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Cannabis and Corporate Law: Legality, Entity Formation, Operational Issues, and More

Recording of a 90-minute CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Thursday, July 11, 2024

Recorded event now available

or call 1-800-926-7926

This CLE course will address specific issues of which every corporate attorney should be knowledgeable when representing companies doing business in and with the cannabis industry. When a product, once illegal and scorned, becomes a significant market segment seemingly overnight, counsel cannot rely on instinct and must instead know each area of concern in an environment of laws that conflict from state to state and then clash with federal law as well.


The market for legal advice regarding cannabis products challenges even the most seasoned corporate lawyer. Saying "the rules have changed" is an understatement. This product was formerly illegal across the U.S.; legal cannabis is now approaching nationwide status. Legality and uniformity are two different things. Each state's form of legalization is somewhat different. Moreover, federal law remains unchanged and therefore contradicts state law.

Corporate counsel cannot in this uncertain environment rely upon instinct to advise clients. Simple decisions, such as "where to incorporate," are now driven by a new factor: the form of legalization. Further, as cannabis businesses cross state borders, questions arise such as whether they have to register to do business in other states, and how their line of business--which may be legal in one state and not another--can register without creating legal exposure.

Conversely, whether and how to do business with a cannabis company is also jurisdictionally driven. Counsel must determine whether a company in a state that has not legalized cannabis can accept funds from a cannabis company. Banks are grappling with whether to receive funds from cannabis businesses. Clients may worry that, if federal authorities press the legality issue, they may have to forfeit payments from these companies.

Listen as our panel of cannabis law experts provides the necessary details to represent clients inside and on the periphery of the cannabis industry, and identifies the issues of which corporate counsel must be conversant.



  1. Exploration of legality
    1. Federal vs. state
    2. State vs. state
  2. Formation considerations
    1. Choice of entity
    2. Choice of jurisdiction
  3. Operational issues
    1. Permitted activities
    2. Contracting
    3. Soliciting/receiving investments
    4. Banking and finance
    5. Tax issues
  4. Doing business with cannabis companies


The panel will review these and other essential matters:

  • What is the scope of legalization and differences between various jurisdictions?
  • What considerations are there in forming a cannabis-related business?
  • What considerations are there in operating a cannabis-related business?
  • What considerations are there in doing business with a cannabis-related business?


Gay, William
William Tolin Gay

Of Counsel
Wilson Elser

Mr. Gay has more than 30 years of experience as a business/corporate lawyer, culminating in his present...  |  Read More

Hodges, Whitney
Whitney Hodges

Sheppard Mullin

Ms. Hodges is a partner in the Real Estate, Land Use and Natural Resources Practice Group in the firm's San Diego...  |  Read More

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Strafford will process CLE credit for one person on each recording. All formats include course handouts.

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