With top-tier transactional, regulatory, and litigation credentials, Venable's interdisciplinary team of cannabis lawyers and policy advisors is adept at helping commercial cannabis clients navigate the maze of local, state and federal cannabis laws to minimize risk while maximizing opportunity.
Armed with extensive ground-floor experience, Venable's cannabis law team is the leading advisor on evolving state and federal rules and regulations governing the manufacture, advertising, marketing, labeling, promotion, and sale of cannabis, CBD, hemp, and other cannabis products. We currently represent some of the biggest private and public companies in the commercial cannabis industry in the United States and Canada – including the largest retail, cultivation, and distribution operators in the state of California – at every level of the supply, manufacturing, and distribution chain, as well as suppliers of ancillary products and services. A one-stop shop for our clients' needs, we negotiate all types of corporate transactions, including some of the most significant U.S. mergers and acquisitions of cannabis-related businesses to date, and the creation of rolled-up public and private companies and assets in the United States and Canada.
We provide strategic counseling and cannabis policy advice to clients operating in states where the use, distribution, or sale of recreational and/or medical cannabis is legal, and on other specific challenges faced by the cannabis industry. These range from difficulties securing financing and adverse taxation, to banking and insurance challenges, including compliance with the Bank Secrecy Act and federal anti-money laundering regulations. Our team also handles all aspects of the following: trademark and brand protection strategies; labor and employment matters; all types of real estate issues; transportation; insurance; financial services; and business dispute litigation. As experienced regulatory and policy advocates, we are well positioned to anticipate industry changes or trends, to identify and create new opportunities, and to respond with alacrity when they arise.
Corporate, Mergers and Acquisitions, and Financial Transactions
We provide counsel on the full spectrum of corporate, partnership, and finance transactions, including corporate governance, internal reorganizations, debt and equity financings, mergers and acquisitions, domestic and cross-border financings, recapitalization dispositions, consolidations, and investor relations. We regularly work with clients who invest in emerging and established businesses across the branding, distribution, extraction, and manufacturing sectors for the legal recreational and medical cannabis industry. We also prepare and review distributor, management, collaboration, and operating agreements and counsel on nonprofit and other entity formations.
Policy Monitoring and Regulatory Compliance
We monitor legislation and policy developments on the federal and state levels to analyze the potential impact for our clients. We provide federal and state regulatory compliance counseling on environmental regulations, including water discharge, toxic substances, pesticides, and chemicals management. Our team also advises clients on compliance issues related to advertising, and food and drug regulations, including marketing, labeling, and promotion; research and development and manufacturing; and distribution, import/export, and security. And we provide counsel on payment processing regulations, anti-money laundering laws, and compliance with the federal Bank Secrecy Act.
Licensing, Zoning, and Land Use
We provide legal guidance and local government affairs advocacy to cannabis businesses and commercial property owners navigating the licensing and permitting application process and related issues in states where recreational and medical cannabis has been legalized. We also advise retailers, cultivators, distributors, manufacturers, and other entities regarding compliance with state and local zoning and permitting regulations.
Intellectual Property
Our team provides counsel to cannabis companies in all verticals – from seed to sale and with multiple brands and products – in the development of intellectual property strategies and protections that address issues unique to the commercial cannabis industry. These include obtaining trademarks, establishing and consolidating brands, licensing transactions and technology transfers, technology patent applications, trademark enforcement, advertising, and celebrity endorsements.
Taxation
Our unmatched commercial cannabis industry experience and technical knowledge are necessary to help clients overcome the often adverse tax treatment directed at cannabis companies. We provide comprehensive federal and state tax planning advice and counsel to clients on IRS filings, audits, and Internal Revenue Code Section 280E compliance.
Labor and Employment
We counsel clients regarding whether and how to accommodate employees who use marijuana for medical purposes in states where it is legal. Legalization statutes vary by state, and courts are just beginning to sort out the implications of legal medical cannabis for disability discrimination and unemployment compensation statutes, among others. We counsel on general labor and employment matters, with special emphasis on cannabis industry regulatory issues, including employment agreements; services and consulting agreements; severance and separation agreements; redemptions and buyouts; workplace training; NLRA, ADA, and OSHA compliance; and matters specific to the cannabis industry.
Litigation
We excel in dispute resolution, including partner and shareholder conflicts, supply and distribution issues, employment claims, breach of contracts, and general business disputes. We also advise clients on trademark and patent infringement, RICO actions, and all aspects of commercial litigation.
Real Estate
We counsel on a full range of services, including acquisitions and sales, REIT formation, landlord and tenant matters, and development work for commercial cannabis operators, investors, and landowners. Our attorneys also advise on cannabis industry-specific property issues, such as zoning restrictions, asset forfeiture risk, jurisdictional questions, compliance with permitting regulations, water rights, land use, and all environmental matters.
© 2022 Venable LLP. Using, distributing, possessing, and/or selling marijuana is illegal under existing federal law. Compliance with state law does not guarantee compliance with federal law. This informational overview is not intended to provide guidance or assistance in violating federal law.
