Lili C.Martin-Mashburn
Partner
Corporate
lmartin-mashburn@seyfarth.com
Lili leverages her extensive experience to guide clients through every stage of complex commercial real estate transactions—from structuring and negotiation to documentation and closing.
More About Lili
Lili brings deep experience in structuring and closing complex commercial real estate transactions, including private equity funds and other joint venture arrangements. She works closely with clients to negotiate and draft operating agreements, limited partnership agreements, and documentation related to equity investments in real estate, including private placements.
In her advisor role, Lili helps clients with tax issues associated with real estate and other corporate transactions, including qualified opportunity fund investments, complex like-kind exchanges under Section 1031 of the Code, mergers and acquisitions of flow-through entities, and other investment funds. She also devotes part of her practice to tax audits, including defending business audits.
In her advisor role, Lili helps clients with tax issues associated with real estate and other corporate transactions, including qualified opportunity fund investments, complex like-kind exchanges under Section 1031 of the Code, mergers and acquisitions of flow-through entities, and other investment funds. She also devotes part of her practice to tax audits, including defending business audits.
- JD, Emory University School of Law
With honors
Order of the Coif
Merit Scholarship
Moot Court Society - BS, North Carolina State University
- Georgia
- North Carolina
Related Services
Related Key Industries
- Advised sponsors and investors in structuring real estate fund investments and navigating the associated tax and legal issues.
- Representation of developers and investors in connection with the formation of real estate and other corporate joint venture transactions.
- Representation of numerous sponsors of both single asset and multi-asset qualified opportunity funds formed to invest in qualified opportunity zone property located throughout the country.
- Representation of a private equity fund in connection with a $11.5 million preferred equity investment for the ground-up construction of a multifamily project near Charlotte, NC.
- Representation of a private equity fund in connection with a $7.5 million Co-GP investment for the ground-up construction of build-for-rent townhomes in Augusta, GA.
- Representation of several taxpayers in connection with requesting, and successfully obtaining, favorable Private Letter Ruling relief from the Internal Revenue Service.
- Representation of developer in connection with accommodating investors’ like-kind exchanges involving multiple exchangors, several replacement properties, and approximately $20 million in exchange proceeds.
- Representation of numerous investors in commercial real estate transactions involving complex like-kind exchanges, including so-called “swap and drop” transactions.
- Representation of publicly traded bank in connection with investments in affordable housing producing low income federal tax credits aggregating more than $100 million.
- Representation of individuals and partnerships against the Internal Revenue Service in multi-million dollar tax controversies, including successfully negotiating settlements with the Internal Revenue Service.
- Advised multiple clients on net investment income tax exemptions.
- Successfully resolved a Georgia state tax credit controversy.
Related News & Insights
-
Firm News
Feb 26, 2026
Seyfarth Advises Breakwater on Baxter Hotel Restoration and Joint Venture with Noble House Hotels & Resorts
-
Recognition
08/21/2025
231 Seyfarth Lawyers Selected as Leaders in Their Fields by Best Lawyers in America 2026; 8 Seyfarth Attorneys Honored as “Lawyer of the Year” in Their Practices
-
Firm News
08/21/2025
Seyfarth Counsels Breakwater in Acquisition of Historic I.M. Pei-Designed Hotel in Downtown Augusta, GA
-
Legal Update
Jul 7, 2025
7 Key Changes to the Qualified Opportunity Zone Incentive Under the One Big Beautiful Bill Act
- Recognized as a "Ones to Watch" lawyer by Best Lawyers in America (Woodward/White Inc.) for Tax Law and Business Organizations (including LLCs and Partnerships) (2026)
- Member, American Bar Association
Lili leverages her extensive experience to guide clients through every stage of complex commercial real estate transactions—from structuring and negotiation to documentation and closing.
More About Lili
Lili brings deep experience in structuring and closing complex commercial real estate transactions, including private equity funds and other joint venture arrangements. She works closely with clients to negotiate and draft operating agreements, limited partnership agreements, and documentation related to equity investments in real estate, including private placements.
In her advisor role, Lili helps clients with tax issues associated with real estate and other corporate transactions, including qualified opportunity fund investments, complex like-kind exchanges under Section 1031 of the Code, mergers and acquisitions of flow-through entities, and other investment funds. She also devotes part of her practice to tax audits, including defending business audits.
In her advisor role, Lili helps clients with tax issues associated with real estate and other corporate transactions, including qualified opportunity fund investments, complex like-kind exchanges under Section 1031 of the Code, mergers and acquisitions of flow-through entities, and other investment funds. She also devotes part of her practice to tax audits, including defending business audits.
- JD, Emory University School of Law
With honors
Order of the Coif
Merit Scholarship
Moot Court Society - BS, North Carolina State University
- Georgia
- North Carolina
Related Services
Related Key Industries
- Advised sponsors and investors in structuring real estate fund investments and navigating the associated tax and legal issues.
- Representation of developers and investors in connection with the formation of real estate and other corporate joint venture transactions.
- Representation of numerous sponsors of both single asset and multi-asset qualified opportunity funds formed to invest in qualified opportunity zone property located throughout the country.
- Representation of a private equity fund in connection with a $11.5 million preferred equity investment for the ground-up construction of a multifamily project near Charlotte, NC.
- Representation of a private equity fund in connection with a $7.5 million Co-GP investment for the ground-up construction of build-for-rent townhomes in Augusta, GA.
- Representation of several taxpayers in connection with requesting, and successfully obtaining, favorable Private Letter Ruling relief from the Internal Revenue Service.
- Representation of developer in connection with accommodating investors’ like-kind exchanges involving multiple exchangors, several replacement properties, and approximately $20 million in exchange proceeds.
- Representation of numerous investors in commercial real estate transactions involving complex like-kind exchanges, including so-called “swap and drop” transactions.
- Representation of publicly traded bank in connection with investments in affordable housing producing low income federal tax credits aggregating more than $100 million.
- Representation of individuals and partnerships against the Internal Revenue Service in multi-million dollar tax controversies, including successfully negotiating settlements with the Internal Revenue Service.
- Advised multiple clients on net investment income tax exemptions.
- Successfully resolved a Georgia state tax credit controversy.
Related News & Insights
-
Firm News
Feb 26, 2026
Seyfarth Advises Breakwater on Baxter Hotel Restoration and Joint Venture with Noble House Hotels & Resorts
-
Recognition
08/21/2025
231 Seyfarth Lawyers Selected as Leaders in Their Fields by Best Lawyers in America 2026; 8 Seyfarth Attorneys Honored as “Lawyer of the Year” in Their Practices
-
Firm News
08/21/2025
Seyfarth Counsels Breakwater in Acquisition of Historic I.M. Pei-Designed Hotel in Downtown Augusta, GA
-
Legal Update
Jul 7, 2025
7 Key Changes to the Qualified Opportunity Zone Incentive Under the One Big Beautiful Bill Act
- Recognized as a "Ones to Watch" lawyer by Best Lawyers in America (Woodward/White Inc.) for Tax Law and Business Organizations (including LLCs and Partnerships) (2026)
- Member, American Bar Association