N.Y. Comp. Codes R. & Regs. tit. 9 § 120.2

Current through Register Vol. 46, No. 36, September 4, 2024

Section 120.2 - Application for an Adult-Use Cannabis License

(a) An applicant and each true party of interest in an applicant shall provide information in a form and manner as prescribed by the Board, which may include, but is not limited to the following:

(1) Identity of the applicant or true party of interest.

(i) If the applicant or true party of interest is an individual, the individual's:

(a) name;

(b) date of birth, corroborated by a copy of a valid photo identification containing the individual's date of birth issued by a local, state or federal government, which identification shall indicate the individual to be at least twenty-one (21) years of age;

(c) name of spouse or domestic partner, if any;

(d) social security number;

(e) contact information;

(f) any other aliases or names by which they have been known or conducted business at any time; and

(g) any other information required by the Office.

(ii) If the applicant or true party of interest is an entity, including, but not limited to, a partnership, limited liability company, corporation, trust or estate, for each entity, the following information shall be provided:

(a) name;

(b) address of the principal place of business;

(c) telephone number;

(d) all websites, social media sites, internet presence, and digital applications or platforms owned, operated or controlled by or registered to the applicant;

(e) state or country of incorporation or organization, except in the case of a sole proprietor;

(f) contact information of the designated individuals upon whom service shall be made;

(g) federal employer identification number; and

(h) other names by which it has been known or has conducted business at any time.

(iii) The ownership interest percentages as specified under subparagraph (vii) of paragraph (2) of subdivision (a) of this section for each individual partner, member, member-manager or nonmember-manager, director, officer, trustee, certain shareholder, and each individual or entity true party of interest of the entity and of each level of ownership of the applicant, any information required under this section.

(iv) Any other information required by the Office.

(2) Applicant ownership and financial disclosures.

(i) the percentage of ownership interest, financial interest, or any other interest held in the applicant by the applicant's true parties of interest;

(ii) a list of all parent companies, subsidiaries, affiliates, predecessors, and successors of the applicant;

(iii) a description of any and all ownership changes between the initial information provided on the application and the date of submission, including, but not limited to, events such as asset sales and purchases, stock sales and purchases, mergers, business combinations, or consolidations involving the applicant, including all former names of the applicant;

(iv) copies of business formation and organizational documents, such as a certificate of incorporation, certificate of limited partnerships, certificates of authority, articles of organizations, charters, bylaws, partnership agreements, operating agreements, agreements between any two (2) or more persons of the applicant that relate in any manner to the assets, property or profit of the applicant, and any other comparable documents and agreements that sets forth the legal structure of the applicant or relate to the formation, organization, management or control of the business and all amendments and changes thereto;

(v) personal histories or an entity history, as applicable, disclosure forms, including, but not limited to, a person's residence, employment, licensure and conviction history;

(vi) all proposed or executed contracts, term sheets, agreements, or side letters between the applicant or its true parties of interest and a goods and services provider to the applicant, other than those exempted pursuant to paragraph (1) of subdivision (a) of section 124.3 of this Title or non-exempt agreement pursuant to paragraph (1) of subdivision (b) of section 124.3 for a flat fee;

(vii) capitalization tables listing specific holders of ownership above 10% of interest if the applicant is a private entity, and 5% of interest for applicants who are publicly traded entities, including true parties of interest of all parents and holding entities relating back to all persons involved that meet these thresholds and any person with any future rights to ownership or revenue, as well as total undisclosed shares held in the entity;

(viii) documents relating to the ownership structure of the applicant, showing all holding and parent companies, subsidiaries, and affiliates;

(ix) financial documents, including financial statements and tax documents of the applicant for the most recent fiscal year ending prior to the date the application is submitted, or any other comparable documents as may be reasonably required;

(x) if the applicant was formed within the year preceding the application for licensure, provide financial statements for the period of time the applicant has been in existence and any pro forma financials used for business planning purposes;

(xi) an organizational chart indicating the ownership structure of the applicant and all persons who have decision making authority, control and management over the applicant entity or its assets, including any board members, officers, and directors of the entity and any parent, holding, or management companies of the applicant. If the business entity has a parent company, include the name of each parent company's principal officers and the percentage of ownership interest of each principal officer;

(xii) a description of any license or authorization in any other state or jurisdiction, currently or previously, to cultivate, process, manufacture, distribute, deliver, or sell cannabis or cannabis products in any form, held by the applicant or any true parties of interest of the applicant, and the following which may include, but not be limited to:

(a) a copy of each license or authorizing document verifying licensure in that state or jurisdiction;

(b) a statement granting permission to contact the appropriate regulatory agency that granted the license or authorization, or to authorize the Office to confirm the information contained in the application is true and accurate at its discretion; and

(c) if the license or authorization, was ever denied, suspended, cancelled, revoked or otherwise sanctioned, a copy of documentation so indicating, or a statement that the applicant or true party of interest of applicant was so licensed and was never sanctioned;

(xiii) details of any administrative proceeding or any governmental agency action in any jurisdiction during the past ten (10) years in which the applicant or any of the true parties of interest of applicant:

(a) information on any fines, disciplinary actions or requirements, sanctions, or the equivalent, which came to a settlement agreement regarding a potential violation, or if a registration or license was cancelled, suspended, or revoked; or

(b) whether an applicant or its true parties of interest managed or served on the board of a business or nonprofit organization that was fined, disciplined, sanctioned, or the equivalent, or had a registration or license cancelled, suspended or revoked;

(xiv) information relating to a business continuity plan which shall mean a plan, in case the applicant, its owners, or its true parties of interest decide to leave the business; there is a material change in the applicant's ability to operate the business; or the applicant becomes otherwise unable to operate the business;

(xv) a certificate of status or good standing from the governing state agency of the state of formation, certificate of assumed name, a certificate of authority to do business in New York from the New York Department of State, if the applicant is a foreign business, where applicable;

(xvi) information regarding any relationship, agreement, or arrangement that may exist between the applicant or true parties of interest and any official or any other individuals with control over the approval of an application, including, but not limited to, employees of the Office and members of the Board;

(xvii) whether the applicant or any true party of interest of applicant:

(a) is out of compliance with section 3-503 (2) of the General Obligations Law;

(b) has been disciplined or sanctioned by a state or federal agency; or

(c) has had any state or federal tax liens against any of their property;

(xviii) a list of any charitable contributions by the applicant in the last five (5) years, exceeding $5,000 annually or greater than $250,000 collectively for the applicant's donation history;

(xix) designation of each portion of the application that the applicant considers to be exempt from disclosure under the New York State Freedom of Information Law, including, but not limited to, certain trade secrets or commercial information;

(xx) a copy of the labor peace agreement between the applicant and a bona fide labor organization and an attestation that the applicant understands that the maintenance of such a labor peace agreement shall be an ongoing material condition of the license; and

(xxi) any other additional information requested by the Office.

(3) Criminal history and legal proceedings. For the applicant and its true party of interest, other than its passive investors or otherwise determined by the Office:

(i) fingerprints, except for individuals described in clause (h) of subparagraph (i) of paragraph (105) of subdivision (a) of section 118.1 of this Title, in a form and manner as specified by the Office for purposes of obtaining a criminal history report from the New York State Division of Criminal Justice Services. Fingerprints submitted shall be transmitted to the New York State Division of Criminal Justice Services and may be submitted to the federal bureau of investigations for state and national criminal history information checks;

(ii) information regarding legal actions, including, but not limited to:

(a) any pending legal actions, whether civil, criminal or administrative in nature, and a brief description of any such actions;

(b) any settled or closed legal actions, whether civil, criminal or administrative in nature, against the applicant over the past ten (10) years;

(c) any judgments within the past ten (10) years including the court, case name, case number, a summary of the facts, the cause of action and what the final ruling or determination was from the court, administrative body or other tribunal;

(d) any order, judgment, or decree of any court, administrative body or other tribunal of competent jurisdiction permanently or temporarily enjoining it from or otherwise limiting its participation in any type of business, practice, or activity within the last ten (10) years;

(e) information on any bankruptcies, voluntary or involuntary, assignments for the benefit of creditors, appointments of a receiver or custodian or similar insolvency proceedings made, commenced or pending during the past ten (10) years by or involving any applicant;

(f) a description of any delinquencies in the payment of any fees or tax required under any federal, state, or municipal law within the past ten (10) years and description of the circumstance for any payment not made because of a dispute regarding the payment of those fees or taxes; and

(iii) evidence regarding good moral character, which may include, but not be limited to the applicants:

(a) criminal history information;

(b) court documents;

(c) arrest reports;

(d) accusatory instruments; and

(e) fingerprint responses.

(4) Premises. Applicants shall be required to provide additional information regarding its premises where licensed activities will occur. The required premises information shall include, but is not limited to:

(i) information identifying any person that receives payment for rent under a lease or rental agreement relating to the applicant or the premises to be licensed;

(ii) information identifying the premises to be licensed which may include, but is not limited to, the street name and number, photographs, GPS coordinates, architectural drawings or other items related to the appearance of the interior or exterior of such premises, or floor plans of the interior of any structures being utilized on the premises;

(iii) the nature of the applicant's interest in the premises, whether leased or owned, and the name of any other person interested as a partner, joint venturer, investor or lender, mortgage holder or mortgage guarantor, or by any other means, with the applicant in the premises;

(iv) a statement that the location and layout of the premises to be licensed does not violate any requirement of the Cannabis Law and this Chapter relating to the location and layout of the licensed premises;

(v) a statement from the applicant that they have complied with notification requirements pursuant to section 76 of the Cannabis Law relating to a municipality in which the applicant intends to locate the licensed premises, where applicable;

(vi) a copy of a certificate of occupancy or its equivalent for the licensed premises;

(vii) copies of all applicable executed and proposed deeds, leases, rental agreements or executed option contracts related to the licensed premises, provided before the applicant begins operations, the documents shall demonstrate the applicant possesses or has the right to use sufficient land, buildings, and other premises as specified in the application to properly carry on the activities for which licensure is sought;

(viii) documentation acceptable to the Office, that the applicant will be able to obtain insurance sufficient to indemnify and hold harmless the state and its officers and employees;

(ix) any other information as determined by the Board.

(5) Social and Economic Equity. An applicant seeking to qualify as a social and economic equity applicant shall provide information proving their qualification as described in Part 121 of this Title.

(b) The Board may grant a provisional license if the applicant submits all the same materials required to be submitted for a final operational license for the same adult-use license type, except the following:

(1) requirements for information regarding a premises under paragraph (4) of subdivision (a) of this section; and

(2) information relating to evaluation of applicants based on premises information, if applicable.

N.Y. Comp. Codes R. & Regs. Tit. 9 § 120.2

Adopted New York State Register September 27, 2023/Volume XLV, Issue 39, eff. 9/27/2023