SO HERE’S THE DEAL: In 2014, low THC medical marijuana, known as Charlotte’s Web, was approved by Florida lawmakers for use in treating specific seizure conditions.  There is very limited opportunity for businesses to get involved with distributing this form of medical marijuana.  This law left no room for new companies or small businesses looking to get involved with growing or dispensing legal cannabis.

However… Amendment 2 passed on November 8, 2016! Amendment 2 significantly changes the legal landscape for legal cannabis distribution. It forces the State of Florida to develop regulations to permit the legal dispensing of medical marijuana by licensed physicians, for certain debilitating medical conditions. Many of our clients have asked, “What can I do now with the passage of Amendment 2?” Here are some suggestions:”

1. Develop a written business plan.  Consult with business plan writers, accountants, lawyers, and others to develop a well-considered business strategy, including revenue projections, capital contributions, corporate structure, budgets, goals, etc.
2. Engage experienced legal counsel.  Many of the preparatory activities will require strategic legal guidance from an attorney that has represented clients engaged in similar, unconventional business activities.  Obtaining legal advice from the start can prevent significant waste of resources, and allow focused preparatory activities that will allow you to ‘pull the trigger’ in the event the Amendment passes.
3. Begin scouting possible locations.  Whether you intend to open a nursery, a wholesale operation, or a retail store, you’ll need a location.  Cities and counties in Florida are beginning to pass ordinances that restrict the places where medical marijuana facilities can locate, and some impose burdensome licensing procedures.  Carefully review the legal and political climate in any particular location under consideration for your potential operation.
4. Lock in options.  Buying or leasing property with the hopes that the Amendment will pass can be risky business.  However, some landlords will permit execution of leases with a ‘condition subsequent.’  This means the effectiveness of the lease is dependent on something happening in the future, like passage of the Amendment.  Another alternative to consider is securing an ‘option’ to lease or purchase the desired property.  While this will cost you some money, it is better than purchasing or leasing property outright, and being left in a difficult position if the Amendment fails.
5. Incorporate.  Get the ball rolling with preliminary matters such as developing your corporate structure.  You can incorporate a business for the purpose of doing something in the future, such as dispensing medical marijuana.
6. Select a Brand Name.  Your brand name may become your most valuable business asset, if strategic decisions are made from the beginning.  Make sure to choose a brand name that will be eligible for trademark protection.  Also take steps to ensure that your trademark does not conflict with another registered mark.  Many individuals and companies are getting into the legal pot business, and creative brand names are being snapped up quickly.  With the help of an experienced trademark attorney, you can select a brand name that can be protected under applicable trademark law, and subject to significant legal protection once the company starts doing business.
7. Copyright your works.  Some of your promotional material, graphics, logos, source code, websites, videos and other expressive material will be subject to copyright protection.  Your intellectual property attorney should help you develop a registration and enforcement strategy to ensure that all your copyrights are protected from infringement in a timely fashion. Registering copyrights is a relatively simple, inexpensive effort, but can pay large dividends in the future.
8. Protect your trade secrets.  When starting any business, you will be creating substantial proprietary, confidential information.  Make sure that all those with access to this material are bound by non-disclosure agreements to ensure your trade secrets are not revealed, and your valuable work product exposed to competitors.
9. Form contracts.  A written contract must be in place with each employee, director, officer, vendor, supplier, service provider, website developer, consultant, accountant, and attorney you engage to assist you with starting your business.
10. Stay current on pending developments.  Amendment 2 passing was just the beginning of the process.  It was a critical first step, but further developments may follow.