Elizabeth O. Manchester




As Chair of the firm’s Nonprofit & Tax-Exempt Practice Group, Elizabeth represents tax-exempt entities, centered on compliance, formation, charitable gift planning issues and best practices. She has extensive experience assisting institutions with the inception of planned giving programs, as well as corporate governance matters and maintenance of tax-exempt status. Elizabeth advises charitable institutions and institutions of higher learning about tax benefits available to donors, to assist in discussions with donors to appropriately advance the organization’s mission.

Serving as external general counsel for public charities and private foundations, Elizabeth advises nonprofits regarding board education and training, fiduciary obligation advice, compliance, donor representation, endowment fund management, finance, Form 990, reporting issues, governance, joint ventures, affiliations, and litigation prevention. In addition, she advises nonprofits regarding managing bequests and complex gifts for organizations, mergers and acquisitions, obtaining and maintaining tax exemptions, policies, political and lobbying restrictions, and tax.

Elizabeth counsels individuals, families, business owners, and fiduciaries on aspects of charitable planning. She works with corporations to identify philanthropic goals and effectuate corporate philanthropy.

Practice Areas

Corporate & Business

Nonprofit & Tax-Exempt


Northeastern University School of Law, J.D.

Providence College, M.B.A.

Providence College, B.A., magna cum laude

Bar Memberships

Rhode Island


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
  • American Heart Association
    • Women’s Executive Leadership Committee

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

Representative Work

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:

  • Board education and training
  • Fiduciary obligation advice
  • Compliance
  • Donor representation
  • Endowment fund management
  • Finance
  • Form 990
  • Reporting issues
  • Governance
  • Joint ventures
  • Affiliations
  • Litigation prevention
  • Managing bequests and complex gifts for organizations
  • Mergers and acquisitions
  • Obtaining and maintaining tax exemptions
  • Policies
  • Political and Lobbying Restriction
  • 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.

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.

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:

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

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.


Representative Publications

Representative Speaking Engagements



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