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ADR 0002 — State of incorporation (PENDING)

Status: Proposed (decision pending) Date: 2026-05-04 Decision-makers: Pre-formation working group; pending Board

Context

The Guild's state of incorporation determines:

  • Filing fees and ongoing compliance cost
  • Annual report cadence and content
  • Statutory framework for nonprofit governance
  • Where the registered agent and primary bank live
  • Practical proximity to leadership and counsel

National membership scope is independent of incorporation state.

Options considered

  1. Maine — Title 13-B Nonprofit Corporation Act; $40 Articles of Incorporation; $35 annual report due June 1; mature legal cannabis market since 2016.
  2. Minnesota — Chapter 317A Nonprofit Corporation Act; $70 by mail / $90 online Articles of Incorporation; $0 annual renewal due Dec 31; legal adult-use cannabis since 2023; large nonprofit-services ecosystem.

Decision

To be made. Recommendation: incorporate where the Executive Director and primary bank account will live.

Consequences (general — to be specified once decision is made)

  • All filings will use the chosen state's forms and statute references.
  • Bylaws will reference the chosen statute.
  • Foreign-qualifying in additional states will be required if/when staff or significant operations are based elsewhere.

References