Cannabis

When it comes to winning business licenses and handling regulatory matters, we are uniquely positioned to assist cannabis industry clients. This is not the first industry in which we played a lead role in citizen-led initiatives and the development of a regulatory regime—we built our gaming practice through the same type of early-stage involvement, starting with the development of a legislative and regulatory framework in Michigan and exporting that expertise to other states.

We have worked extensively to draft and influence state legislation and administrative rules to create cannabis industry regulatory structures.

• We are a leader in Michigan licensing activity, having successfully obtained state and local licensure for numerous clients in every facet of the industry, ranging from large vertically integrated corporations to single-owner micro-businesses, to testing labs and secure transporters.
• We have obtained regulatory approvals at state and local levels for numerous ownership changes, mergers, and acquisitions.
• We have a track record of success in administrative appeals, winning licenses that were initially denied by regulators, and resolving a wide variety of state compliance issues.

The attorneys in our corporate and finance practice group have extensive experience in a wide range of matters throughout the life cycle of a cannabis-related business, including entity formation, capital raising, financings, joint ventures, mergers, acquisitions, and dispositions. We have prepared and negotiated many types of standard and customized agreements used by cannabis businesses, including:

• Term sheets and letters of intent
• Merger agreements
• Asset purchase agreements
• Equipment financing agreements
• Licensing agreements
• Toll processing agreements
• Supply agreements
• Development agreements
• Investment and financial advisor engagement letters
• Distribution agreements
• Employment and independent contractor agreements

Our real estate team is focused on utilizing creative solutions to best serve property owners, tenants, developers, and entrepreneurs in protecting their various interests in the cannabis industry. We represent clients with regard to the full array of real estate matters, including acquisitions, dispositions, construction, land use and zoning, landlord and tenant, leasing, lending, and litigation.

In particular, our land use and zoning team represents cannabis-related businesses with respect to:

• Property acquisitions and leases
• Sale and leaseback transactions
• Zoning and land use approvals
• Site plan approval
• Re-zoning
• Variances
• Special land use permits
• Related land use litigation and appeals

As a result of our early and extensive involvement in this practice area, we have developed close relationships with title companies, architects, contractors, insurance carriers, and lenders who are finding unique solutions to serve cannabis related clients.

Plant-touching businesses in particular face a complex task in complying with state and federal tax laws. We help clients comply with IRC 280E and the evolving tax law landscape, as well as to assist with the structuring of cannabis businesses to achieve the most effective and efficient tax results.

While many aspects of IP protection are governed by federal law, we are experienced in protecting cannabis-related businesses.

• We use the state trademark registration systems and protecting ancillary products and services by securing federal trademark registrations, when possible. 
• We have handled and resolved trademark infringement claims against cannabis businesses.
• We advise businesses on steps to take to strengthen and position trademark rights for the future, including proactive steps businesses can take now to be “first in line” when changes in the law do come.
• Our team is on the forefront of policy changes and stays abreast of developments to ensure we are positioned to obtain federal protection for trademarks in this evolving area. 
• We have prosecuted patents related to plant genetics, plant biochemistry, extraction techniques, plant products, and cannabis and hemp products.

Whether your business operates in the cannabis industry or you otherwise have concerns about how the medical and recreational cannabis laws impact your workforce, we can assist you with making critical risk averse decisions regarding your employees or independent contractors through the following:

• Modification of employee handbooks
• Handling leave and disability issues
• Crafting compliant staffing plans and protocols to ensure regulatory compliance
• Concluding staffing agreements with PEOs
• Implementing new drug-testing and screening practices that comply with emerging laws and industry regulations
• Simple audits of your employment practices to ensure your business is compliant with new laws and implementing best practices

Businesses in the cannabis space face privacy and data security issues relevant to many businesses of other types, as well as those specific to the healthcare sector. Cannabis companies are frequent targets of Telephone Consumer Protection Act claims and we assist clients in devising compliant marketing methods. Several of our attorneys hold the CIPP certification, which represents the “gold standard” credential for privacy professionals.

With regard to patient healthcare information, our team provides the full range of customized services and solutions for compliance with the HIPAA and the 2009 Health Information Technology for Economic and Clinical Health Act (HITECH). Our services include:

• Counsel on HIPAA requirements
• Preparation for and assistance with government HIPAA audits
• Assisting clients in responses to complaints and government HIPAA investigations
• Drafting and reviewing HIPAA and HITECH forms, policies, procedures, and business associate agreements
• Designing and implementing HIPAA compliance plans
• Training staff
• Developing breach response plans
• Managing HIPAA-protected information in litigation.

We advise clients in the food and beverage industry as it relates to hemp and traditional cannabis derived products, and we work regularly with FDA and USDA regulators to explore and resolve cannabis product issues. Clients who wish to use hemp and cannabis derived products in foods, beverages, and dietary supplements need to understand the nascent regulatory framework in which they operate.