Sam A. Mawn-Mahlau


Practice Focus and Experience

Sam Mawn-Mahlau practices in the Business Law area. He serves as general counsel and advisor to businesses in the technology, finance, and life sciences areas. His clients are focused on rapid growth through highly incentivized and educated workforces and focused business plans. Most of his clients either have or are developing valuable proprietary assets and a strong brand name, and many are focused on either a near to medium term exit strategy or on an acquisitive/accretive strategy for growth. These clients include public companies that rely on Davis Malm for representation in sophisticated transactional matters, prominent universities and hospitals that seek experience and knowledge in commercializing intellectual property, and newly formed corporations in need of general counsel capable of helping them steer their way through their full life cycle.

Sam has been involved in numerous venture capital financings, licensing agreements, and mergers and acquisitions, and has worked with many technology companies on successful long-term partnerships, collaborations, and joint ventures with other companies. His international experience includes extensive experience working with companies doing business in India, China, and Canada, as well as many other jurisdictions around the world.

Prior to law school, Sam served as deputy director for the Massachusetts Democratic Party and as a campaign manager for then-state senator (now Congressman) John W. Olver. Sam began his legal career as a tax lawyer. Over the course of the last decade, however, he has worked through most of the 12 steps to recovery from being a tax lawyer and has come to practice mainly as general counsel and advisor to businesses. Nonetheless, many of his clients continue to bring him matters motivated by complex tax issues, including cross-border transactions and joint ventures between taxable and tax-exempt entities, and he still obtains a guilty pleasure from parsing through lengthy tax regulations when the opportunity arises.

Sam is married with three children, whose photographs fill his office. He speaks no foreign languages, but he is learning Chinese now and hopes that will not always be true.

Representative Matters

  • Represented a privately-held, venture-backed cloud security provider in the sale of its Israeli subsidiary to a global software company.
  • Represented a company in closing a $30+ Million private financing from multi-national investors, structured with special participation rights for both investors and equity incentives.
  • Counseled a U.S. pharmaceutical company regarding its merger with a Taiwanese company and the subsequent listing of the company on Taiwanese Exchanges.
  • Represented a leading Canadian provider of diagnostic imaging technology in negotiating a series of arrangements to distribute its technology in conjunction with the products of the world's top medical imaging equipment manufacturers.
  • Represented a biotechnology company doing business in India and the U.S. from its initial formation to its sale to a public company. In building the company, negotiated licenses for technology developed by Indian governmental and academic organizations, counseled the company on joint ventures with international partners, and handled equity compensation issues in both the U.S. and India.
  • Represented privately held software company through multiple rounds of debt and equity financing and development of licensing and OEM strategy and in its acquisition and integration of multiple smaller companies.
  • Represented entrepreneur in a corporate control battle with other company founders, including managing the litigation strategy in Massachusetts and Delaware courts.
  • Represented major university in licensing medical and other technologies to early stage companies in exchange for both royalties and equity.
  • Worked with tax-exempt health care organization to spin out and finance new technology companies.
  • Represented an insurance company in successfully resolving claims relating to insurance of intellectual property representations in a stock sale transaction.
  • Represented privately held technology company in developing, funding, and executing international corporate and licensing strategy.


  • Distinctions: Peer Review AV® Preeminent™ rated by Martindale-Hubbell, the highest bestowed rating; Massachusetts Super Lawyers, 2014-2018.
  • Admitted: Massachusetts.
  • Member: Boston Bar Association (Past Co-Chair of International Law Section, past Tax Section Council member, and chair of committees on International Taxation and on Federal Tax and Business Transactions); Association of University Technology Managers; The Canada/U.S. Business Council; The Indus Entrepreneurs.
  • Firm Representative: International Lawyers Network.

Community Involvement

  • Serves on the board of trustees of the Boston Modern Orchestra Project, a decade-old orchestra that has received rave reviews, released a number of successful CDs, and formed a new label to record and publish contemporary music.
  • Serves on the board of Odyssey Opera, a Boston-based opera company dedicated to presenting adventurous and eclectic repertoire.
  • Active in alumni associations of his almae materi, including past service as President of the Boston Amherst Association, treasurer of his 25th College Reunion, and various other roles.

Publications and Speaking Engagements

  • Cuba: Open for Business, Boston Bar Association, 2015, Sam A. Mawn-Mahlau (moderator)