Resource Center

Samuel B. Potter

Sam spent most of his early years litigating complex business disputes. Through his litigation practice, he became general counsel to some of Southeastern North Carolina’s best-known companies. Sam’s experience covers diverse business matters, including real estate acquisition and development, intellectual property and trade secret protection, franchisor-franchisee matters and business sales. While Sam’s practice focuses on business matters, he still maintains a light litigation caseload to keep his litigation skills sharp. Sam finds that his litigation background is a valuable asset to his transactional practice and helps him understand the true detrimental effects of ending up in court.

Sam graduated with a Bachelor of Arts in Political Science from the University of North Carolina at Asheville, where he met his wife and fell in love with the North Carolina Mountains. Sam obtained his J.D. from Villanova University School of Law in 2006, and after spending his last semester of law school at Wake Forrest University, returned home to Wilmington to practice law.

Sam grew up in Wilmington, North Carolina. He is a product of New Hanover County Schools (elementary-high school). He lives with his wife and pit bull baby in central Wilmington. He spends his time surfing and fishing the waters of Southeastern North Carolina and supporting the arts community. Sam has taught Business Law at the University of North Carolina at Wilmington and is currently a Trustee of the Cameron Art Museum.

Representative Matters

General Counsel

  • General Counsel to a local franchising company and its corporate parent.
  • General Counsel to a local advertising and marketing company.
  • General Counsel to a multi-unit franchisee in the fitness industry.
  • General Counsel to several construction companies.
  • General Counsel to a 1,000 + unit Home Owners’ Association.

Transactional/Real Estate

  • Co-counsel in the sale of a large beer distributorship.
  • Lead counsel on the reorganization of a multi-tiered, multi-unit business; including obtaining a several million-dollar Small Business Administration loan, buy outs of minority owners, renegotiating leases, merger and consolidation of locations and employees, and related synergistic savings.
  • Organization of business, and raising of capital under Rule 504 of the Security and Exchange Commission (SEC) to comply with limited offering exception to the registration requirements for the sale of securities.
  • Served as lead counsel on numerous commercial property acquisitions for franchisee client.
  • Served as lead counsel in the acquisition of securitized debt, followed by sale of security for full satisfaction of underlying debt.
  • Obtained rezoning of business property to industrial use.

Intellectual Property

  • Draft and negotiate license of business trademarks in a co-branding liquor distribution agreement.
  • Create terms and conditions for a hardware/software product distributed internationally.
  • Draft contracts for computer programing and marketing company, assuring correct allocation of intellectual property rights and compliance with copyright laws.
  • Complete applications for registration of trademarks and copyrights.


  • Represent franchisor in all aspects of franchise legal matters, including preparation of annual Franchise Disclosure Document, Franchise Agreement, renewal agreements, de-branding, enforcement of franchise agreements and general advice regarding operation of franchise model.
  • Represent multi-unit franchisee in negotiating franchise agreement terms, franchise renewals, royalties and geographic exclusivity.


  • Served as lead counsel in well over 100 cases, including real estate disputes, construction law issues, employment matters, intellectual property and other complex business disputes.
  • Obtained summary judgment in favor of a mortgage broker accused of fraud by a builder-developer.
  • Obtained a verdict in Defendant’s favor on a construction contract dispute, after a week-long trial.
  • Obtained verdict, after week long trial, in favor of commercial tenant, including recovery of treble damages and attorney’s fees.
  • Handled several complex business cases in the North Carolina Business Court.