

Speaker Bio
6 General Credits
Course Agenda

Attorney Thomas ButcherThomas Butcher
Thomas Butcher combines a strong passion for litigation and hard work to reach the best outcome for his clients on a daily basis. In his legal practice, Thomas’ focus is in the representation of clients, ranging from farmers, processors and retail owners, in disputes concerning administrative violation notices, while providing strategic solutions for their business and litigation needs.

Contact Thomas Butcher

Attorney Mio AsamiMio Asami
Mio Asami, born in Los Angeles and raised in Seattle, grew up sharing time between the United States and Tokyo, Japan. Following an unconventional path, she possesses a background in transactional business law, intellectual property law, and videography. Mio is a licensed attorney in California with a focus on the Los Angeles, aiding businesses navigate licensure and development in an emerging industry.

Contact Mio Asami

Attorney Fabiola JimenezFabiola Jimenez
With a background in corporate transactions, intellectual property, regulatory compliance, and marketing, Fabiola Jimenez brings her immense expertise to help clients during every stage of business development, growth and change. She aids her clients with issues regarding privacy, restricted product development, cannabis and CBD branding, and general business strategy for cannabis and CBD companies.

Contact Fabiola Jimenez

Attorney Kenneth FordKenneth Ford
With a background in corporate litigation, industry compliance, corporate transactions, and tax, Ken is thrilled to meld these passions to cultivate effective legal solutions across all stages of corporate development, operation, and litigation. Ken is a cannabis attorney with an extensive background in tax law and corporate litigation. He is adept at providing creative and strategic solutions to fit his clients’ specific business and litigation needs.

Contact Kenneth Ford

Attorney Edward A. BernhardEdward A. "Ted" Bernhard
Ted Bernhard is a seasoned business, securities, tax and regulatory compliance attorney with a professional career spanning over two decades. He began his legal career with one of the largest and most prominent law firms in the Pacific Northwest and joined Cultiva Law to continue serving entrepreneurs, businesses and private equity investors.

Contact Edward A. "Ted" Bernhard

Attorney Katia AlcantarKatia Alcantar
Katia is a cannabis business litigator representing clients as plaintiffs and defendants in disputes concerning contracts, commercial leases, and business torts like fraud and fiduciary breach. She has litigated in state and federal courts, before arbitrators, and on appeal. Katia has a proven track record resolving disputes inside and outside of the courtroom, consistently getting favorable results for her clients.

Contact Katia Alcantar

Attorney Nicole RappaportNicole Rappaport
Nicole Rappaport of Cultiva Law PLLC is a seasoned attorney with over 15 years of experience across 3 states. Over the course of her career, she has represented a wide variety of clients in multiple legal arenas. From labor and employment law to housing and domestic relations, she spent most of her formative years in the court room. She now focuses primarily on transactional and regulatory matters of the cannabis industry. Her broad array of experience allows Nicole to pivot and seamlessly take on new challenges, no matter how big or small, whether it is crafting a complex commercial lease, or advocating to protect and maintain a license.

Contact Nicole Rappaport

6 General Credits

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Course Agenda

Federal Cannabis (Past, Present and Future)
  1. Past -- A history of cannabis laws from 1906 to 2018, including such major laws as the Pure Food and Drug Act, Marihuana Tax Act, Controlled Substances Act, Rohrabacher–Farr and such cases as United States v. Oakland Cannabis Buyers’ Cooperative and Gonzales v. Raich – US Supreme Court Decision.
  2. Present -- Current state of federal cannabis laws
  3. Future -- What may potentially happen federally later this year and down the road.

Hemp Isn’t Green, It’s Grey – Navigating Hemp and Hemp Product Regulations

  1. Overview of Hemp past regulations: the 2018 Farm Bill, COVID’s extension of the 2014 Farm Bill
  2. Overview of Hemp Final Rules published by the USDA
  3. Notable state-specific regulations (e.g., Oregon’s post-harvest testing regulation)
  4. Hemp and hemp-derived products: the most common product-types in the market
  5. Biggest issues facing the hemp industry:
    1. FDA’s position on CBD as an additive in food, beverages, and dietary supplements
    2. Shipping hemp and hemp products
    3. Delta-8 tetrahydrocannabinol
  6. Moving forward
    1. Changing law enforcement presumption from cannabis to hemp
    2. Lab accreditation and validity of Certificates of Analyses
    3. Assessing risk and cost-benefit of certain hemp products

Cannabis Compliance and the Challenges for MSOs

  1. Basics
  2. Corporate Governance
  3. Licensing
  4. Product Consistency
  5. Raising Capital & Finance:
  6. Advertising & Marketing:
  7. How to Operate Nationally?
  8. Top MSOs List

Cannabis, Tax Implications of Sec. 280E

  1. What is IRC Section 280E?
  2. Significant Cases
  3. Establishing Sound Internal Controls
  4. Record-Keeping and Reporting Issues

Securities Law Issues for Cannabis Companies

  1. What is a "security"?
  2. The "Howie Test"
  3. Common Offering Exemptions
  4. 2021 SEC Rule Updates
  5. Blue Sky Law Compliance

Cannabis Litigation: Review of Recent Significant Litigation Involving Cannabis Businesses

  1. Discussion of recent federal and state law and policy concerning the “illegality of contract” defense.
  2. Discussion of recent litigation involving cannabusinesses raising capital, including disputes regarding their disclosures and representations on product quality and legality.
  3. Analysis of recent challenges to state residency requirements for cannabis licenses.

Commercial Contracts: Important Considerations for Friends, Foes, and Everyone in Between

  1. Form contracts benefits and perils: Even forms need to be customized to the unique circumstances and parties, and the higher the stakes the higher the risk a form contract will result in litigation between parties in the event of a dispute.
  2. Negotiation tips and common mistakes: Missing the forest for the trees and the trees for the forest.
  3. Important considerations for any kind of contract: Termination, worst case scenarios, indemnification, attorneys fees, and arbitration.
  4. Tips for advising small businesses and start-ups to obtain legal advice and review of form contracts for all commercial contracts.
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