Michelle Ruberto Fonseca

About Michelle

For more than 30 years, Michelle skillfully has advised clients in structuring, negotiating, documenting and leading multi-member deal teams in commercial real estate, financing, business and tax credit investment transactions nationwide. She represents investors, syndicators, lenders, developers, non-profit organizations, public agencies, business corporations and private individuals in historic rehabilitation, affordable housing, community redevelopment and community revitalization projects. She focusses on transactions involving federal and state historic tax credits (HTC), low-income housing tax credits (LIHTC) and other tax incentive programs. She has represented investor clients deploying more than $350 million in capital investments in federal HTC transactions, structured through upper-tier syndicated investment funds as well as lower-tier direct project investments. She has facilitated and closed hundreds of investment transactions on behalf of HTC investors in projects throughout the United States. She also represents upper-tier investors in syndicated LIHTC funds as well as syndicators and investors investing directly in LIHTC projects. She handles all aspects of transaction structuring, project due diligence and closing documentation, and assists investor clients with post-closing asset management, including tax credit compliance, financial reporting, refinancings, financial restructurings, project sales, contested workouts and investor exits.

Additionally, Michelle works extensively with developers of affordable housing. Through developer side representation, Michelle offers clients broad expertise in real estate, land use, construction, commercial lending, commercial leasing, contract negotiation, environmental and general corporate matters, in addition to her tax credit experience with both 9% LIHTC allocations and 4% LIHTC deals involving tax-exempt bonds. She assists developers in all facets of affordable housing development, re-syndication of expiring-use projects, financial restructurings without tax credits and post-LIHTC compliance period investor exits. She is well-versed in multi-family housing, senior housing, assisted living developments, housing preservation, affordable housing programs such as HOME Investment Partnerships (HOME), Federal Home Loan Bank Affordable Housing Program (FHLB), Capital Magnet Fund Program, Community Development Block Grant (CDBG), U.S. Housing and Urban Development (HUD) Section 202/811, Coronavirus State and Local Fiscal Recovery Funds (SLFRF) Program under the American Rescue Plan Act of 2021 (ARPA), Property Assessed Clean Energy (PACE) Program and other tools utilized in affordable housing development. Familiar deal structures include scattered site projects, mixed-use developments, condominium regimes, ground leases, projects with numerous funding sources and other complexities.

Michelle also has extensive experience in commercial real estate lending, financial services and community development banking. She has spent many years documenting, negotiating and closing commercial real estate loans, and providing advice in secured transactions, loan workouts, bankruptcies, and creditors’ rights matters. She is familiar with a wide variety of federal and state grant programs, housing loan and subsidy programs including HUD programs, Fannie Mae and Freddie Mac loans, taxable and tax-exempt bond financing, and related regulatory matters.

Michelle is passionate about community service, volunteerism and pro bono work. She has served for more than 20 years as a member of the Board of Directors of Women’s Development Corporation, a Providence-based non-profit leader in the design, development, construction and management of affordable housing for families, seniors and special populations, with approximately 750 units in its portfolio and a wide network of affiliated entities. She also moderates a high school Mock Trial program through which students engage as attorneys and witnesses in an annual competition sponsored by Rhode Island Legal Education Foundation, and she volunteers for other local charities and non-profit organizations.