Elizabeth O. Manchester

Partner


           

       

As Chair of the firm’s Nonprofit & Tax-Exempt Practice Group, Elizabeth Manchester represents tax-exempt organizations, including public charities, private foundations and supporting organizations, on a broad range of legal and compliance matters, including formation, corporate governance, charitable gift planning, and maintenance of tax-exempt status. She regularly counsels nonprofits on best practices to achieve philanthropic and programmatic goals.

Elizabeth serves as external general counsel to entities, advising on board education, fiduciary responsibilities, grantmaking, diversity and equity objectives, endowment fund management, finance and reporting issues (including Form 990), and compliance with political activity and lobbying regulations. Her experience also includes supporting organizations through mergers, affiliations, joint ventures, and litigation prevention strategies.

A trusted advisor to charitable institutions and institutions of higher learning, Elizabeth provides guidance on donor benefits, planned giving programs, and complex gifts, including bequests and charitable trusts. She works closely with individuals, families, business owners, and corporate clients to align philanthropic planning with personal or business objectives.

In addition, Elizabeth advises nonprofits on the use of fiscal sponsorships as a strategic tool for achieving mission-driven goals—helping organizations navigate the legal and operational considerations involved in structuring and managing fiscal sponsorship arrangements.

Elizabeth is a frequent speaker on nonprofit governance, charitable giving, fiscal sponsorships, and tax compliance, bringing practical insight to nonprofit leaders, funders, and mission-based organizations.

Practice Areas

Corporate & Business

Nonprofit & Tax-Exempt

Education

Northeastern University School of Law, J.D.

Providence College, M.B.A.

Providence College, B.A., magna cum laude

Bar Memberships

Rhode Island

Massachusetts

Personal Note

Liz lives in Rumford with her husband Bernie and her daughters Quinn and Blair. Her passion for giving back and philanthropy was inspired by her parents who opened their restaurant in Fall River, the Rocking Horse Pub, on the holidays to feed the homeless. She enjoys playing golf, skiing, and rooting for the Providence College Friars.

Professional Affiliations

  • Rhode Island Bar Association
    • Business Organizations and Nonprofit Committee, Co-Chair
  • Massachusetts Bar Association
  • Boston Bar Association
  • Rhode Island Women’s Bar Association

Boards and Community Activities

  • Estate Planning Council of Rhode Island
    • Member
  • Leadership Rhode Island
    • Member of 2016 Mu II Class
  • Partnership for Philanthropic Planning of Rhode Island
    • Immediate Past President
  • Rhode Island Foundation
    • Professional Advisory Council
  • Taco/The White Family Foundation
    • Board of Directors
  • Providence College
    • President’s Council
    • Adjunct Professor in Business Law
  • American Heart Association
    • Women’s Executive Leadership Committee
    • Go Red for Women 2024-2025 Executive Leadership Team
  • San Miguel School
    • Development Committee

Representative Work

  • Forms public charities, private foundations, for profit and nonprofit subsidiaries, supporting organizations and private operating foundations.
  • Has assisted higher education and nonprofit institutions with raising over $100 million in new planned giving commitments and structuring complex gifts.
  • Allows charitable institutions to have flexibility with planning strategically for the future through the establishment of sophisticated charitable giving programs.
  • Manages risk for organizations with a variety of legal tactics.
  • Modifies restricted fund use.

External General Counsel for Public Charities and Private Foundations

Elizabeth has experience serving as external counsel for nonprofits, specifically colleges and universities working with their foundations and independent schools.  Elizabeth has advised public charities and private foundations on:

  • Affiliations
  • Attorney General consent
  • Board education and training
  • Compliance
  • Cy pres/endowment fund purpose modification
  • Diversity implementation and compliance issues, including issues with funding based on race or sex
  • Donor representation
  • Endowment fund management
  • Federal grantmaking compliance
  • Fiduciary obligation advice
  • Finance
  • Form 990
  • Governance
  • Joint ventures
  • Litigation prevention
  • Managing bequests and complex gifts for organizations
  • Mergers and acquisitions
  • Obtaining and maintaining tax exemptions
  • Policies
  • Political and Lobbying Restriction
  • Reporting issues
  • Subsidiary Formation
  • Supporting Organization Formation

Formation of Nonprofit Entities, Corporate Governance and Maintaining Tax-Exempt Status

  • Nonprofit qualification for tax-exempt status and formation.
  • Implementing corporate governance checks and balances and best practices.

Charitable Giving

Elizabeth can assist with advising charitable institutions on accepting gifts of the following assets and how to engage in the following conversations with donors:

  • Art and Unique Assets
  • Bequests
  • Charitable Gift Annuities
  • Charitable Lead Trusts
  • Charitable Remainder Trusts
  • Donor Advised Funds
  • Life Insurance
  • Pooled Income Funds
  • Privately Held Stock
  • Real Estate
  • Retirement Benefits

Gift Administration and Asset Management

  • Best practices to protect an organization’s interests through the administration processes for these gifts, including:
  • Gifts through probate or trust administration. Assists clients in reviewing first and final accountings, receipts and releases and understanding customary and reasonable expenses associated with estate administration.
  • Reviewing trust statements for externally managed trusts that were both income producing and non-income producing. Reviews good investment practices, reasonable trustee’s fees and proposals to trustees to terminate interests in trusts, expediting distributions for the client.
  • Gift Review Committees for certain assets.
  • Allocating bequests to endowment, quasi-endowment or current use based on testamentary language.
  • Expenditures of bequests designated to specific purposes in year they are received.
  • Drafting, amending and establishing gift agreements.

Honors

Representative Publications

Representative Speaking Engagements

Recognitions

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