Ohio Medical Marijuana Dispensary Application MARIBIS OHIO ... · A-3.6 Ohio Unemployment Compensation Account Number A-3.7 Ohio Department of Taxation Number (if Applicant is currently

Ohio Medical Marijuana Dispensary Application

MARIBIS OHIO LLC Application ID 1053

Demographic Information(Business Contact)

A-1.1 Business Name, as it appears on the Applicant’s certificate of incorporation, charter, bylaws,partnership agreement or other legal business formation documents

A-1.2 Other trade names and DBA (doing business as) names

A-1.3 Business Street Address

A-1.4 City

A-1.5 State

A-1.6 Zip Code

A-1.7 Phone

A-1.8 Email

MARIBIS OHIO LLC

MARIBIS OHIO

4701 CRAYTON AVENUE

CLEVELAND

OH

44104

7084088000

[email protected]

Demographic Information(Primary Contact/Registered Agent)

A-2.1 Please select: Primary Contact, or Registered Agent for this Application

A-2.2 First Name

A-2.3 Middle Name

A-2.4 Last Name

A-2.5 Street Address

A-2.6 City

A-2.7 State

A-2.8 Zip Code

A-2.9 Phone

A-2.10 Email

PRIMARY CONTACT

LAUREL

No response provided by applicant

DINEFF

3350 SW 27TH AVENUE

MIAMI

FL

33133

7084088000

[email protected]

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Demographic Information(Applicant Organization and Tax Status)

A-3.1 Select One

A-3.1A If other, explain

A-3.2 State of Incorporation or Registration

A-3.3 Date of Formation

A-3.4 Business Name on Formation Documents

A-3.5 Federal Employer ID number

A-3.6 Ohio Unemployment Compensation Account Number

A-3.7 Ohio Department of Taxation Number (if Applicant is currently doing business in Ohio)

A-3.8 Ohio Workers’ Compensation Policy Number (if Applicant is currently doing business in Ohio)

A-3.9 The Applicant attests that workers’ compensation insurance will be obtained by the time theState of Ohio Board of Pharmacy determines the Applicant to be operational under the Act andregulations.

A-3.10 Has the Applicant operated and conducted business in any jurisdiction other than Ohio in thepast three years? If you select "Yes", answer question A-3.10.1 below.

A-3.10.1 If "Yes" to question A-3.10, for each instance relevant to question A-3.10, provide thefollowing:

Legal Business NameBusiness AddressFederal Employee ID Number

Limited Liability Company


OH

10/26/2017

MARIBIS OHIO LLC

This response has been entirely redacted




YES

NO


Demographic Information(Economically Disadvantaged Business)

A-4.1 The Applicant attests that at least fifty-one percent of the business, including corporate stock if acorporation, is owned by persons who belong to one or more of the groups set forth in this division, andthat those owners have control over the management and day-to-day operations of the business andan interest in the capital, assets, and profits and losses of the business proportionate to theirpercentage of ownership. ORC 3796.10 NO

Demographic Information(District Information )

A-5.1 Please select to indicate the medical marijuana dispensary Ohio district for which you areapplying for a dispensary license

A-5.2 Please select to indicate the medical marijuana dispensary Ohio county for which you areapplying for a dispensary license

NORTHEAST-6

Trumbull

Demographic Information(Prospective Associated Key Employees Details)

Item 1 of 4

A-6.1 First Name

A-6.2 Middle Name

A-6.3 Last Name

A-6.4 Suffix

A-6.5 Occupation

A-6.6 Title in the Applicant’s business

A-6.7 Applicant's business related compensation

A-6.8 Number of shares owned

A-6.9 Types of shares owned

A-6.10 Percent interest in Applicant's business

A-6.11 Voting percentage

A-6.12 Proposed Role

A-6.13 Please include any contributions of money, equipment, real estate and expertise

LAUREL


DINEFF


ATTORNEY; MANAGING MEMBER/CHIEF OPERTING OFFICER OF IL CULTIVATION AND TWODISPENSARIES

MANAGING MEMBER, DISPENSARY DESIGNATED REPRESENTATIVE, DISPENSARY MANAGER

$2500/MO

20 THROUGH MARIBIS LLC

MEMBER UNITS

20% THROUGH MARIBIS LLC

25%

PERSON EXERCISING SUBSTANTIAL CONTROL

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A-6.14 Date of birth

A-6.15 Social Security Number (use "N/A" if unavailable)


A-6.17 City

A-6.18 State

A-6.19 Zip Code

A-6.20 Phone

A-6.21 Email

A-6.22 Race/Ethnicity: (Only answer if applying as an Economically Disadvantaged Business)

A-6.23 If the Prospective Associated Key Employee maintains an Ohio residence, please provide thelength of time for which Ohio residency has been established:

A-6.24 Attach verification of identity. The following are acceptable forms of verification of identity:Unexpired, valid state-issued driver's license.Unexpired, valid photographic identification issued by the Ohio Bureau of Motor Vehicles or theequivalent from another state.Unexpired, valid United States passport.

A-6.25 Tax Authorization: Each Prospective Associated Key Employee with an aggregate ownershipinterest of ten percent or more in the Applicant, must print, manually sign and attach a copy of the Tax

ATTORNEY, OWNER/OPERATOR OF 3 CANNABIS FACILITIES IN IL







7084088000

[email protected]




Authorization Form. The State Board of Pharmacy may, in its discretion, require an owner or personwho exercises substantial control over a proposed dispensary, but who has less than a ten percentownership interest, to comply with statutory and regulatory ownership requirements. ORC 3796.10, OAC 3796:6-2-02 This response has been entirely redacted


Item 2 of 4

A-6.1 First Name

A-6.2 Middle Name

A-6.3 Last Name

A-6.4 Suffix

A-6.5 Occupation









GORGI


NAUMOVSKI


OWNER/OPERATOR OF TWO DISPENSARIES IN IL

DIRECTOR OF COMPLIANCE

$2500/MO

25 THROUGH RG5 INVESTMENTS INC

MEMBER UNITS

25% THROUGH RG INVESTMENTS INC

25%


OWNER/OPERATOR OF 2 CANNIBIS FACILITIES IN IL

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A-6.17 City

A-6.18 State

A-6.19 Zip Code

A-6.20 Phone

A-6.21 Email




A-6.25 Tax Authorization: Each Prospective Associated Key Employee with an aggregate ownershipinterest of ten percent or more in the Applicant, must print, manually sign and attach a copy of the TaxAuthorization Form. The State Board of Pharmacy may, in its discretion, require an owner or personwho exercises substantial control over a proposed dispensary, but who has less than a ten percent







6185711005

[email protected]




ownership interest, to comply with statutory and regulatory ownership requirements. ORC 3796.10, OAC 3796:6-2-02 This response has been entirely redacted


Item 3 of 4

A-6.1 First Name

A-6.2 Middle Name

A-6.3 Last Name

A-6.4 Suffix

A-6.5 Occupation









MARK


HANLEY


CEO OF LICENSED CANNABIS CULTIVATION IN CANADA

ADVISORY BOARD MEMBER

$100/MO

12.5 THROUGH HANLEY BROTHERS USA INC AND 18.5 THROUGH AMBER CANADA INC

MEMBER UNITS

31% THROUGH HANLEY BROTHERS USA INC AND AMBER CANADA INC

31%

BOARD MEMBER

CONTRIBUTION TO ACQUISITION FUNDS, OWNER/OPERATOR OF CANNABIS FACILITY IN

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A-6.17 City

A-6.18 State

A-6.19 Zip Code

A-6.20 Phone

A-6.21 Email





CANADA







6137434977

[email protected]






Item 4 of 4

A-6.1 First Name

A-6.2 Middle Name

A-6.3 Last Name

A-6.4 Suffix

A-6.5 Occupation









MATTHEW


HANLEY


PRESIDENT OF HANLEY HOSPITALITY INC. TIM HORTON FRANCHISES IN CANADA


$100/MO

12.5 THROUGH HANLEY BROTHERS USA INC

MEMBER UNITS

12.5% THROUGH HANLEY BROTHERS USA INC

12.5%

BOARD MEMBER

CONTRIBUTION TO AQUISITION FUNDS, OWNER/OPERATOR OF MULTIPLE FOOD

--

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A-6.17 City

A-6.18 State

A-6.19 Zip Code

A-6.20 Phone

A-6.21 Email





FRANCHISES IN CANADA







9054316951

[email protected]





Compliance(Compliance with Applicable Laws and Regulations)

B-1.1 By selecting “Yes”, the Applicant, as well as all individually identified Prospective Associated KeyEmployees listed in this provisional license application, agree to comply with all applicable Ohio lawsand regulations relating to the operation of a medical marijuana dispensary.

B-1.2 By selecting “Yes”, the Applicant understands and attests that it must establish and maintain anescrow account or surety bond in the amount of $50,000 as a condition precedent to receiving amedical marijuana certificate of operation. OAC 3796:6-2-11

YES

YES

Compliance(Civil and Administrative Action)

B-2.1 Has the Applicant been the subject of an action resulting in sanctions, disciplinary actions or civilmonetary penalties or fines being imposed relating to a registration, license, provisional license or anyother authorization to cultivate, process, or dispense medical marijuana in any state?

B-2.2 Has the Applicant been the subject of a civil or administrative action relating to a registration,license, provisional license or authorization to cultivate, process, or dispense medical marijuana in anystate?

B-2.3 Has criminal, civil, or administrative action been taken against the Applicant for obtaining aregistration, license, provisional license or other authorization to operate as a cultivator, processor, ordispensary of medical marijuana in any jurisdiction by fraud, misrepresentation, or the submission offalse information?

B-2.4 Has criminal, civil or administrative action been taken against the Applicant under the laws ofOhio or any other state, the United States or a military, territorial or tribal authority, relating to any ofthe Applicant's Prospective Associated Key Employees' profession or occupation?

B-2.4.1 If "Yes" to any question in B-2, provide the following: Respondent / Defendant, Name of Caseand Docket Number, Nature of Charge or Complaint, Date of Charge or Complaint, Disposition, Nameand Address of the Administrative Agency Involved, and the Jurisdictional Court (Specify Federal,State and/or Local Jurisdictions)

NO

NO

NO

NO


Compliance(Prospective Associated Key Employee Compliance)

Item 1 of 4

B-3.1 First Name

B-3.2 Middle Name

B-3.3 Last Name

B-3.4 Proposed Role

B-3.5 Position/Title

B-3.6 Brief description of role

B-3.7 Has this individual served, or are they currently serving as an owner, officer, or board member ofanother medical marijuana entity in Ohio or the United States?

B-3.7.1 If "Yes" to B-3.7, please provide the entity Name and Address.

B-3.8 Has this individual had ownership or financial interest, or do they currently have ownership orfinancial interest of another medical marijuana entity in Ohio or the United States?


B-3.9 Has this individual ever been convicted of, or are charges pending for, a disqualifying offense?Include instances in which a court granted intervention in lieu of treatment (also known as treatment inlieu of conviction, ILC, or TLC), or other diversion programs. Offenses must be reported regardless of

LAUREL


DINEFF


DESIGNATED DISPENSARY REPRESENTATIVE, DISPENSARY MANAGER

DEVELOP, IMPLEMENT, TRAIN EMPLOYEES WHILE OVERSEEING DAILY MANAGERIALOPERATIONS

YES

BEDFORD GROW LLC, 5550 WEST 70TH PLACE, BEDFORD PARK, IL 60501. MARIBIS OFCHICAGO LLC, 4570 SOUTH ARCHER AVENUE, CHICAGO, IL 60638, MARIBIS OF SPRINGFIELDLLC, 2272 NORTH GRAND AVENUE EAST, GRANDVIEW, IL 62702

YES

BEDFORD GROW LLC, 5550 WEST 70TH PLACE, BEDFORD PARK, IL 60501. MARIBIS OFCHICAGO LLC, 4570 SOUTH ARCHER AVENUE, CHICAGO, IL 60638, MARIBIS OF SPRINGFIELDLLC, 2272 NORTH GRAND AVENUE EAST, GRANDVIEW, IL 62702

whether the case has been sealed, as described in section 2953.32 of the Revised Code, or theequivalent thereof in another jurisdiction.

B-3.9.1 If "Yes" to B-3.9, please provide the following: Defendant, Name of Case and Docket Number,Nature of Charge or Complaint, Date of Charge or Complaint, Disposition, and Jurisdictional Court(Specify Federal, State and/or Local Jurisdictions)

B-3.10 Has the individual ever been convicted of, or are charges pending for, any other felony offenseunder state or federal law?

B-3.10.1 If "Yes", please provide the following: Defendant, Name of Case and Docket Number, Natureof Charge or Complaint, Date of Charge or Complaint, Disposition, and Jurisdictional Court (SpecifyFederal, State and/or Local Jurisdictions)

B-3.11 Has the individual ever been convicted of, or are charges pending for, a crime (felony ormisdemeanor) involving an act of moral turpitude?


B-3.12 Has this individual ever been disciplined by the State of Ohio Board of Pharmacy or any otherlicensing body.

B-3.12.1 If "Yes", please provide the following: Name, Name and Address of Licensing Board, LicenseNumber, Nature of Charge or Complaint, Date of Charge or Complaint, Disposition, Name and Addressof the Administrative Agency Involved

B-3.13 Has the individual ever been denied a license by the Drug Enforcement Administration orappropriate issuing body of any state or jurisdiction, or is such action pending?

B-3.13.1 If "Yes" to B-3.13, the reason for doing so must be provided below.

B-3.14 Has the individual ever been the subject of an investigation or disciplinary action by the Drug

NO


NO


NO


NO


NO


Enforcement Administration or appropriate issuing body of any state or jurisdiction that resulted in thesurrender, suspension, revocation, or probation of the individual's license or registration?


B-3.15 Has the individual ever been the subject of a disciplinary action by the Drug EnforcementAdministration or appropriate issuing body of any state jurisdiction that was based in whole or in part,on the Applicant's prescribing, dispensing, diverting, administering, storing, personally furnishing,compounding, supplying, or selling a controlled substance or other dangerous drug (i.e. prescriptiondrug), or is any such action pending?


B-3.16 By selecting "Yes", this individual agrees to be enrolled in the Retained Applicant FingerprintDatabase (Rapback) should the Applicant be awarded a provisional license.

B-3.17 Has the individual been the subject of an action resulting in sanctions, disciplinary actions orcivil monetary penalties being imposed relating to a registration, license, provisional license or anyother authorization to cultivate, process, or dispense medical marijuana in any state?


B-3.18 Has the individual been the subject of a civil or administrative action relating to a registration,license, provisional license or authorization to cultivate, process, or dispense medical marijuana in anystate?


B-3.19 Has the individual been accused of obtaining a registration, license, provisional license or otherauthorization to operate as a cultivator, processor, or dispensary of medical marijuana in anyjurisdiction by fraud, misrepresentation, or the submission of false information?


NO


NO


YES

NO


NO


NO

B-3.20 Has civil or administrative action been taken against the individual under the laws of Ohio orany other state, the United States or a military, territorial or tribal authority, relating to the individual'sprofession or occupation?

B-3.20.1 If "Yes" to B-3.20, please provide the following: Defendant, Name of Case and DocketNumber, Nature of Charge or Complaint, Date of Charge or Complaint, Disposition, Name and Addressof the Administrative Agency Involved, and Jurisdictional Court (Specify Federal, State and/or LocalJurisdictions)

B-3.21 By selecting “Yes”, you attest to the following statement: None of the Applicant's Prospective Associated Key Employees are a physician who has a certificateto recommend medical marijuana or who has applied for a certificate to recommend medical marijuanaunder section 4731.30 of the Revised Code.

B-3.22 By selecting “Yes”, you attest to the following statement: None of the Applicant's Prospective Associated Key Employees have ownership, investment interest,or a compensation arrangement with a laboratory licensed under Chapter 3796 of the Revised Code or an Applicant for a license to conduct laboratory testing.


NO


YES

YES


Item 2 of 4

B-3.1 First Name

B-3.2 Middle Name

B-3.3 Last Name

B-3.4 Proposed Role







B-3.9 Has this individual ever been convicted of, or are charges pending for, a disqualifying offense?Include instances in which a court granted intervention in lieu of treatment (also known as treatment inlieu of conviction, ILC, or TLC), or other diversion programs. Offenses must be reported regardless ofwhether the case has been sealed, as described in section 2953.32 of the Revised Code, or theequivalent thereof in another jurisdiction.

GORGI


NAUMOVSKI


DIRECTOR OF COMPLIANCE

OPERATION, MANAGEMENT, RECORDKEEPING AND COMPLIANCE OF THE DISPENSARY

YES

KPG OF ANNA LLC, 87 RICHVIEW, ANNA, IL 62906, KPG OF HARRISBURG, 105 VETERANSDRIVE, HARRISBURG, IL 62946

YES

KPG OF ANNA LLC, 87 RICHVIEW, ANNA, IL 62906, KPG OF HARRISBURG, 105 VETERANSDRIVE, HARRISBURG, IL 62946










B-3.14 Has the individual ever been the subject of an investigation or disciplinary action by the DrugEnforcement Administration or appropriate issuing body of any state or jurisdiction that resulted in thesurrender, suspension, revocation, or probation of the individual's license or registration?

NO


NO


NO


NO


NO












B-3.20 Has civil or administrative action been taken against the individual under the laws of Ohio or

NO


NO


YES

NO


NO


NO


any other state, the United States or a military, territorial or tribal authority, relating to the individual'sprofession or occupation?




NO


YES

YES


Item 3 of 4

B-3.1 First Name

B-3.2 Middle Name

B-3.3 Last Name

B-3.4 Proposed Role








MARK


HANLEY

BOARD MEMBER


OPERATIONAL REVIEW OF PATIENT CARE, QUALITY ASSURANCE AND EFFICIENCY OFDISPENSARY

NO


NO


NO












NO


NO


NO


NO


NO













NO


YES

NO


NO


NO





NO


YES

YES


Item 4 of 4

B-3.1 First Name

B-3.2 Middle Name

B-3.3 Last Name

B-3.4 Proposed Role








MATTHEW


HANLEY

BOARD MEMBER


OPERATIONAL REVIEW OF CUSTOMER SERVICE AND FINANCIAL DEALINGS

NO


NO


NO












NO


NO


NO


NO


NO













NO


YES

NO


NO


NO





NO


YES

YES

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Business Plan(Property Title, Lease, or Option to Acquire Property Location)

C-1.1 Attach one of the following: Evidence of the Applicant’s clear legal title to or option to purchase the proposed site and facility.A fully-executed copy of the Applicant’s unexpired lease for the proposed site and facility and awritten statement from the property owner that the Applicant may operate a medical marijuanaorganization on the proposed site for, at a minimum, the term of the initial provisional license.Other evidence that shows that the Applicant has a location to operate its medical marijuanaorganization.

Uploaded Document Name: C-1.1c_Letter of Intent 3.pdfNOTE: This applicant uploaded document is the next 4 page(s) of this document.

C-1.2 Business Name, as it appears on the Applicant’s certificate of incorporation, charter, bylaws,partnership agreement or other official documents.

C-1.3 Trade names and DBA (doing business as) names

C-1.4 Business Address

C-1.5 City

C-1.6 State

C-1.7 Zip Code

C-1.8 Phone

C-1.9 Email

MARIBIS OHIO LLC

MARIBIS OHIO

650 SUMMIT STREET NW

WARREN

OH

44446

7084088000

[email protected]

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-

-

Business Plan(Site and Facility Plan)

C-2.1 Applicants must show that they can expeditiously use a site and facility to meet the activitiesdescribed in the provisional license by attaching one of the following:

If the facility is in existence at the time that the provisional license application is submitted, submitplans and specifications drawn to scale for the interior of the facility.If the facility is in existence at the time that the provisional license application is submitted, and theApplicant plans to make alterations to the facility, submit renovation plans and specifications for theinterior and exterior of the facility.If the facility does not exist at the time that the provisional license application is submitted, submit aplot plan that shows the proposed location of the facility and an architectural drawing of the facility,including a detailed drawing, to scale, of the interior of the facility.

Uploaded Document Name: C-2.1c_Facility Plans and Specifications 3.pdfNOTE: This applicant uploaded document is the next 2 page(s) of this document.

SECURITY & INFRASTRUCTURE

SECURITY & INFRASTRUCTURE

C-2.2 The Applicant also must submit evidence that it is in compliance with any local ordinances, rules,or regulations adopted by the locality in which the Applicant's property is located, which are in effect atthe time of the application. Include copies of any required local registration, license or permit. If norelevant zoning restrictions have been enacted, provide a professionally prepared survey whichdemonstrates that the Applicant is not in violation of restrictions pertaining to prohibited facilities and isnot located within 500 feet of a community addiction services provider as defined under section5119.01 of the Revised Code. OAC 3796:5-5-01 Uploaded Document Name: C-2.2_Notice of Proper Zoning 3.pdfNOTE: This applicant uploaded document is the next 2 page(s) of this document.

C-2.3 Provide a location map of the area surrounding the proposed facility that establishes the facilityis at least 500 feet from a prohibited facility or a community addiction services provider as definedunder section 5119.01 of the Revised Code. In establishing the distance between a proposeddispensary and such a facility, the distance shall be measured linearly and shall be the shortestdistance between the closest point of the property lines of the proposed dispensary and the prohibitedfacility or community addiction services provider. The map must be clearly legible and labeled and maybe divided into 8.5*11 inch sections. OAC 3796:5-5-01 Uploaded Document Name: C-2.3_Location Area Map 3a.pdfNOTE: This applicant uploaded document is the next 1 page(s) of this document.

Business Plan(Description of Employee Duties and Roles)

C-4.1 Please provide a description of the duties, responsibilities, and roles of each ProspectiveAssociated Key Employee. Please attach a Table of Organization and Control for the business. Include all individuals listed in question A-6. The leadership team’s vision is to establish a medical cannabis dispensary in which qualifying patientscan procure high quality medicine, professional education surrounding efficacy of treatment. Allregistered employees of the dispensary operation will be trained extensively on the duties within theorganization, and foundational training on compliant distribution and inventory management.

Acting as the Dispensary Managing Member and Designated Representative of the organization,Laurel Dineff will develop, implement, and train all employees within operational policies and protocolsof dispensing medical cannabis side by side with the Medical Director. Laurel currently serves as anowner and operator of 2 dispensary and 1 cultivation licensed operations in Illinois. Followingprovisional licensing, Laurel and her team of seasoned operators will spearhead the implementation ofoperational policies and procedures that have proven to be thorough, efficient, and compliant whilehiring local Ohio residents to assume all levels of management.

Gorgi Naumovski’s 5-career experience within the healthcare industry instilled him with the elementalexpertise needed to successfully operate secure medical cannabis dispensary facilities. During hismanagerial roles within a successful mail order Pharmacy business, Gorgi gained a strongunderstanding surrounding the stringent healthcare accounting principles, recordkeeping, andregulated inventory management. Gorgi has since focused his expertise within as an owner andGeneral Manager of two dispensaries in Illinois, expanding experience of compliant oversight, policycreation and implementation, and regulatory agency reporting. Within his position of Director ofCompliance, Gorgi will provide a level of compliance oversight needed to comply with all laws andregulations. Gorgi will be in charge of development, implementation, and training of all employeesregarding requisite inventory management, compliant distribution, and personally supervising medicalcannabis inventory within the dispensary acting as a Dispensary Key Employee.

Mark Hanley has over 23 years’ experience as an owner and operator of 8 franchises. His companyemploys over 250 professionals, has been accredited as a top operational franchisee, gainingnumerous awards for operational standards, cleanliness, and quality assurance. Mark currently servesas a Director, Vice Chair and CEO of a licensed Canadian cultivation, processing, and dispensingoperation with a diverse range of cannabis infused product production. With this experience andnetwork of medical cannabis professionals, Mark will utilize his strong background to ensure that thedispensary operation provides the highest level of patient care, quality assurance, and efficiencythrough his role as owner and advisory board member.

Matthew Hanley began his career within the highly regulated healthcare industry where he amassed 15years of experience. Since then, Matthew has held the position of President within Hanley HospitalityInc for 14 years with ownership and operational control. Most recently, he has focused his attentionwithin his ownership of a licensed Canadian cultivation, processing, and dispensing operationspecializing in the production of a broad range of cannabis infused product production. Within his roleof owner and member of the advisory board, Matthew will utilize his customer service and large-scalebusiness operations experience to ensure that the proposed dispensary operations will provide safeand secure access of medical cannabis products to registered patients of Ohio through his role asowner and advisory board member.

Kerry Stewart, a native of Ohio, continually strives to facilitate success for Ohio and its residents. He

C-4.2 Please attach a Table of Organization and Control for the business. Include all individuals listedin question A-6.

found hope and inspiration within the medical cannabis industry as he had lost his mother to cancerand son suffering from Multiple Sclerosis (MS). At Lampro Inc, Kerry acts as owner and operator,creating a healthy environment where subsequent generations are proud to continue to work. Apositive work ethic, passion, and unwavering accountability have brought the company to $60 million ingross revenue. Kerry has continuously employed 15 individuals, 60% of whom are members ofdisadvantaged minority groups. An individual whose life has been based on integrity and hard work isthe perfect fit for such a new industry in Ohio. Kerry, an owner and member of the advisory board, willoversee marketing and create the graphic design for all promotional material.

Alice Brooks, an Ohio resident for over 60 years, joined the Cleveland Mayor’s Office Staff in 1995 asan Assistant Administrator; and, worked directly with the Commissioner and alongside the Director ofCommunity Development to coordinate strategic development of city construction plans. Alicecompleted several multimillion dollar projects during her tenure, was responsible for overseeing thecity’s $6 million real estate tax budget, and managed leases and licenses for several hundred city-owned properties. She had repeatedly proven her capacity for consistent achievement throughout hertwo-decade career of public service with the City of Cleveland. Alice, an owner and advisory boardmember, will oversee the construction of the facility and plans to lead the community outreach programfor indigent and veteran patients through her contacts with the City.

As the proposed Medical Director, Bradley Galli employs a depth of expertise within treatment options,pain management, and controlled substance regulatory environment. During his experience withinownership and Medical Advisory roles of two licensed dispensaries in Illinois, Brad’s comprehension ofmedical cannabis therapy and drug interactions has expanded to a level unparalleled. Brad will serveas Medical Director and hold an advisory position on the organization’s board of medical advisors.Within the role of Medical Director, Brad will ensure the dispensary’s dedication to comprehensiveeducation for employees and patients utilizing the most recent research on dosage, therapy options,drug interactions, and treatment of qualifying conditions. As a licensed pharmacist, Brad will create allemployee and patient training, education, and care programs, and create all continuing educationmaterial.

Gregory Lambert is a Law Enforcement Professional with 30 years within the Illinois Department ofCorrections, serving as Warden of numerous correctional facilities, with 75% of his career as aSupervisor/Administrator. Greg has since served as Director of Security for 2 dispensaries in Illinois.Greg will serve as the organization’s Director of Security, supervising all safety and security protocols.He will develop, implement, and train all security policies and procedures for all employees. As Directorof Security, Greg will be tasked with handling any security concerns, securing the facility in the event ofemergency, identifying necessary policy adjustments, or additional improvements needed in the eventof an increase in operational capacity or increased inventory levels, or to address proceduralimprovements due to an inventory discrepancy. Greg will also oversee all dispensary SecurityManagers.

Uploaded Document Name: C-4.1_Table of Organization and Control .pdfNOTE: This applicant uploaded document is the next 1 page(s) of this document.

Maribis Ohio LLC

Company Ownership Structure & Dispensary Associated Key Employee

Dispensary Key Employees

Dispensary Support Employees

Maribis LLC 20%

Managing Member

Laurel Dineff 100%

ProCanna LLC %5

Member

Kerry Stweart 50%

Alice Brooks 50%

RG5 Invenstments Inc 25%

Member

Gorgi Naumovski 100%

Hanely Brothers USA Inc 25%

Member

Mark Hanley 50%

Matt Hanley 50%

Amber Canda Inc 25%

Member

75% Mark Hanley

25% Multi-Investors

Gorgi Naumovski

Director of Compliance

Laurel Dineff

Dispensary Manager

Greg Lambert

Director of Security

Brad Galli

Pharmacist & Medical Director

TBD

Security Manager

Name

Security Guards

Name

Security Guards

TBD

Office Administrative

TBD

Inventory Control

Name

Title

TBD

Patient Consultant

Name

Title

Name

Title

Name

Title

Name

TItle

Alice Brooks

Patient Orientation & Outreach

Name

Title

Kerry Stewart

Marketing Coordinator

Business Plan(Capital Requirements)

Item 1 of 1

C-5.1 Type of Capital

C-5.2 Source of Capital

C-5.3 Name and Address of financial institution

C-5.4 Account Number

C-5.5 Illustrate that the Applicant has adequate liquid assets to cover all expenses and costs for thefirst year of operation as indicated in the dispensary's proposed Business Startup Plan (Question C-3).The total amount of liquid assets must be no less than $250,000. Provide unredacted documentationfrom the Applicant's financial institution to support these capital requirements. (ORC 3796:6-2-02)

C-5.5.1 Please attach a redacted copy of documentation from the Applicant's financial institution tosupport the capital requirements. (ORC 3796:6-2-02)

Cash Funded Loan

Joel Dewberry, Individual




Uploaded Document Name: C-5.5_ Liquid Assets Requirement Redacted.pdfNOTE: This applicant uploaded document is the next 5 page(s) of this document.

PROMISSORY NOTE

November 15, 2017

FOR VALUE RECEIVED, , an Ohio Limited Liability Company, whose address is (hereinafter referred to as "Debtor"), by execution of this Promissory Note ("Note"), promises to pay to the order of (hereinafter referred to as "Lender" or "Holder"), the sum of Two Million and 00/100 ($2,000,000.00) DOLLARS, interest at the rate of 5 and 00/100 Percent (5.00%) per annum from and after the date of funds transfer from Lender to Debtor herein, and subject to the following terms herein.

The above described $2,000,000.00 shall be delivered by Lender to Debtor in good funds simultaneously within 5 business days of the Debtor being awarded a license to dispense medical cannabis in the State of Ohio.

This Note shall be payable at the end of the term, including all outstanding principal plus all accrued interest, at the expiration of three (3) years from the date of receipt of the funding as stated in this Note (the "Original Note Term"), subject to the provisions herein. During the term of this Note, interest shall accrue monthly; provided however, that interest shall not be required to be paid until such time as Debtor achieves positive cash flow from company operations. Lender has no right to demand and receive payment at maturity from the Company in any form other than cash.

DEFAULT EVENTS. Upon a default in payment of the principal and/or interest or any part thereof for more than thirty (30) days after the sum is due, interest shall be recalculated at the default rate as recited below. In the event the payment default continues for a period of thirty (30) additional days, Lender shall be entitled to accelerate the maturity of this Note with proper notices and may exercise all rights to collect on this Note.

DEFAULT INTEREST. If, for any reason, this Note, and all accrued interest, are not paid as provided for herein, then the Note shall b e ar non-compounding (simple) interest at the rate of Eight and 00/100 Percent (8.00%) per annum, calculated on the balance of the unpaid principal plus accrued but unpaid interest outstanding at the time of default.

Lender hereby agrees that this Note is not negotiable without the prior express written agreement of Debtor, which Debtor may grant or withhold at its sole discretion.

All notices required or permitted under this Note shall be given in writing and shall be delivered personally or mailed, postage prepaid, by certified mail, to the address of Debtor set forth herein and shall be deemed so served and delivered in the latter instance when received by Debtor.

The construction and interpretation of this Note and any questions of law arising under this Note and any deed of trust or security instrument securing this Note, existing now or which may later be executed; shall be governed by the laws and judicial decisions of the State of Illinois without regard for choice of law principles. In the event that Lender must pursue any legal action to recover its interest or principal, Lender shall do so in the Common Pleas Court of Cuyahoga County, Ohio.

The Debtor, for themselves and their successors, understand upon presentment for payment, protest and demand and notice of protest, of demand and of dishonor and nonpayment of this Note, that Debtor has a thirty (30) day cure period to alleviate Lender's protest and demand, and Debtor expressly agrees that this Note, or any payment hereunder may be extended from time to time by Lender without in any way affecting the liability of the Debtor, endorsers, sureties and guarantors hereof.

IN WITNESS WHEREOF, the Debtor has caused this Note to be signed by a duly authorized officer, and to be effective as the 15th day of November, 2017.

BY:

DEBTOR:

Business Plan(Business History and Experience)

Item 1 of 5

C-6.1 First Name

C-6.2 Middle Name

C-6.3 Last Name

C-6.4 Previous Role (e.g. Owner, Officer, Board Member, Person with Financial Interest, PersonExercising Substantial Control, Support Employee)

C-6.5 Business Name


C-6.7 Position of management or ownership of a controlling interest

C-6.8 Dates

LAUREL


DINEFF

OWNER, PERSON EXERCISING SUBSTANTIAL CONTROL

BEDFORD GROW LLC/ MARIBIS OF CHICAGO LLC AND MARIBIS OF SPRINGFIELD LLC

5550 W 70TH PL, BEDFORD PARK, IL 60638/4570 S ARCHER AVE, CHICAGO, IL 60632/2272 NGRAND AVE E, GRANDVIEW, IL 62702

YES

2014 - CURRENT


Item 2 of 5

C-6.1 First Name

C-6.2 Middle Name

C-6.3 Last Name


C-6.5 Business Name



C-6.8 Dates

GORGI


NAUMOVSKI


KPG OF ANNA LLC/ KPG OF HARRISBURG LLC

87 RICHVIEW, ANNA IL 62906/ 105 VETERANS DR, HARRISBURG, IL 62946

YES

2014 - CURRENT


Item 3 of 5

C-6.1 First Name

C-6.2 Middle Name

C-6.3 Last Name


C-6.5 Business Name



C-6.8 Dates

MARK


HANLEY


AMBER CANADA INC

289 FRONT STREET, BELLEVILLE, ONTARIO, CANADA K8N2Z6

YES

2016 - 2017


Item 4 of 5

C-6.1 First Name

C-6.2 Middle Name

C-6.3 Last Name


C-6.5 Business Name



C-6.8 Dates

MATTHEW


HANLEY


HANLEY HOSPITALITY INC

289 FRONT STREET, BELLEVILLE, ONTARIO, CANADA K8N2Z6

YES

2003 - 2017


Item 5 of 5

C-6.1 First Name

C-6.2 Middle Name

C-6.3 Last Name


C-6.5 Business Name



C-6.8 Dates









Business Plan(Business History and Experience Narrative)

C-6.9 Provide a narrative description not to exceed 1500 words demonstrating any previousexperience at operating other businesses or non-profit organizations and any demonstrated knowledgeor expertise with regard to the medical use of marijuana to treat qualifying conditions (for allProspective Associated Key Employees with an ownership interest of ten percent or more in theprospective dispensary). Include the number of years of experience, the type of business, and anyadministrative discipline history associated with each business. Maribis Ohio LLC’s leadership team is comprised of seasoned professionals with the diverseexperience and commitment needed to provide registered Ohio patients with secure access to medicalcannabis, with additional dedication toward improving the general health and well being of the localcommunity. The leadership team presented herein has developed a detailed business startup plan thatwill ensure efficient construction, thorough and compliant employee training, and provide timelydistribution of medical cannabis to registered patients and caregivers.

The operational and logistical challenges experienced during compliant operations of a dispensaryfacility will be overseen through the ownership and proposed Director of Compliance position held byGorgi Naumovski.

Gorgi Naumovski’s career within the highly regulated healthcare industry began in 2012 byorchestrating the acquisition of real estate, hiring and training a staff of 20 professionals, andimplementing an ordering center for a mail order Pharmacy that, under his direct management, quicklyexpanded to annual gross revenue of over 7 million dollars. During his time within this managementrole, he gained a strong understanding surrounding the stringent healthcare accounting principles,recordkeeping, and regulated inventory management. Gorgi maintains ownership and operationalcontrol of a medical equipment supply company. Since 2014, Gorgi has focused his expertise withinhis ownership and General Manager position of 2 state licensed medical cannabis dispensaryoperations in Illinois. Upon approval, each retail building was fully constructed, and retrofitted within 3months, and granted approval to operate immediately after. Each 3,500 sf retail operation maintainsstrict operational compliance, and within 1 year grew its patient base to over 400 patients and one ofthe largest inventory selections within Illinois. Through his active ownership and operational control,Gorgi has gained unparalleled competency within compliantly providing patients safe and secureaccess to high quality medical cannabis in a welcoming environment. Gorgi’s role as Director ofCompliance will ensure that Maribis maintains a level of operational, recordkeeping and inventorymanagement compliance that exceeds all requisite laws and regulations.

The leadership and management of operational aspects will be implemented and lead by Laurel Dineffwithin her role as an equity partner and Dispensary Manager.

Laurel Dineff is an international intellectual property attorney; entrepreneur and business owner ofseveral enterprises with a diverse background that has prepared her to serve as a Manager and BoardMember. A first generation multi-lingual American, she is the recipient of numerous study grants andfellowships in the international business arena and has expanded this expertise to the classroom as ateam professor at a major law school. For more than 45 years, her responsibilities have ranged fromowning and managing her own international law firm with offices both in the United States and Europeto overseeing the operations of several financial institutions with offices in multiple states. Following theloss of two siblings to Multiple Sclerosis and Cancer, Laurel has recently focused efforts withinoperations and ownership of three Illinois licensed cannabis facilities including 1 cultivation and 2dispensary licenses. Following the provisional licensing period, seasoned operators from thesefacilities will spearhead the task of training local residents and ensuring compliant operations.

Oversight within efficient operations, quality assurance, and general business acumen will ensure thatMaribis maintains the level of efficiency and organization required to provide registered patients withthe level of quality mandated by the Board of Pharmacy. In addition to staff mentioned, thisfundamental aspect will be upheld within the organization through the experience of two brothers fromthe ownership team, Mark Hanley and Matt Hanley.

Mark Hanley holds a Bachelors of Economics and Sociology degree, as well as the Institute ofCorporate Directors Designation. He has over 23 years’ experience as the owner and operator of 8franchises within the retail food and beverage industry. His company employs over 250 professionals,has been accredited within operational performance above 90% of all franchisees, gaining numerousawards for operational standards, cleanliness, quality assurance, and record monthly revenue. He alsoowns a private investment company that focuses on early stage business and real estate opportunities.Mark currently serves as a Director, Vice Chair and CEO of a licensed Canadian cultivation,processing, and dispensing operation with a diverse range of cannabis infused product production, andmaintains an international network of professional cannabis operators.

Matthew Hanley began his career within the highly regulated healthcare industry where he amassed 15years of experience. Since then, Matthew has held the position of President within Hanley HospitalityInc for 14 years with ownership and operational control of 3 food and beverage operations in Ontario,as well as President of a large real estate contracting company. Most recently, he has focused hisattention within his ownership of a licensed Canadian cultivation, processing, and dispensing operationspecializing in the production of a broad range of cannabis infused product production.

Kerry Stewart, a native of Ohio, continually strives to facilitate success for Ohio and its residents. Hefound hope and inspiration within the medical cannabis industry as he had lost his mother to cancerand has a son suffering from Multiple Sclerosis (MS). At Lampro Inc, Kerry acts as owner and operatorof a graphic design company, creating a healthy environment where subsequent generations are proudto continue to work. A positive work ethic, passion, and unwavering accountability have brought thecompany to $60 million in gross revenue. Kerry has continuously employed 15 individuals, 60% ofwhom are members of disadvantaged minority groups. An individual whose life has been based onintegrity and hard work is the perfect fit for such a new industry in Ohio. Kerry will oversee themarketing of the dispensary.

Alice Brooks, an Ohio resident for over 60 years, lost a husband to cancer. She saw how he sufferedand suffered with him as she cared for his every need while going through chemotherapy andradiation. Knowing there was an alternative, she has become an advocate for medical cannabis in localcircles. Alice joined the Cleveland Mayor’s Office Staff in 1995 as an Assistant Administrator. Workingdirectly with the Commissioner and alongside the Director of Community Development to coordinatestrategic development of city construction plans, Alice completed several multimillion dollar projectsduring her tenure. She was responsible for overseeing the city’s $6 million real estate tax budget andmanaged leases and licenses for several hundred city-owned properties. Alice had repeatedly provenher capacity for consistent achievement throughout her two-decade career of public service with theCity of Cleveland. Alice will oversee the construction of the facilty and plans to lead the communityoutreach program for indigent and veteran patients.

Maribis participants have a proven track record of implementing and maintaining compliant medicalcannabis dispensaries overseen by the strict operational standards mandated by state regulatoryagencies. The Board of Pharmacy can be assured that their approval of the proposed dispensaryoperations outlined by Maribis Ohio will result in a fully viable, compliant, and immediate operationalcapacity to provide registered patients and caregivers safe and secure access to medical cannabis

while simultaneously enriching the overall health and prosperity of local and surrounding communitiesas none of the members have ever been disciplined in any areas of their business history.

Operations Plan(Dispensary Oversight)

D-1.1 By selecting "Yes", the Applicant attests that it will appoint a designated representativeresponsible for the oversight, supervision and control of operations of the medical marijuanadispensary. When there is a change in the appointed designated representative, the Applicant willnotify the State Board of Pharmacy within 10 business days of appointment. OAC 3796:6-3-05 YES

1.2.3.4.5.6.7.8.

Operations Plan(Security and Surveillance )

D-2.1 By checking “Yes,” the Applicant attests that it is able to continuously maintain effective security,surveillance and accounting control measures to prevent diversion, abuse and other illegal conductregarding medical marijuana and medical marijuana products.

D-2.2 Please provide a summary of the Applicant's proposed security and surveillance equipment andmeasures that will be in place at the proposed facility and site. These measures should cover, but arenot limited to, the following:

General overview of the equipment, measures and procedures to be usedAlarm systemsSurveillance systemSurveillance storageRecording capabilityRecords retentionPremises accessibilityInspection/servicing/alteration protocols

Please reference OAC 3796:6-3-16 for more information.

D-2.2.1 Applicants may include images or diagrams, in PDF format, demonstrating the measuresdescribed in D-2.2. The images or diagrams may contain a brief descriptive caption. Additionallanguage responding to the question will not be considered.

YES


Uploaded Document Name: D-2.2.1_Security and Surrveillance.pdfNOTE: This applicant uploaded document is the next 1 page(s) of this document.

D-2.3 By selecting “Yes”, the Applicant attests that the answer provided in response to Question D-2.2is voluntarily submitted to the State Board of Pharmacy in expectation of protection from disclosure asprovided by section 149.433 of the Revised Code. YES

Operations Plan(Security & Infrastructure Records )

D-11.1 By selecting "Yes", the Applicant attests that all responses identified as containing security andinfrastructure are voluntarily submitted to the State Board of Pharmacy in expectation of a protectionfrom disclosure as provided by section 149.433 of the Revised Code. YES

Patient Care(Dispensary Operating Hours)

E-4.1 By selecting "Yes", the Applicant attests that it will make the dispensary available to patients andcaregivers to purchase medical marijuana for a minimum of 35 hours per week, between the hours of 7am and 9 pm, except as authorized by State Board of Pharmacy. OAC 3796:6-3-03

E-4.2 Provide the proposed hours of operation during which the prospective dispensary will available todispense medical marijuana to patients and caregivers. (Information only) OAC 3796:6-3-03

YES

10AM - 6PM MONDAY THRU SATURDAY, CLOSED SUNDAY

Patient Care(Patient Information)

E-5.1 By selecting "Yes", the Applicant attests that it will post a sign directing patients and caregiverswith medical marijuana inquiries or adverse reactions to the toll-free hotline established by the StateBoard of Pharmacy. OAC 3796:6-3-15

E-5.2 By selecting "Yes", the Applicant attests that it will make information regarding the use andpossession of medical marijuana available to patients and caregivers. The Applicant agrees to submitall such information to the State Board of Pharmacy prior to being provided to patients and caregivers. OAC 3796:6-3-15

YES

YES

Attestations and Acknowledgements(Attestations and Acknowledgements)

F-1.1 Fill out and attach the “Trade Secret Form” to Question F-1.1, specifying the question and / orattachment references of the application submission that are exempt from disclosure under Ohio publicrecords law and articulate how the information meets the definition of “trade secret” under OhioRevised Code section 1333.61(D). If no material is designated as trade secret information, a statementof “None” should be listed on the form. Uploaded Document Name: F-1.1_Trade Secret Forms.pdfNOTE: This applicant uploaded document is the next 4 page(s) of this document.

F-1.2 To be considered complete, each application must be submitted with an Attestation and ReleaseAuthorization. The form must be completed by a Prospective Associated Key Employee who maylegally sign for the Applicant and who can verify the information provided in the application is true,correct, and complete. This response has been entirely redacted