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Feb. 20, 2026 Get Citation Alerts Download PDF Add Note

Bank of America, N.A., as Trustee of the Harold W. Wood and Gertrude B. Wood Trust, the Marion Law Trust, the John F. Preston Charitable Trust, the E. Russell Richardson Trust, and the William F. Sayles Endowment Fund v. Peter F. Neronha, Attorney General of the State of Rhode Island

Supreme Court of Rhode Island

• Citations: None known

• Docket Number: 2024-0030-Appeal. and 2024-0031-Appeal.

• Opinion

• Authorities (13)

• Cited By (0)

• Summaries (0)

• Similar Cases (426)

• PDF

Syllabus

The respondents, Peter F. Neronha, in his capacity as the Attorney General of the State of Rhode Island, Care New England Health System, The Memorial Hospital d/b/a The Memorial Hospital of Rhode Island (Memorial Hospital), and Kent County Hospital, appealed from a November 7, 2023 final judgment of the Superior Court. These consolidated appeals stemmed from a civil action in the Superior Court that was commenced by the filing of a verified miscellaneous petition seeking judicial application of the doctrine of cy près, which petition was filed by the petitioner, Bank of America, N.A., in its capacity as Trustee of the Harold W. Wood and Gertrude B. Wood Trust, the Marion Law Trust, the John F. Preston Charitable Trust, the E. Russell Richardson Trust, and the William F. Sayles Endowment Fund. On appeal, the respondents principally contended that the trial justice erred in failing to consider the changed circumstances that had occurred with the passage of time in the provision of health care services when he designated Miriam Hospital as the alternative beneficiary of the above-mentioned trusts in the wake of the closure of the original beneficiary, Memorial Hospital. After carefully considering the parties' arguments, the Supreme Court held that the trial justice did not err in selecting Miriam Hospital as the alternative beneficiary of the trusts at issue in the case. Accordingly, the Court affirmed the judgment of the Superior Court.

Combined Opinion

Supreme Court

No. 2024-30-Appeal.
No. 2024-31-Appeal.
(PM 22-4462)

Bank of America, N.A., as Trustee of :
the Harold W. Wood and Gertrude
B. Wood Trust, the Marion Law
Trust, the John F. Preston Charitable
Trust, the E. Russell Richardson
Trust, and the William F. Sayles
Endowment Fund

v. :

Peter F. Neronha, Attorney General :
of the State of Rhode Island, et al.

NOTICE: This opinion is subject to formal revision
before publication in the Rhode Island Reporter. Readers
are requested to notify the Opinion Analyst, Supreme
Court of Rhode Island, 250 Benefit Street, Providence,
Rhode Island 02903, at Telephone (401) 222-3258 or
Email opinionanalyst@courts.ri.gov, of any typographical
or other formal errors in order that corrections may be
made before the opinion is published.
Supreme Court

No. 2024-30-Appeal.
No. 2024-31-Appeal.
(PM 22-4462)

Bank of America, N.A., as Trustee of :
the Harold W. Wood and Gertrude
B. Wood Trust, the Marion Law
Trust, the John F. Preston Charitable
Trust, the E. Russell Richardson
Trust, and the William F. Sayles
Endowment Fund

v. :

Peter F. Neronha, Attorney General :
of the State of Rhode Island, et al.

Present: Suttell, C.J., Robinson, and Lynch Prata, JJ.

OPINION

Justice Robinson, for the Court. The respondents, Peter F. Neronha, in his

capacity as the Attorney General of the State of Rhode Island, Care New England

Health System (CNE), The Memorial Hospital d/b/a The Memorial Hospital of

Rhode Island (Memorial Hospital), and Kent County Hospital, appeal from a

November 7, 2023 final judgment of the Superior Court. These consolidated appeals

all stem from a civil action in the Superior Court that was commenced by the filing

of a verified miscellaneous petition seeking judicial application of the doctrine of cy

-1-
près,1 which petition was filed by the petitioner, Bank of America, N.A. (Bank of

America), in its capacity as Trustee of the Harold W. Wood and Gertrude B. Wood

Trust, the Marion Law Trust, the John F. Preston Charitable Trust, the E. Russell

Richardson Trust, and the William F. Sayles Endowment Fund. On appeal, the

respondents principally contend that the trial justice erred in failing to consider the

changing circumstances and evolution relative to the provision of health care

services when he designated The Miriam Hospital (Miriam Hospital) as the

alternative beneficiary of the above-mentioned trusts in the wake of the closure of

the original beneficiary, Memorial Hospital.

For the reasons set forth in this opinion, we affirm the final judgment of the

Superior Court.

I

Facts and Travel

On July 18, 2022, Bank of America filed a “Verified Miscellaneous Petition”

(the miscellaneous petition) for the application of the cy près doctrine2 with respect

to five charitable trusts—the Harold W. Wood and Gertrude B. Wood Trust (Wood

1
The term “cy près” is spelled differently in the various filings docketed in this
Court and in the authorities cited in this opinion. For the sake of consistency, we
ordinarily utilize the spelling “cy près” throughout this opinion, even when a
different spelling is utilized in the cited source.
2
See Part IV.B, infra.

-2-
Trust), the Marion Law Trust, the John F. Preston Charitable Trust (Preston Trust),

the E. Russell Richardson Trust (Richardson Trust), and the William F. Sayles

Endowment Fund (Sayles Trust). All five trusts named Memorial Hospital as a

charitable beneficiary.

In a consent order entered on April 21, 2023, all claims pertaining to the

Marion Law Trust were dismissed in view of the fact that that trust had named the

Rhode Island Foundation as alternative beneficiary. In a similar fashion, the Sayles

Trust is not at issue on appeal because the trial justice found that that trust did not

fail, since the settlor’s intent could still be carried out. For those reasons, only three

of the five trusts originally named in the miscellaneous petition will be discussed in

this opinion—viz., the Richardson Trust, the Preston Trust, and the Wood Trust.

A

The Trusts

1. The Richardson Trust

In 1930, as part of his last will and testament, Edmund Russell Richardson

executed the Richardson Trust. By way of a specific bequest as well as a residuary

clause, the Richardson Trust bequeathed funds to Memorial Hospital. The document

establishing the Richardson Trust contains in part the following language:

“EIGHTH: I give and bequeath the sum of Five Thousand
Dollars ($5,000) to The Memorial Hospital, located in said
Pawtucket, to establish a permanent free bed to be known
as the ‘E. Russell Richardson Bed.’

-3-
“* * *

“TWELFTH: All the rest, residue and remainder of the
property, real and personal, of which I shall die seized or
possessed, or over which I shall have any power of
testamentary disposition at the time of my decease, I give,
devise and bequeath to Rhode Island Hospital Trust
Company, IN TRUST, nevertheless, for said Rhode Island
Hospital Trust Company, hereinafter referred to as my said
trustee, to invest the same and collect all of the income
therefrom and, after paying from said income all expenses
of administering this trust which are properly chargeable
to income, to pay the remaining or net income in manner
following, -

“As to one-half of said net income, to pay the same to my
said brother, John W. Richardson, at least as often as once
in each quarter and in as nearly equal instalments as
possible, so long as he shall live, and from and after his
decease to pay said one-half of said net income in like
manner to said The Memorial Hospital; and as to the other
one-half of said net income, to pay the same in manner
aforesaid in equal shares to Mrs. May E. Lowe, of said
Providence, and the said Edith Perry Hills, so long as they
both shall live, and thereafter to pay the whole of said
one-half to the survivor of them so long as such survivor
shall live, and from and after the decease of said survivor
to pay said one-half in like manner to said The Memorial
Hospital.”

1. The Preston Trust

In 1941, John F. Preston executed the Preston Trust. Subsequently, in 1961,

the original trust document was amended. The 1961 amendment added Memorial

Hospital as a beneficiary and provided the following new language:

-4-
“c. To pay in each year twenty per cent (20%) of the net
income of the trust to The Memorial Hospital of
Pawtucket, Rhode Island, for the primary purpose of
establishing two free beds to be known as the ‘Florence H.
Preston Free Bed’ and the ‘Jennie R. Fairbairn Free Bed’,
and after said Free Beds shall have been established, for
the general purposes of the Hospital.”

1. The Wood Trust

In 1969, Harold W. Wood and Gertrude B. Wood executed the Wood Trust.

The Wood Trust, naming Memorial Hospital as a beneficiary, allocated funds as

follows:

“Twenty (20%) per cent thereof to or for the benefit
of the Memorial Hospital, of said City of Pawtucket;

“* * *

“The above income shall be applied to the general
uses and purposes of the aforesaid corporations * * *.

“In the event that any of the beneficiaries named
herein shall cease to exist or to operate in substantially the
same manner as they are operating at the time of the death
of the last surviving Settlor, or if the control, operation,
supervision or management of any of said beneficiaries is
taken over in whole or in part directly or indirectly by any
form of government or governmental agency, the right of
said beneficiary to participate in this Trust shall terminate;
and thereupon the Trustee shall in its absolute discretion,
determine whether (1) to pay or apply the income of the
share which has been so terminated to the remaining
beneficiaries of this trust, or (2) to select another charitable
institution of a character similar to the original beneficiary
located in the Blackstone Valley as the recipient of the
income of such share.”

-5-
Later, in 1971, Gertrude B. Wood executed the “First Amendment to

Declaration of Trust.” The amendment added the following language:

“I, Gertrude B. Wood, of the City of Pawtucket,
County of Providence and State of Rhode Island, one of
the Settlors in that certain Declaration of Trust dated
December 17, 1969 between my late husband, Harold W.
Wood and myself, said Gertrude B. Wood, as Settlors, and
Pawtucket Trust Company as Trustee pursuant to the
limited authority to amend said trust reserved unto me in
said instrument do hereby exercise the power so reserved
so that the list of beneficiaries appearing on page two (2)
of said original Declaration of Trust is hereby revised so
that the same shall now read as follows:

“* * *

“Fifty (50%) per cent thereof to or for the benefit of
said Memorial Hospital.”

B

Memorial Hospital

The Memorial Hospital is a non-profit corporation that formerly operated as

an acute care hospital with its main campus located at 111 Brewster Street,

Pawtucket, Rhode Island. The 1901 Articles of Association for Memorial Hospital

provide that “[s]aid corporation is constituted for the purpose of erecting,

establishing and maintaining in the city of Pawtucket and State of Rhode Island a

hospital for the treatment of the sick and of those who may be suffering from

accidents or injuries.”

-6-
In 2013, Memorial Hospital was acquired by CNE, which is affiliated with

Kent County Hospital among other institutions. As a result of financial difficulties,

Memorial Hospital ceased functioning as a licensed hospital in 2018, at which time

it ceased providing inpatient and emergency services. After Memorial Hospital’s

closure, certain medical office buildings located on the Memorial Hospital campus

that had been used for the provision of outpatient services were leased to Kent

County Hospital; and outpatient services continue to be provided on the Memorial

Hospital campus.

C

The Trial

As indicated supra, on July 18, 2022, Bank of America filed a “Verified

Miscellaneous Petition for Cy Près Pursuant to [G.L. 1956] § 18-4-1.”3 The

3
General Laws 1956 § 18-4-1 provides:

“In all cases of charitable gifts of real or personal estate,
whether by deed or will, where the purposes of the donor
cannot be literally carried into effect, a complaint may be
filed for a cy pres application of the trust property; and at
that time all proceedings, orders, and decrees shall be had
and taken in the suit, to carry out the intents of the donor
as near as may be, that the charity may not fail, and to this
end application as provided may be made in the same
complaint for appointment of a new trustee or trustees
under or pursuant to the provisions of §§ 18-2-1 — 18-2-8,
or under the general equity powers of the court.”

-7-
miscellaneous petition sought judicial approval of the designation of The Miriam

Hospital Foundation4 and Progreso Latino, Inc. (Progreso Latino) “as permanent

substitute beneficiaries of the Trusts to share equally in the percentage of earned

income from the trust funds allocated to benefit the vulnerable communities of

Pawtucket and the Blackstone Valley that have been adversely affected by the

closure” of Memorial Hospital.

In accordance with G.L. 1956 § 18-9-5,5 Bank of America named the Attorney

General as a respondent. Bank of America additionally named CNE, Memorial

Hospital, Kent County Hospital, the City of Pawtucket, The Rhode Island

Foundation, The Miriam Hospital Foundation, and Progreso Latino as respondents.

In its miscellaneous petition, Bank of America stated that CNE had informed

Bank of America that it was CNE’s belief “that Kent [County Hospital] is the

4
The Miriam Hospital Foundation and Miriam Hospital are distinct legal
entities.
5
General Laws 1956 § 18-9-5 sets forth the following:

“The attorney general shall be notified of all judicial
proceedings affecting, or in any manner dealing with, a
charitable trust, or affecting, or in any manner dealing
with, a trustee who holds in trust within the state property
given, devised, or bequeathed for charitable, educational,
or religious purposes, and who administers or is under a
duty to administer the property in whole or in part for these
purposes within the state, and shall be deemed to be an
interested party to the judicial proceedings.”

-8-
appropriate alternate beneficiary under the Trusts because it now provides outpatient

clinical services in Pawtucket that [Memorial Hospital] once provided as a

supplement to its inpatient and emergency services.”

Bank of America further made reference in its miscellaneous petition to the

report entitled “Community Health and Health Systems Impact Assessment Related

to the Closure of Memorial Hospital of Rhode Island” (John Snow Report) issued

by the Rhode Island Department of Health (RIDOH). The John Snow Report, which

was mainly prepared by the health care consulting firm John Snow, Inc., addressed

the long-term impacts of the closure of Memorial Hospital; it also assessed what

additional health services would be necessary following the closure of the hospital.

According to Bank of America’s miscellaneous petition, the John Snow Report

indicated that the “impacts of the closure of the Emergency Department at

[Memorial Hospital] and of the elimination of primary inpatient care under the

[Memorial Hospital] license has fallen most heavily upon the Miriam Hospital, the

nearest acute care general hospital to [Memorial Hospital] * * *.”

In its miscellaneous petition, Bank of America also made reference to the

“Mayor’s Advisory Committee” (the Committee)—an advisory committee

established by the City of Pawtucket and other stakeholders after the issuance of the

John Snow Report. Nine proposals were submitted to the Committee following its

formation; the Committee then proceeded to analyze and score each proposal. Bank

-9-
of America stated that the Committee ultimately recommended that there should be

a “50:50 division of allocated Trust funds as between the two highest scoring

proposals: The Miriam Hospital Foundation and Progreso Latino, Inc.” It was Bank

of America’s conclusion that naming The Miriam Hospital Foundation and Progreso

Latino as permanent substitute beneficiaries “would most closely honor the intent of

the original settlors and meet the standards of cy près set forth in * * * § 18-4-1 and

established caselaw.”

CNE, Memorial Hospital, and Kent County Hospital filed an answer to Bank

of America’s then-operative miscellaneous petition as well as a counter-petition for

cy près.6 The counter-petition specifically asserted that the trusts at issue had

“historically benefitted and supported services provided by” Memorial Hospital,

“including ambulatory, outpatient and specialty health care services.” It further

asserted that, since the closure of Memorial Hospital, CNE has continued to provide

“largely the same set of outpatient and specialty health care services” at the former

Memorial Hospital campus through its Kent County Hospital license. For that

6
CNE, Memorial Hospital, and Kent County Hospital filed their answer and
counter-petition in a separate action, PM 20-5772. The counter-petition was
eventually consolidated with Bank of America’s miscellaneous petition, and both
were then assigned to the Providence County Superior Court Business Calendar.
Following the consolidation of the petitions, CNE, Memorial Hospital, and Kent
County Hospital, on August 9, 2022, also filed an answer in the underlying action.
In due course, the counter-petition was withdrawn.

• 10 - reason, the counter-petition contended that Bank of America should designate Kent

County Hospital as the permanent substitute beneficiary of the trusts.

On August 9, 2022, the Attorney General filed an answer to Bank of

America’s miscellaneous petition, requesting that it be denied. Shortly thereafter,

The Miriam Hospital Foundation and Progreso Latino also filed an answer to the

miscellaneous petition.

A seven-day bench trial on the consolidated petitions began on July 10, 2023.

On October 2, 2023, the trial justice’s decision was entered. We relate below the

salient aspects of what transpired at the trial, and we summarize the testimony of the

various witnesses whose testimony we deem relevant to our resolution of the issues

on appeal.

1. The Testimony of Christopher Koller

Christopher Koller, an expert in “federal health issues including the history of

hospitals and primary care delivery systems,” who was retained by the “Common

Interest Group,”7 was the first witness to testify. Mr. Koller stated that he was the

president of Milbank Memorial Fund, the mission of which is “to improve

population health and health equity by collaborating with decision makers and

connecting them to that benefit and experience.” He acknowledged that he had been

7
The record indicates that the “Common Interest Group” consists of Bank of
America, Progreso Latino, The Miriam Hospital Foundation, and the City of
Pawtucket.

• 11 - asked to provide a summary overview of the history of the nature of the financing of

hospital services at the time that the charitable trusts at issue were created. Mr.

Koller testified that, before providing that historical perspective and in preparation

for his testimony, he had reviewed the trust documents as well as historical

documents relative to Memorial Hospital.

It was Mr. Koller’s testimony that, in the early 1900s, health care institutions

were developed either by the government, Catholic congregations, or secular

institutions consisting of leading members of the community—the last of which

categories he believed would apply to the founding of Memorial Hospital. He added

that those institutions typically had three sources of income: private philanthropy,

government payments, or payments directly from the patients themselves. Mr.

Koller further testified that the services that were provided at those institutions of a

bygone era consisted only of “inpatient care provided in open wards and some cases

in private rooms.” He noted that, after World War II, hospitals were “continuing to

provide inpatient and emergency room services.” Of particular significance for the

instant case, Mr. Koller testified that it was only in the 1970s and 1980s that hospitals

expanded to provide outpatient services. He summarized that there had been a

change over time to the effect that hospitals which had previously provided inpatient

care became “broader institution[s] providing outpatient care as well.”

• 12 - Turning to the creation of the trusts at issue in this case, Mr. Koller testified

that Memorial Hospital “did not provide outpatient services in 1910 or 1930.”

Referring specifically to the Richardson Trust and the Preston Trust, he testified that

it was his understanding that the term “free bed” meant that, pursuant to those trusts,

there would be free inpatient services provided at Memorial Hospital. Mr. Koller

further explained that the designation “bed” could be understood as being

“analogous to a [private] room * * *.” In connection with his opinion relative to the

donative intent of the settlors of the trusts, Mr. Koller testified that Memorial

Hospital was a “general institution” whose role it was to provide inpatient services

to anyone regardless of the patient’s ability to pay. It was further his belief that the

settlors’ intent was to see to it that the charitable mission of Memorial Hospital was

advanced.

On cross-examination, Mr. Koller acknowledged that the “Articles of

Amendment to the Articles of Incorporation of the Memorial Hospital,” dated

December 9, 1993, expanded its provision of services to include outpatient services.

Mr. Koller further acknowledged that he had no personal knowledge of the settlors’

donative intent; he stated that his only basis for determining the settlors’ donative

intent was derived from the trust documents. Additionally, he stated that neither the

Richardson Trust nor the Wood Trust limited the use of their funds to the provision

of emergency department or inpatient services. Regarding the Preston Trust, Mr.

• 13 - Koller testified that “once the free beds were established in this trust, then the money

was supposed to go for the general purposes of the hospital.” He further

acknowledged that, after 1993, Memorial Hospital “had as part of its general

purposes primary care services and outpatient services.”

1. The Testimony of Doctor David Gifford

David Gifford, M.D., who was the director of RIDOH from 2005 until 2011,

testified as an expert in the area of public health. He testified that he was asked to

review the proposals from Progreso Latino; The Miriam Hospital Foundation; and

Kent County Hospital as well as the joint proposal from Progreso Latino and The

Miriam Hospital Foundation “to see which one better met the RFP intent for using

the general funds from the Memorial Hospital.” Doctor Gifford identified numerous

documents pertaining to the proposals that he considered to be important when he

conducted his analysis. He stated that, after reviewing those documents, he

concluded that the proposal which “ha[d] the greater likelihood of meeting the unmet

needs of vulnerable individuals in the City of Pawtucket and surrounding area” was

the joint proposal from Progreso Latino and The Miriam Hospital Foundation.

Doctor Gifford further testified that the services which Kent County Hospital’s

proposal identified were considered outpatient services; he added that such services

are not typically a “part of the hospital existence and hospital services” and are not

the emergency care services that are typically found “inside a hospital setting.”

• 14 -
• The Testimony of Mario Bueno

Mario Bueno, the executive director of Progreso Latino since 2010, testified

that Progreso Latino is a community-based organization (established pursuant to

Section 501(c)(3) of the Internal Revenue Code) that provides “a variety of programs

for the community from early education to older health programs.” Mr. Bueno

described the services and programs carried out by Progreso Latino, which included

but were not limited to behavioral health care.

According to Mr. Bueno, if The Miriam Hospital Foundation and Progreso

Latino were to be awarded the trust funds at issue, they “would work collaboratively

in terms of serving the community especially their patients.” He added that Progreso

Latino, in particular, would hire two community health workers who would help

patients navigate the health care system and address “social determinants of health.”

Mr. Bueno further testified that Progreso Latino primarily serves the Blackstone

Valley, including Pawtucket and Central Falls, which is where he said that “the

majority of Progreso Latino constituents live.” He noted that, when Progreso

Latino’s constituents are in need of emergency care services, they go to Miriam

Hospital’s emergency department.

On cross-examination, Mr. Bueno testified that Progreso Latino also works

with CNE. Mr. Bueno stated that, pursuant to the joint proposal of Progreso Latino

and The Miriam Hospital Foundation, Progreso Latino would receive thirty-five

• 15 - percent of the trust proceeds and Miriam Hospital would receive the remaining

sixty-five percent of the proceeds.

1. The Testimony of Tina Hamilton

Tina Hamilton, employed by Bank of America as a managing director and a

philanthropic executive, next testified at trial. She began by testifying generally

about the trusts at issue in this case. Ms. Hamilton described the process which Bank

of America utilizes to determine the donative intent of settlors. According to her

testimony, that process includes reviewing the governing documents, associated

files, and any historic documents. She added that, in this case, Bank of America

concluded that the donative intent of the settlors was “to benefit Memorial Hospital

as a hospital is defined in the traditional sense, one that performs inpatient care and

emergency services.”

Additionally, Ms. Hamilton agreed that Bank of America made the

determination that the trust documents further demonstrated that “the intent [was] to

benefit the residents of Pawtucket and the greater Blackstone Valley community.”

Ms. Hamilton further testified that, because there was a “gap” as a result of the

closure of Memorial Hospital, Bank of America “wanted to figure out what the

hospital looked like at the time of these documents * * *.” She noted that, in order

to comply with the settlors’ intent, Bank of America had to discern what hospitals

existing at the time of the creation of the trusts “looked like for [the settlors] and

• 16 - what they were funding and then figure out what that looks like in today’s

environment.”

It was Ms. Hamilton’s testimony that she reviewed the John Snow Report,

which emphasized that “expanded services are urgently needed particularly by the

low income residents formerly served by Memorial Hospital.” She also testified that

most of the services that CNE provides at the Memorial Hospital campus are not

considered to be the type of hospital services that were offered at the time the trusts

were created. Ms. Hamilton further testified that she was one of Bank of America’s

employees who had received and reviewed the proposals, the scoring sheets, and

anything else that the Mayor’s Advisory Committee might have utilized in making

its recommendation. She stated that Bank of America concluded that naming The

Miriam Hospital Foundation and Progreso Latino as permanent substitute

beneficiaries “would most closely honor the intent of the original settlors and meet

the standards of cy près set forth in * * * Section 18-4-1 and established case law.”

Ms. Hamilton additionally stated that, as it relates to the term “free beds,” Bank of

America’s position was that that term referred to “a charitable mechanism that was

used to allow people to receive care without the financial burden.”

On cross-examination, Ms. Hamilton conceded that she did not look for or

locate any obituaries of the settlors. Ms. Hamilton also stated that, while she

reviewed all the proposals that the Committee had received, she had only read them

• 17 - “straight through” once. She further acknowledged that Bank of America did not

interview any of the applicants; she also acknowledged that she did not ask questions

or request any additional information from the Committee after receiving its

package. Ms. Hamilton also testified that she did not review any videos or minutes

of the Committee’s meetings. Ms. Hamilton testified that, in addition to reviewing

the package that Bank of America had received from the Committee, she looked at

websites such as “Guide Star,” which she characterized as being a website “where

we can see tax returns of 501(c) entities, of charitable entities.” She added that “it’s

the same sort of due diligence that we do when we’re making grants.”

1. The Testimony of Denise Brennan

Denise Brennan, a nurse practitioner and the Director of Emergency Services

at Miriam Hospital, testified that she is responsible for patient care services in the

emergency department at Miriam Hospital. Ms. Brennan stated that, since 2017, the

demand for emergency department services with respect to behavioral health has

increased by thirty-two percent. She added that there had been a significant increase

in the number of behavioral health patients from the Central Falls and Pawtucket

areas.

1. The Testimony of Lawrence Sullivan

Lawrence Sullivan, who was the chairman of the Mayor’s Advisory

Committee, submitted an affidavit as his direct testimony; said affidavit was

• 18 - admitted as a full exhibit at trial without objection. The parties agreed that Mr.

Sullivan would be available for the purpose of cross-examination.

On cross-examination, Mr. Sullivan testified that, according to a document

entitled “January 5, 2021, minutes,” the Committee was in search of a “multi-year

proposal that is sustainable in perpetuity.” Mr. Sullivan conceded that he had not

read the trust documents before becoming chairman, nor did he read them while he

was serving as chairman of the Committee. He further acknowledged that the

request for proposals issued by the Committee indicated that it sought proposals that

would “closely honor the original intent of the donors to those trusts: Providing

health-related services needed by the vulnerable community as a result of the closure

of Memorial Hospital.” Mr. Sullivan agreed that the request for proposals did not

state that the intent was to provide hospital-related services. Mr. Sullivan further

provided testimony as to the scoring of each proposal.

On re-direct examination, Mr. Sullivan testified that the Committee

“ultimately and unanimously” chose the joint proposal of Progreso Latino and The

Miriam Hospital Foundation. He added that he personally chose the joint proposal

over the other proposals because the joint proposal “filled the gap that each one had

with their separate proposal * * *. There was no infrastructure involved because it

already existed. It just made so much sense. Each dollar would have gone further

with the joint proposal than in any other * * * proposal we had.”

• 19 - Upon the conclusion of Mr. Sullivan’s testimony, Bank of America, Progreso

Latino, The Miriam Hospital Foundation, and the City of Pawtucket rested.

1. The Testimony of Doctor Joseph Diaz

Joseph Diaz, M.D., who is employed by Brown University as well as by CNE

as chief health equity officer, provided testimony on behalf of respondents.8 He

testified that he had been treating patients at the “Memorial Hospital campus on

Brewster Street in Pawtucket” since 2001. When asked if the primary care services

and treatment that he has provided at the Memorial Hospital campus were the same

before and after closure of the emergency department of Memorial Hospital, he

responded in the affirmative. Doctor Diaz stated that some of the services at the

primary care building have expanded since the closure of the emergency department.

Doctor Diaz further testified that he is involved with the Brown University

School of Medicine’s internal medicine residency program that operates through

Kent County Hospital at the Memorial Hospital campus. It was his testimony that

the residency program is important to the community because it provides primary

care services and is “attractive to other physicians who are interested in working in

academic settings * * *.” Doctor Diaz further described services that are provided

8
Doctor Diaz also testified that he is the medical director of Integra, an
“accountable care organization,” which is “basically a voluntary structure where
physicians, hospitals, primary care physicians, [and] specialists come forward to
provide better quality care, lower cost care and more efficient care for the patients
and providers.”

• 20 - primarily to the Pawtucket and Central Falls communities at the Memorial Hospital

campus, including transportation, interpreter services, Medicaid support, and

“express care.” He added that express care has a role in reducing the number of

patients who go to the emergency department because express care is a “way for

patients who have acute illnesses or what are often called sick visits to be able to get

access to a provider.” Doctor Diaz further testified that express care is beneficial for

the health care system because it is “less expensive and it’s better for the emergency

room because it wouldn’t be full of patients that aren’t emergencies.” He described

the following other specific services provided at the Memorial Hospital campus:

primary care, family medicine, dermatology, rheumatology, cardiology,

orthopedics, vascular surgery, cardiovascular surgery consultation, physical therapy,

occupational therapy, x-rays, laboratory testing, pulmonary care, diabetes and

nutritional services, and behavioral health care. Doctor Diaz testified that the

patients whom he treats come predominantly from Pawtucket and Central Falls.

According to Dr. Diaz, certain proceeds from the trusts were used to purchase

a mammography machine. He testified that it was important to obtain a

mammography machine because breast cancer screening rates were very low in the

Pawtucket and Central Falls communities. Doctor Diaz noted that, with the

installation of the machine, as well as with the addition of “a community health

worker to help do breast cancer screening navigation,” there had been an increase in

• 21 - breast cancer screening rates in the just-referenced communities. Doctor Diaz

additionally testified that, if Kent County Hospital were to receive the trust funds,

the funds would be used for important services—such as providing “high quality

care to the patients in [the] community,” “screening eye care for diabetics using

remote technology,” additional cancer screenings and navigation programs, testing

for hypertension, and the “ability to provide blood pressure monitor kits to the

patients.”

D

The Trial Justice’s Decision

On October 2, 2023, an exhaustive written decision was entered. The trial

justice meticulously described the factual and procedural history of the case,

including the relevant language from the trust documents. Turning to the specific

trusts, he first found that the Richardson Trust failed for impossibility because the

settlor’s purpose could not be fulfilled—i.e., the net income from the trust could no

longer benefit Memorial Hospital. The trial justice similarly found that the Preston

Trust and the Wood Trust failed because the “settlors’ intent cannot literally be

carried into effect.” He concluded that the settlors of all three trusts intended for

their charitable donations to benefit Memorial Hospital. At the same time, however,

the trial justice did specifically find that all three trusts evidenced a general charitable

intent.

• 22 - Having found that the settlors of the Richardson Trust, the Preston Trust, and

the Wood Trust all possessed a general charitable intent, the trial justice proceeded

to “invoke cy près,” and he instructed the trustee (viz., Bank of America) “to redirect

the donation to another charity as near as * * * the original intent as possible.”

(Internal quotation marks omitted.) The trial justice stated that he was not obliged

to afford deference to the trustee as to the selection of an alternative beneficiary, and

he further stated that he declined to follow the trustee’s recommendation.

Referring to Ms. Hamilton’s testimony, the trial justice said that he was

troubled by the process employed by the trustee, stating that the trustee “did not

perform reasonable due diligence prior to formulating its recommendation.”

The trial justice observed that the trustee did not contact the applicants that

had submitted proposals, did not ask questions about the recommendations of the

Mayor’s Advisory Committee or request additional information from that body, did

not review the Committee’s recordings of meetings or the minutes of those meetings,

and did not review individual scorecards or verify whether the cumulative scores of

the Committee were correct. He further stated that he was particularly unimpressed

with the fact that Ms. Hamilton “conducted little research and review of outside

evidence,” read each proposal only once, and “did not look for, or review, the

settlors’ obituaries to ascertain their donative intent.” Additionally, the trial justice

found that the trustee improperly grouped the settlors together in determining

• 23 - charitable intent. Having carefully reviewed the work performed by the trustee, the

trial justice declined to adopt its recommendation.

Similarly, the trial justice declined to adopt the Attorney General’s

recommendation—largely because the Attorney General had also considered the

settlors as a single group rather than examining the intents of the settlors

individually.

Beginning with the Richardson Trust, the trial justice found that the settlor

“intended to further perpetuate his previous desire to fund gratuitous hospital care,

as evidenced by Paragraph Eighth.” He also found that the settlor’s $5,000 bequest

for a “free bed” was intended to cover the costs associated with a patient at Memorial

Hospital.

The trial justice reached the same conclusion relative to the Preston Trust,

since that “settlor intended to aid the ‘general purposes’” of Memorial Hospital—

which the trial justice described as being “hospital care at the time, based on

testimony and evidence in the record.” It was also the trial justice’s view that the

term “free bed” had the same meaning at the time of the creation of the Preston Trust

as it had in the Richardson Trust.

Similarly, the trial justice concluded that “the Wood Trust settlors intended to

provide gratuitous hospital care for residents of the Blackstone Valley.” He noted

that the Wood Trust drew a “geographic circumscription within which an alternative

• 24 - charitable beneficiary should be located”—namely, another charitable beneficiary

located in the Blackstone Valley. The trial justice determined that the language in

the Wood Trust and evidence taken from the settlors’ obituaries indicate that the

Wood Trust settlors had “a strong affiliation with [Memorial Hospital], the City of

Pawtucket, and the Blackstone Valley.”

The trial justice next reviewed the recommendations of the various parties and

ruled that their proposals did not comport with the settlors’ donative intents.

Because Memorial Hospital “was a bona fide hospital providing bona fide hospital

care” at the time the trusts were created, the trial justice concluded that the alternative

beneficiary must be another hospital whose purpose would be the provision of

hospital care. He emphasized that neither The Miriam Hospital Foundation nor

Progreso Latino are hospitals. He added that their proposed use of the trusts’ funds

“does not amount to the form of hospital care contemplated by the settlors”—

because the testimony at trial established that the proposals contemplated that the

funds were to be predominantly used for mental and behavioral health services. In

this regard, the trial justice cited to Mr. Koller’s testimony that “those with mental

or behavioral afflictions were treated in separate institutions.”

The trial justice also found that the proposal of CNE, Memorial Hospital, and

Kent County Hospital did not align with the settlors’ intent. He again credited Mr.

Koller’s testimony as being “most instructive [as] to the settlors’ understanding of

• 25 - hospital care” in that Mr. Koller stated that hospitals at the time the trusts were

created were providing only inpatient and emergency services. The trial justice

stated that, before the 1970s and 1980s, outpatient and non-emergency services were

offered outside the hospital setting. He concluded that, when the settlors allocated

funds to Memorial Hospital, “their donations funded inpatient and emergency care

consistent with [Memorial Hospital’s] services at the time.”

Drawing upon the just-summarized findings and reasoning, the trial justice

framed “a scheme cy près” relative to the Richardson Trust, the Preston Trust, and

the Wood Trust. He ultimately held that “the alternative beneficiary closest to the

settlors’ original intent is The Miriam Hospital * * *.” Accordingly, he directed the

“Trustee to apply the net income of the trusts thereto.” The trial justice reasoned

that Miriam Hospital is a bona fide hospital providing bona fide hospital care and

that, at the time of the creation of the trusts, it appears to have served the same or

similar purposes as Memorial Hospital—viz., inpatient and emergency care. The

trial justice further found that, had the settlors been aware that Memorial Hospital

would close, they likely would have wanted the trust funds to benefit another

hospital serving the same or similar purposes as Memorial Hospital.

In specifically addressing the Wood Trust, the trial justice stated that “based

on the findings detailed in the John Snow Report, The Miriam Hospital is the

best-positioned facility to comport with the geographical boundary set by the Wood

• 26 - Trust and said trust’s charitable purpose.” He emphasized that evidence in the record

revealed that, following the closure of Memorial Hospital, residents of the

Blackstone Valley used Miriam Hospital’s emergency department for inpatient and

emergency care. The trial justice added that the fact that Miriam Hospital is a “short

distance outside of the Blackstone Valley is insufficient to defeat the Wood Trust

settlors’ predominant intent,” and he commented that the short distance is immaterial

in light of “modern vehicles, infrastructure, and ambulatory services.” The trial

justice concluded by finding that, if the settlors of the Wood Trust were to make the

choice of either “(1) applying [the] trust cy près to another hospital just over the

boundary of the Blackstone Valley; or (2) allowing [the] trust to lapse for lack of a

suitable alternative beneficiary within the Blackstone Valley, the Wood Trust

settlors almost surely would have recommitted the funds in trust rather than let them

pass to their heirs-at-law.”

E

The Subsequent Travel of the Case

Final judgment was entered on November 7, 2023. It reflected the trial

justice’s decision and, in accordance with that decision, it directed Bank of America

to distribute the net income from the trust funds “to the Miriam Hospital for

charitable uses consistent with the settlor’s intent as indicated in the Decision.”

• 27 - Memorial Hospital, CNE, and Kent County Hospital filed a notice of appeal

on November 22, 2023. On November 27, 2023, the Attorney General filed a

separate notice of appeal.

II

Issues on Appeal

On appeal, respondents argue that, when determining an alternative

beneficiary scheme for the trusts at issue, the trial justice erred in focusing on the

provision of health care at the time of the creation of the trusts rather than

considering modern developments in how health care is provided. The Attorney

General posits that, if the trial justice’s decision is interpreted as meaning that the

funds must be directed only to inpatient and emergency care, then that limitation

contravenes the broader general donative intent. CNE, Memorial Hospital, and Kent

County Hospital also contend that the trial justice erred when he failed to adhere to

the language of the Wood Trust in selecting an alternative beneficiary located in the

Blackstone Valley.

III

Standard of Review

We review deferentially the factual findings of a trial justice sitting in a

nonjury case; we will “not disturb his or her findings unless such findings are clearly

erroneous or unless the trial justice misconceived or overlooked material evidence

• 28 - or unless the decision fails to do substantial justice between the parties.” Manchester

v. Pereira, 926 A.2d 1005, 1011 (R.I. 2007) (internal quotation marks omitted).

However, we conduct a de novo review when considering a trial justice’s rulings

regarding questions of law. Id.

IV

Discussion

A

The Parties’ Contentions

The Attorney General notes at the outset that he is challenging only the

designation of Miriam Hospital as the alternative beneficiary of the trusts. He argues

that, after the trial justice correctly found that the trusts each established a general

purpose of providing hospital care, he erred in undertaking a “secondary review of

the charitable purpose of each trust not called for in the law of cy près but rather

focusing heavily on how a charitable purpose related to [how] ‘hospital care’ would

have been defined and understood at the time that each trust was established.” The

Attorney General contends that the trial justice erred in engaging in this “secondary

analysis” for two reasons: (1) “rigid adherence to historical context goes beyond

what the cy près test requires;” and (2) “the application of that approach impedes the

full charitable benefit of the trust funds.” In support of this argument, the Attorney

General cites to Town of Brookline v. Barnes, 97 N.E.2d 651 (Mass. 1951).

• 29 - In particular, the Attorney General argues that the trial justice erred in his

determination that the use of the funds should be restricted to providing for inpatient

and emergency services when the general charitable intent of the settlors was the

provision of gratuitous hospital care in a broader sense. Moreover, according to the

Attorney General, limiting the scope of the trusts’ funds to apply only to inpatient

and emergency services impedes the ability “to meet certain gaps in care that were

left in the wake of Memorial’s closure * * *.”

Additionally, the Attorney General asserts that the trial justice failed to

consider what the settlors would have wished if they knew of the current health care

delivery systems. In other words, he contends that the trial justice did not consider

“what the donor would have thought about present circumstances [which said donor]

never had the opportunity to consider at the time of the gift.” (Emphasis in original.)

As support for this argument, the Attorney General refers to the holdings in the

extra-jurisdictional cases of Matter of Estate of Vallery, 883 P.2d 24 (Colo. App.

1993), and In re Estate of Elkins, 32 A.3d 768 (Pa. Super. Ct. 2011).9

9
We discuss infra the opinions in the cases of Matter of Estate of Vallery, 883
P.2d 24 (Colo. App. 1993), and In re Estate of Elkins, 32 A.3d 768 (Pa. Super. Ct.
2011). However, we consider it worth noting that neither opinion was rendered by
the highest court of those states.

• 30 - Lastly, the Attorney General requests clarification as to whether the funds are

to be used solely for the purposes of inpatient and emergency care or if they are to

be used for “gratuitous hospital care more generally.”

The other respondents—CNE, Memorial Hospital, and Kent County

Hospital—advance largely similar arguments. They contend that the trial justice

misapplied the legal standard and overlooked material facts by not considering

changes in the provision of health care that have occurred over time and by “ignoring

the impact these changes would have on the settlors of the Trusts in determining an

alternative beneficiary.” These respondents indicate that the issue of whether the

trial justice should have applied a cy près standard that considered the changes in the

provision of health care since the trusts were created is an issue of first impression

in Rhode Island. They additionally assert that the trial justice erred when he “did

not comply with the express terms of the Wood Trust to designate an alternative

beneficiary located in the Blackstone Valley and instead designated Miriam

[Hospital], in Providence, as the alternative beneficiary.”

For its part, the trustee, Bank of America, asserts that the trial justice did not

err in his determination that Miriam Hospital’s provision of charitable hospital

services was as near to what would have been the settlors’ intent at the time the trusts

were created if they had realized that the original particular purpose could not be

carried out. Bank of America points out that the trial justice “analyzed the trust

• 31 - documents, testimony, and extrinsic evidence presented at trial to determine the

settlors’ likely donative intent.” It further contends that the trial justice correctly

interpreted the term “hospital” in that he considered its primary meaning at the time

when the trusts were created. In the same vein, Bank of America states that, based

on the evidence presented at trial, the trial justice did not commit error in concluding

that Miriam Hospital is the suitable alternative beneficiary that is closest to the

settlors’ intent.

In their submission to this Court, Miriam Hospital and The Miriam Hospital

Foundation assert that “CNE incorrectly posits on appeal that changed circumstances

creates [sic] an error of law.” It is the position of Miriam Hospital and The Miriam

Hospital Foundation that, based on the language of the trust documents and the

conditions at the time the trusts were created, the trial justice made correct factual

determinations as to the settlors’ intent and correctly applied the law. In that regard,

they argue that, at the time when the trusts were created, hospital care consisted of

inpatient and emergency care.

B

The Applicable Law

This Court has previously made clear that sound public policy favors

preventing the failure of a trust created for charitable purposes. Pell v. Mercer, 14

R.I. 412, 435 (1884). Several decades ago, this Court employed admirably terse

• 32 - language about the importance of upholding a charitable trust when possible. Id.

(“Though indefinite it is upheld. If it be designed to be perpetual it is perpetuated.”).

To that end, “if a trust be created for charitable purposes which are too vaguely

defined to be executed without further definition, the court itself, if a discretionary

power be not lodged elsewhere, will devise a scheme for carrying it into effect.” Id.

at 435-36. And when a trust which has been long in existence ceases to be useful

according to its original intent due to a change of circumstances, “it will be reapplied

either wholly or in part to some new purpose, as nearly like to the old as possible.”

Id. at 436. When a court engages in that process, it is exercising what is referred to

as its “cy près jurisdiction.” Id.10

The cy près doctrine in Rhode Island is codified in § 18-4-1. Section 18-4-1

provides:

“In all cases of charitable gifts of real or personal estate,
whether by deed or will, where the purposes of the donor
cannot be literally carried into effect, a complaint may be
filed for a cy pres application of the trust property; and at
that time all proceedings, orders, and decrees shall be had
and taken in the suit, to carry out the intents of the donor
as near as may be, that the charity may not fail, and to this
end application as provided may be made in the same
complaint for appointment of a new trustee or trustees

10
The Norman French words “cy près ” mean “as near,” and the phrase “cy près
comme possible” means “as near as possible.” Ronald Chester et al., Bogert’s The
Law of Trusts and Trustees § 431 (May 2025 Update).

• 33 - under or pursuant to the provisions of §§ 18-2-1 — 18-2-8, or under the general equity powers of the court.”

This Court has previously stated that “[c]y près is invoked if it appears that

the donor intended that [the donor’s] gift be applied to a charitable purpose the

general nature of which is so described that it can be inferred that the donor had a

general charitable intent.” Industrial National Bank of Rhode Island v. Glocester

Manton Free Public Library of Glocester, 107 R.I. 161, 165-66, 265 A.2d 724, 727

(1970). Therefore, “[a] necessary prerequisite to an application of cy près is a

determination that the dominant intent of the person or persons creating the

charitable trust was general rather than specific in nature. ” Nugent ex rel. Saint

Dunstan’s Day School v. Saint Dunstan’s College of Sacred Music, 113 R.I. 666,

670, 324 A.2d 654, 656 (1974); see Glocester Manton Free Public Library of

Glocester, 107 R.I. at 166, 265 A.2d at 727.

When applying the doctrine of cy près, it is the obligation of the trial justice

“to substitute for the named beneficiary another charitable organization which

satisfies the original dispositive purpose as closely as possible.” Rhode Island

Hospital Trust National Bank v. Israel, 119 R.I. 298, 303, 377 A.2d 341, 343 (1977).

The dominant intent of the settlor is to be gleaned from the provisions of the trust;

however, “extrinsic evidence may properly be considered by the court where the

intention is not so determinable.” Industrial National Bank of Rhode Island v.

Guiteras, 107 R.I. 379, 387, 267 A.2d 706, 711 (1970). In Guiteras, this Court cited

• 34 - to IV Scott, Trusts § 399.2 at 3094 (3d ed. 1976), which states: “Indeed, it is

ordinarily true that the testator does not contemplate the possible failure of his

particular purpose, and all that the court can do is to make a guess not as to what he

intended but as to what he would have intended if he had thought about the matter.”

Guiteras, 107 R.I. at 389, 267 A.2d at 712 (quoting IV Scott, Trusts § 399.2 at 3094

(3d ed. 1976)).

When it is the duty of the trial justice to determine an alternative beneficiary

and the trial justice is faced with conflicting claims of two or more institutions, he

or she must “ascertain which purpose dominate[s] and which of the two institutions

would better fulfill that purpose.” Rhode Island Hospital Trust National Bank, 119

R.I. at 304, 377 A.2d at 344. In reviewing a trial justice’s development of a cy près

scheme that accomplishes the general charitable purpose of a settlor, we have been

influenced by the following suggested framework:

“In framing a scheme the court will consider evidence as
to what would probably have been the wish of the settlor
at the time when he created the trust if he had realized that
the particular purpose could not be carried out. The court
will consider not only the language of the trust instrument,
but also such circumstances as indicate what would have
been the probable desires of the settlor, such as the
character of the charitable gifts previously made by him,
the charities in which he had expressed an interest, his
religious affiliations, his views on social, economic and
political questions, and the like.” Restatement (Second)
Trusts § 399(d) (1959) (October 2024 Update) (emphasis
added).

• 35 - C

Analysis

The parties do not dispute the following conclusions that were reached by the

trial justice: (1) that the purposes of the trusts were frustrated by the closure of

Memorial Hospital; (2) that the settlors expressed a general charitable intent; and (3)

that the doctrine of cy près should apply so that the administration of the trusts can

continue. For that reason, our analysis will focus only on respondents’ challenge to

the trial justice’s designation of Miriam Hospital as the alternative beneficiary of the

trusts at issue in this case.

As previously mentioned, it is our view, based on our close review of the

pertinent authorities, that a trial justice must take into consideration what the settlors,

if they had realized that the original particular purpose of the trusts could not be

carried out, would have wished at the time of the creation of the trusts. See Guiteras,

107 R.I. at 389, 267 A.2d at 712 (“Indeed, it is ordinarily true that the testator does

not contemplate the possible failure of his particular purpose, and all that the court

can do is to make a guess not as to what he intended but as to what he would have

intended if he had thought about the matter.”) (emphasis added) (quoting IV Scott,

Trusts § 399.2 at 3094 (3d ed. 1976)); see also City of Providence v. Powers, 83 R.I.

512, 519, 120 A.2d 811, 814 (1956) (noting that the charitable intent of the donor

“was to be gathered from the language of the will itself and not from later

• 36 - developments and changed circumstances”). Being acutely mindful of those

principles, we perceive no error in the trial justice’s designation of Miriam Hospital

as the alternative beneficiary of the trusts.

In the instant case, the trial justice carefully considered the provisions of each

trust and gave close attention to the historical context in which each trust was

created. For example, the trial justice was persuaded by Mr. Koller’s testimony that

services other than inpatient care and emergency services were not part of “hospitals’

repertoire until the 1970s and 1980s”—well after the creation of the trusts at issue

in this case. He further credited Mr. Koller’s testimony that, at the time of the

creation of the trusts, the term “bed” in a hospital setting was a “measure of

capacity.” Moreover, the trial justice underscored that he had not been presented

with evidence that, at the time the trusts were created, Memorial Hospital rendered

services other than those provided in the hospital as such. The trial justice explicitly

found that, at the time of the creation of the trusts, “[Memorial Hospital] was a bona

fide hospital providing bona fide hospital care” and that “the closest alternative

beneficiary must be another hospital for the purposes of providing hospital care

• * *.” Based on our careful review of the evidence in the record, we discern no

reason to disturb that ruling.

In ruling that Miriam Hospital is the alternative beneficiary that is closest to

the intent of each of the settlors, the trial justice found that Miriam Hospital is a bona

• 37 - fide hospital providing bona fide hospital care similar to that historically provided

by Memorial Hospital. He also noted that Miriam Hospital was incorporated in

1926—a point in time within the general time period when the trusts were executed.

He further found that it is “likely that, during the time of the Subject Trusts, The

Miriam Hospital served the same or similar purposes as [Memorial Hospital], which

was to provide inpatient and emergency care.” Evidence in the record also reveals

that Miriam Hospital (especially its emergency room department) has been most

impacted by the closure of Memorial Hospital.

We consider it important to note that the trial justice found that neither the

proposal of The Miriam Hospital Foundation and Progreso Latino nor the proposal

of CNE and Kent County Hospital comport with the settlors’ intent. The trial justice

emphasized that neither The Miriam Hospital Foundation nor Progreso Latino are

hospitals specifically providing bona fide hospital care. In addition, he noted that

The Miriam Hospital Foundation and Progreso Latino indicated that they intended

to use the funds predominantly for mental and behavioral health services, which the

trial justice found not to be matters dealt with by hospitals as the settlors would have

understood hospitals at the time of the creation of the trusts. He based that finding

on the testimony of Mr. Koller, and he made specific reference to pertinent Rhode

Island case law—viz., Michaud v. Michaud, 98 R.I. 95, 97, 200 A.2d 7, 7 (1964);

Sullivan v. Dolan, 69 R.I. 492, 499, 36 A.2d 98, 101 (1944); Miriam Hospital v.

• 38 - Zoning Board of Review of City of Providence, 67 R.I. 295, 296, 23 A.2d 191, 192

(1941). We see no reason for disturbing the trial justice’s findings in this regard.

Similarly, with respect to the proposal of CNE, Memorial Hospital, and Kent

County Hospital, the trial justice found that the evidence presented at trial

established that outpatient and other non-emergency services were presently being

“rendered outside the hospital setting,” whereas at the time the trusts were created,

inpatient services and emergency care were the only services rendered at hospitals.

This further supports our conclusion that the trial justice undertook a careful and

meticulous review of the proposals and that he developed a cy près scheme that most

closely mirrored the original intent of the settlors.

It is our opinion that the trial justice properly placed himself in the shoes of

the settlors of the trusts to determine “not only their original intent but also

afford[ing] the possibility of continuing the material purpose for which [the] settlors

created enduring legacies of philanthropy benefitting society.” Christopher J. Ryan,

Jr., An Historical and Empirical Analysis of the Cy-Près Doctrine, 48 ACTEC L.J.

289, 335 (2023). The trial justice appropriately considered what each of the settlors,

at the time the trusts were created, would have intended if they had been made aware

of Memorial Hospital’s future closing. He rejected the proposition that he should

delve extensively into the decades-later changes in the provision of health care as

• 39 - that would not be helpful in determining the original intent of the settlors. We

perceive no error in the trial justice’s laudably meticulous analysis.

We have scrutinized the foreign cases brought to our attention by

respondents—viz., Town of Brookline v. Barnes, 97 N.E.2d 651 (Mass. 1951),

Matter of Estate of Vallery, 883 P.2d 24 (Colo. App. 1993), and In re Estate of

Elkins, 32 A.3d 768 (Pa. Super. Ct. 2011).11 However, there is nothing in those cases

that prompts us to alter our reasoning with respect to the instant case.

In Town of Brookline, the Supreme Judicial Court of Massachusetts reviewed

the recommendation of a court-appointed master concerning an alternative

beneficiary of a trust in which the funds were originally designated for the purpose

of establishing “a public general hospital.” Town of Brookline, 97 N.E.2d at 652,

653-56. The Supreme Judicial Court observed that the master’s recommendation

recognized that, even though a “health center contemplated by the town was not a

public general hospital, * * * it was well within the dominant purpose of the testator

of aiding the sick of the town especially such of them as are poor, * * * and perhaps

more nearly so than the maintenance of a comparatively small public hospital.” Id.

at 654 (internal quotation marks and brackets omitted). The court also noted that

11
As we have previously noted (see footnote 9, supra), two of the three cited
cases are not from the highest court of the respective jurisdictions and therefore
would not ordinarily be extensively discussed by this Court. However, because of
the importance of the instant case, we have chosen nonetheless to discuss those two
cases in some detail.

• 40 - “[s]uch a health center will apply modern methods of preventive medicine and

diagnosis and thus will go far in preventing many residents of the town from

becoming hospital cases.” Id. (deletion omitted).

As had the court-appointed master in that case, the Supreme Judicial Court

recognized that a health center is not the same as a public general hospital. Town of

Brookline, 97 N.E.2d at 656. However, it stated that both have common

objectives—viz., “to promote and safeguard the health of the community.” Id.

Importantly, the court also noted that the master, in rejecting the alternative proposal

of expanding a small hospital already in existence, found that the alternative

proposal was “far from certain.” Id. The master had concluded that the alternative

proposal’s “risk of failure [was] too great, when the result might be a serious

depletion of the * * * fund” and also would not “sufficiently tend to aid the sick of

the town especially such of them as are poor.” Id. at 654. For these reasons, the

court-appointed master recommended that the health center option was preferable.

Id.

Our reading of Town of Brookline does not align with respondents’

interpretation of it. We are not convinced that the case stands for the proposition

that changes in the provision of health care was the primary determinant in the

court’s application of the doctrine of cy près. Instead, the court in Town of Brookline

looked to the settlor’s dominant purpose—“aiding the sick of the town especially

• 41 - such of them as are poor”—as opposed to the settlor’s “immediate purpose” of

establishing a general hospital when designating an alternative beneficiary. Town of

Brookline, 97 N.E.2d at 655, 656. Significantly, the court was persuaded by the

court-appointed master’s determination that there were legitimate factors that

rendered the alternative proposal less advantageous. Id. at 656.

In the instant case, the trial justice also sought to fulfill the dominant purpose

of each of the settlors at the time their trusts were created—viz., providing gratuitous

hospital care. We therefore are impressed by the trial justice’s statement that he

could not “reasonably conclude that the settlors donated to a hospital with an intent

to fund services that were not provided in hospital settings until decades later.” As

did the court-appointed master in Town of Brookline, the trial justice in the instant

case carefully assessed competing proposals and determined that Miriam Hospital is

best positioned to fulfill the dominant purpose of each of the settlors.

In its 1993 decision in the case of Matter of Estate of Vallery, the Colorado

Court of Appeals reviewed a trial court’s decision involving a will which had the

general charitable purpose of providing for “the cost of hospitalization of such

Knights Templar who shall be members of any Commandery in Denver, Colorado

• * *.” Matter of Estate of Vallery, 883 P.2d at 26. The intermediate appellate court

affirmed the trial court’s ruling, stating that “[i]n view of the ever-expanding aspects

of medicine as practiced in hospitals today, * * * continued adherence to the literal

• 42 - restriction only to pay ‘hospitalization costs’ would frustrate decedent’s general

charitable intention to assist financially in the care and treatment of gravely ill, needy

Denver Knights Templar.” Id. at 29. The court viewed this as an “impracticable

limitation during the 58 years which have passed since the 1935 will was drafted.”

Id.

The facts of the instant case are distinguishable from those in Matter of Estate

of Vallery. While the court in Matter of Estate of Vallery did consider changes in

circumstances, the holding rested on the court’s determination that strict adherence

to the literal language of the will would frustrate the charitable purpose. Matter of

Estate of Vallery, 883 P.2d at 29. In contrast to the situation in Matter of Estate of

Vallery, in the case at bar there are no “impracticable limitation[s]” that would

preclude Miriam Hospital from being an alternative beneficiary. On the contrary,

the record in this case establishes that Miriam Hospital is providing the same type

of health care services as did Memorial Hospital before its closure—namely,

inpatient and emergency department care.

Finally, in In re Estate of Elkins, 32 A.3d 768 (Pa. Super. Ct. 2011), the

Pennsylvania Superior Court reviewed a cy près ruling regarding a trust that was

established for the benefit of a non-profit hospital. In re Estate of Elkins, 32 A.3d at

771. In that case, the trustee asserted that the charitable trust had failed because the

successor to the non-profit hospital was a for-profit corporation. Id. The trustee

• 43 - selected a non-profit organization of physicians serving the area previously served

by the non-profit hospital as the appropriate alternative beneficiary. Id. at 771, 773.

The Superior Court held that the trustee’s selection “serves the precise community

that Mr. Elkins desired to benefit when he created this trust.” Id. at 778. The

Pennsylvania Superior Court further emphasized that there was evidence that the

non-profit organization performed “a variety of functions that were historically

performed by hospitals * * *.” Id. (emphasis added).

As was true with respect to our reading of Town of Brookline, we view

respondents’ reliance upon In re Estate of Elkins as unpersuasive. Just as the

Pennsylvania Superior Court held that the non-profit organization was the alternative

beneficiary that best fit the settlors’ intent, the record in this case clearly establishes

that Miriam Hospital was the most appropriate alternative beneficiary. In re Estate

of Elkins, 32 A.3d at 778. Our review of the record reveals that Miriam Hospital is

providing health care and is servicing persons who were previously served by

Memorial Hospital. In particular, the evidence in the record reveals that residents

once served by Memorial Hospital have been going to Miriam Hospital for

emergency care. Additionally, as the trial justice pointed out, Progreso Latino, The

Miriam Hospital Foundation, and the medical offices currently at the Memorial

Hospital campus are not licensed hospitals in the traditional sense. Accordingly, it

• 44 - is our opinion that the trial justice did not err in designating Miriam Hospital as the

alternative beneficiary of the trusts.

CNE, Memorial Hospital, and Kent County Hospital also assert that the trial

justice erred in not complying with the express terms of the Wood Trust, which

called for the selection of “another charitable institution of a character similar to the

original beneficiary located in the Blackstone Valley [12] as the recipient of the

income of such share.” We disagree. It is our view that the trial justice was correct

in determining that naming Miriam Hospital as the alternative beneficiary best

serves what he characterizes as the “predominant intent” of the Wood Trust settlors

inasmuch as Miriam Hospital currently provides gratuitous hospital care to the

residents of the Blackstone Valley.

The trial justice referenced the findings of the John Snow Report to the effect

that Miriam Hospital is “the best-positioned facility to comport with the

geographical boundary set by the Wood Trust and said trust’s charitable purpose.”13

12
It should be noted that “the Blackstone Valley” is not a governmental entity
in the usual sense. It is rather the term commonly used to describe the several towns
and cities in Rhode Island and Massachusetts through which the Blackstone River
flows. That river begins in Worcester, Massachusetts, and ends in Pawtucket, Rhode
Island, where it flows into the Seekonk River. See A River Shaped by Ice, Industry,
and Renewal, Blackstone River Watershed Council,
https://blackstoneriver.org/about/our-watershed/.

13
It is of some significance that Miriam Hospital is approximately 2.7 miles
from the Memorial Hospital campus.

• 45 - As the trial justice found, designating Miriam Hospital as an alternative beneficiary

comports with the charitable purpose of the Wood Trust—namely, the provision of

gratuitous hospital care. Furthermore, evidence in the record shows that Miriam

Hospital has been increasingly servicing residents of the Blackstone Valley

following the closure of Memorial Hospital, especially for inpatient care and

emergency services. We reiterate that Miriam Hospital is therefore the entity that is

most closely fulfilling the dominant intent of the Wood Trust—namely, providing

gratuitous hospital care to the residents of the Blackstone Valley. Accordingly, the

trial justice certainly was not clearly erroneous in concluding that Miriam Hospital

is the most suitable alternative beneficiary since it comes closest to fulfilling the

dominant intent of the settlors of the Wood Trust. The trial justice’s ruling in this

regard is a laudable example of what the cy près doctrine is meant to achieve.

Finally, the Attorney General seeks clarification as to whether the proceeds of

the trusts are to be used for the purposes of inpatient and emergency care or if they

are to be used for “gratuitous hospital care more generally.” It is our opinion that

the proceeds of the trusts are to be used in the manner in which Miriam Hospital sees

fit within the parameters which we have explained in this opinion—namely, the

provision of inpatient care and emergency care.

• 46 - V

Conclusion

For the reasons set forth in this opinion, we affirm the judgment of the

Superior Court. The record may be returned to that tribunal.

Justice Goldberg and Justice Long did not participate.

• 47 - STATE OF RHODE ISLAND SUPREME COURT – CLERK’S OFFICE Licht Judicial Complex 250 Benefit Street Providence, RI 02903

OPINION COVER SHEET

Bank of America, N.A., as Trustee of the Harold W.
Wood and Gertrude B. Wood Trust, the Marion Law
Trust, the John F. Preston Charitable Trust, the E.
Title of Case
Russell Richardson Trust and the William F. Sayles
Endowment Fund v. Peter F. Neronha, Attorney
General of the State of Rhode Island, et al.
No. 2024-30-Appeal.
Case Number No. 2024-31-Appeal.
(PM 22-4462)

Date Opinion Filed February 20, 2026

Justices Suttell, C.J., Robinson, and Lynch Prata, JJ.

Written By Associate Justice William P. Robinson III

Source of Appeal Providence County Superior Court

Judicial Officer from Lower Court Associate Justice Brian P. Stern

For Petitioner:

Steven E. Snow, Esq.
For Respondent:
Attorney(s) on Appeal
Mitchell R. Edwards, Esq.
Robert D. Fine, Esq.
Julia Claire Harvey, Esq.