The Cannabis ESOP Architect · Est. 2008

A modern ESOP advisory firm for owners who want options.

MBO Ventures helps founders and business owners design smarter exit and ownership strategies using Employee Stock Ownership Plans. We combine ESOP advisory expertise with an investment banking mindset to help you unlock liquidity, reduce taxes, and retain control on your terms.

280E.
Made irrelevant
100%
Owner control · retained
$0
Federal + state income tax
1st
Fully ESOP-owned cannabis co.
Sell tax-free. Make 280E irrelevant. Retain control. Architect the exit.
01 / The framework

Modern ESOP
advisory, explained.

01 / Strategic Exit Design

ESOPs as
strategic exit design.

ESOPs are flexible tools that can support partial liquidity, full exits, generational transfers, or long-term ownership transitions. Rather than forcing a single outcome, MBO Ventures helps owners design exit strategies that align with their financial goals, control preferences, and long-term plans.

02 / Hybrid Approach

Advisory +
investment banking.

Our advisory approach combines deep ESOP expertise with an investment banking mindset. Valuation, financing structure, and deal dynamics are considered from the start, not bolted on later. We help owners make informed decisions that reflect real-world economics, not just technical compliance.

03 / Operator-Led

An operator-led
perspective.

Our team brings firsthand experience as founders, executives, and operators who have built and scaled businesses. We understand the personal and operational weight behind ownership and exit decisions — and advise with practicality and empathy through complex transitions.

New · Vol. 01
02 / The Cannabis ESOP Architect — Darren Gleeman

The first proven blueprint for selling a cannabis business tax-free.

In The Cannabis ESOP Architect, MBO Ventures Managing Partner Darren Gleeman breaks down the strategy behind every successful cannabis ESOP to date — including how to structure ownership, maximize valuation, and eliminate federal and state income taxes entirely.

Drawing on his experience leading the first fully ESOP-owned cannabis company, Darren explains exactly how this powerful structure works, why it's legal, and how operators can use it to make IRC 280E irrelevant.

DG
Darren Gleeman
Managing Partner · MBO Ventures
Read the cannabis playbook
Section 1042 Election
Defer capital gains on the sale of your business — indefinitely.
IRC 280E Workaround
For cannabis operators: eliminate federal + state income taxes entirely.
Owner Optionality
Partial liquidity. Full exit. Multi-gen transfer. One framework — three outcomes.
03 / Where we work

Industries we
architect around.

Signature vertical
Cannabis

The first ESOP playbook
for cannabis operators.

Section 280E made irrelevant. Federal and state income taxes — eliminated.

02

Architecture
& Engineering

Owner exits with retained governance and engineering culture.

03

Construction

Succession structures for owner-led builders and trades.

04

Government
Contracts

Set-aside-aware ESOP design for federal contractors.

05

Staffing
& HR

Founder transition strategies for relationship-led firms.

06

Trucking

Liquidity for asset-heavy operators preserving driver continuity.

As featured in
CNNForbesBenzingaGreen Market ReportThe Dales Report
04 / What our clients say

Owners, in their
own words.

MBO understood we wanted a transition that didn't break the company we'd spent thirty years building.

Owner Automotive Manufacturer

The 280E conversation was the one no one would have with us. Darren walked us through it in two meetings. The math was actually defensible.

CEO Cannabis Dispensary

We talked to three banks and an ESOP advisor before MBO. They were the only ones who showed up with both halves of the deal.

Founder Cannabis Cultivation & Manufacturing
Quote text illustrative · swap in real testimonials at launch · industries are real MBO clients
05 / Architect your exit

Sell the business.
Keep the company.

For cannabis operators: make 280E irrelevant. For everyone else: defer the gain, design the succession, and walk out with the structure your team can actually own.

Book a 30-min architect call
Direct line
+1 (212) 555 — 0188
Email
info@mboventures.com
Office
New York · Florida