Overview
The True Party of Interest (TPI) framework in New York State is designed to protect the integrity of the two-tier cannabis market architecture and establish procedures for monitoring and enforcing the vertical and horizontal ownership restrictions. Ensuring compliance with TPI requirements is necessary for safeguarding the independence and autonomy of New York’s adult-use cannabis licensees. All cannabis licensees have True Parties of Interest (TPI). All TPI have either a direct or indirect interest in a license, but can be further categorized as:
- A direct or indirect financial or controlling interest (DIFCI), or
- A passive investor (PI).
Whether a person with a right to receive revenue or profit and Goods and Services providers is a TPI is based on the 10%/50%/$250,000 (10/50/250) rule. This rule states that a person has a financial and controlling interest, becoming a TPI in a license if, over the course of a calendar year, they receive the right to or actual payment from a licensee exceeding the greatest of:
- 10% of the payor licensee’s gross revenues;
- 50% of the payor licensee’s net profits; or
- $250,000.
Goods and Services Agreements (Section 124.3) creates a framework for non-licensee third parties interacting in various ways with licensees. These rules establish two classes of goods and services provider: exempt (which includes arrangements licensees have with their landlords, financiers, part-time CFOs, lawyers, accountants, and other goods and services providers who do not consult on plant-touching activities), and non-exempt (which includes arrangements licensees have with third-parties consulting on the licensee’s cannabis related activities). In addition, this section dictates the way these third parties can be compensated, and how agreements that are “stacked” together will be treated by the office.
All True Parties of Interest Documents
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