Stephanie M. Smith
Counsel
901 15th Street, NW
Suite 1200
Washington, D.C., 20005
Stephanie focuses her practice on the financial structuring of affordable housing and community development transactions involving complex, layered capital sources. She advises developers, nonprofit sponsors, and investors on aligning equity, debt, tax credit allocations, and public subsidy programs to achieve economically viable project outcomes. Her work centers on evaluating capital stack design, investor positioning, risk...
Stephanie focuses her practice on the financial structuring of affordable housing and community development transactions involving complex, layered capital sources. She advises developers, nonprofit sponsors, and investors on aligning equity, debt, tax credit allocations, and public subsidy programs to achieve economically viable project outcomes. Her work centers on evaluating capital stack design, investor positioning, risk allocation, and the integration of federal incentive programs, including Low-Income Housing Tax Credits (LIHTC) and Opportunity Zone investments within broader real estate finance strategies.
Stephanie approaches transactions through the lens of capital architecture, analyzing how equity, debt, tax incentives, and public financing sources interact within the overall economics of a project. She works closely with sponsors and capital partners to evaluate return structures, subordination frameworks, and investor protections, ensuring that financing terms align with project feasibility and mission objectives. Her experience includes early-stage capital strategy, private equity structuring, and the negotiation of incentive-driven investment models designed to balance risk, compliance, and long-term project sustainability. She also has experience advising fiduciaries and closely held entities on structuring real estate investments through trust and business vehicles, with an emphasis on aligning asset protection, tax positioning, and long-term capital strategy.
Prior to returning to private practice, Stephanie served for eight years at the U.S. Department of Agriculture in Rural Development, including as Chief of Staff for rural development financing initiatives supporting infrastructure and community investment in underserved markets. She worked at the intersection of public finance policy and project execution, overseeing capital deployment strategies across federally funded programs.
She was detailed to the U.S. Department of Housing and Urban Development as an Attorney Advisor to support the development of a more efficient closing framework for multifamily housing transactions involving layered federal financing. In addition, she served as a Chief Reviewer for Community Development Financial Institutions (CDFI) evaluations for the U.S. Department of the Treasury, overseeing review processes related to capital allocation and compliance assessment.
Stephanie holds an LL.M. in Taxation with a Certificate in International Taxation, which supports her analysis of Internal Revenue Code provisions, Treasury regulations, and cross-border capital considerations affecting U.S. real estate investment structures.
allocation, and the integration of federal incentive programs, including Low-Income Housing Tax Credits (LIHTC) and Opportunity Zone investments within broader real estate finance strategies.
Stephanie approaches transactions through the lens of capital architecture, analyzing how equity, debt, tax incentives, and public financing sources interact within the overall economics of a project. She works closely with sponsors and capital partners to evaluate return structures, subordination frameworks, and investor protections, ensuring that financing terms align with project feasibility and mission objectives. Her experience includes early-stage capital strategy, private equity structuring, and the negotiation of incentive-driven investment models designed to balance risk, compliance, and long-term project sustainability. She also has experience advising fiduciaries and closely held entities on structuring real estate investments through trust and business vehicles, with an emphasis on aligning asset protection, tax positioning, and long-term capital strategy.
Prior to returning to private practice, Stephanie served for eight years at the U.S. Department of Agriculture in Rural Development, including as Chief of Staff for rural development financing initiatives supporting infrastructure and community investment in underserved markets. She worked at the intersection of public finance policy and project execution, overseeing capital deployment strategies across federally funded programs.
She was detailed to the U.S. Department of Housing and Urban Development as an Attorney Advisor to support the development of a more efficient closing framework for multifamily housing transactions involving layered federal financing. In addition, she served as a Chief Reviewer for Community Development Financial Institutions (CDFI) evaluations for the U.S. Department of the Treasury, overseeing review processes related to capital allocation and compliance assessment.
Stephanie holds an LL.M. in Taxation with a Certificate in International Taxation, which supports her analysis of Internal Revenue Code provisions, Treasury regulations, and cross-border capital considerations affecting U.S. real estate investment structures.
Experience
Publications
- “The Great Ideological Divide: Taxation of Cooperatives vs. Corporations,” Paper & Presentation, Sobey School of Business, St. Mary’s University (2009)
- “Capper-Volstead Revisited” and “Co-op Directors Must Adhere to High Standards of Conduct,” Rural Cooperatives Magazine (2009)
- “Negotiating the Limited Partnership Agreement for Equity Investors,” Real Property, Probate & Trust Journal (Winter 2007)
- “The ABCs of the New Markets Tax Credits,” Stout Risius & Ross Journal (Fall/Winter 2006)
- “Urban Community Revival – The Church and Affordable Housing I & II,” Journal of Affordable Housing & Community Law (2004)
Education
- Georgetown University Law Center, LLM, Taxation, Certificate in International Taxation
- Rutgers University School of Law, JD
- Howard University, BA
Admissions
- District of Columbia
- Maryland
- New Jersey
- Supreme Court of the United States
- U.S. Court of Appeals for the Federal Circuit
- U.S. Court of International Trade
- U.S. Tax Court
- U.S. District Court for the District of Maryland
Practice Areas
Industries
Publications
- “The Great Ideological Divide: Taxation of Cooperatives vs. Corporations,” Paper & Presentation, Sobey School of Business, St. Mary’s University (2009)
- “Capper-Volstead Revisited” and “Co-op Directors Must Adhere to High Standards of Conduct,” Rural Cooperatives Magazine (2009)
- “Negotiating the Limited Partnership Agreement for Equity Investors,” Real Property, Probate & Trust Journal (Winter 2007)
- “The ABCs of the New Markets Tax Credits,” Stout Risius & Ross Journal (Fall/Winter 2006)
- “Urban Community Revival – The Church and Affordable Housing I & II,” Journal of Affordable Housing & Community Law (2004)
Media
Professional Activities
- Board Secretary, Pearls of Hope Community Foundation, Alpha Kappa Alpha Sorority, Inc., Xi Sigma Omega Graduate Chapter
- Former Chair, Affordable Housing Committee, American Bar Association Real Property, Trust and Estate Law Section
- Former Board Member, Forum on Affordable Housing & Community Development Law
- Selected Participant, Leaders in Community Development Program, Harvard University Divinity School
Stephanie focuses her practice on the financial structuring of affordable housing and community development transactions involving complex, layered capital sources. She advises developers, nonprofit sponsors, and investors on aligning equity, debt, tax credit allocations, and public subsidy programs to achieve economically viable project outcomes. Her work centers on evaluating capital stack design, investor positioning, risk... allocation, and the integration of federal incentive programs, including Low-Income Housing Tax Credits (LIHTC) and Opportunity Zone investments within broader real estate finance strategies.
Stephanie approaches transactions through the lens of capital architecture, analyzing how equity, debt, tax incentives, and public financing sources interact within the overall economics of a project. She works closely with sponsors and capital partners to evaluate return structures, subordination frameworks, and investor protections, ensuring that financing terms align with project feasibility and mission objectives. Her experience includes early-stage capital strategy, private equity structuring, and the negotiation of incentive-driven investment models designed to balance risk, compliance, and long-term project sustainability. She also has experience advising fiduciaries and closely held entities on structuring real estate investments through trust and business vehicles, with an emphasis on aligning asset protection, tax positioning, and long-term capital strategy.
Prior to returning to private practice, Stephanie served for eight years at the U.S. Department of Agriculture in Rural Development, including as Chief of Staff for rural development financing initiatives supporting infrastructure and community investment in underserved markets. She worked at the intersection of public finance policy and project execution, overseeing capital deployment strategies across federally funded programs.
She was detailed to the U.S. Department of Housing and Urban Development as an Attorney Advisor to support the development of a more efficient closing framework for multifamily housing transactions involving layered federal financing. In addition, she served as a Chief Reviewer for Community Development Financial Institutions (CDFI) evaluations for the U.S. Department of the Treasury, overseeing review processes related to capital allocation and compliance assessment.
Stephanie holds an LL.M. in Taxation with a Certificate in International Taxation, which supports her analysis of Internal Revenue Code provisions, Treasury regulations, and cross-border capital considerations affecting U.S. real estate investment structures.
Experience
The following is a selected sampling of matters and is provided for informational purposes only. Past success does not indicate the likelihood of success in any future matter.Publications
- “The Great Ideological Divide: Taxation of Cooperatives vs. Corporations,” Paper & Presentation, Sobey School of Business, St. Mary’s University (2009)
- “Capper-Volstead Revisited” and “Co-op Directors Must Adhere to High Standards of Conduct,” Rural Cooperatives Magazine (2009)
- “Negotiating the Limited Partnership Agreement for Equity Investors,” Real Property, Probate & Trust Journal (Winter 2007)
- “The ABCs of the New Markets Tax Credits,” Stout Risius & Ross Journal (Fall/Winter 2006)
- “Urban Community Revival – The Church and Affordable Housing I & II,” Journal of Affordable Housing & Community Law (2004)
Education
- Georgetown University Law Center, LLM, Taxation, Certificate in International Taxation
- Rutgers University School of Law, JD
- Howard University, BA
Admissions
- District of Columbia
- Maryland
- New Jersey
- Supreme Court of the United States
- U.S. Court of Appeals for the Federal Circuit
- U.S. Court of International Trade
- U.S. Tax Court
- U.S. District Court for the District of Maryland
Practice Areas
Industries
- Board Secretary, Pearls of Hope Community Foundation, Alpha Kappa Alpha Sorority, Inc., Xi Sigma Omega Graduate Chapter
- Former Chair, Affordable Housing Committee, American Bar Association Real Property, Trust and Estate Law Section
- Former Board Member, Forum on Affordable Housing & Community Development Law
- Selected Participant, Leaders in Community Development Program, Harvard University Divinity School
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