Stonewall Cotton Mills

National Labor Relations Board - Board Decisions

Nov 16, 1948

80 N.L.R.B. 325 (N.L.R.B. 1948)

In the Matter Of STONEWALL COTTON MILLS, EMPLOYER and TEXTILE
WORKERS UNION OF AMERICA, C. I. 0., PETITIONER
Case No. 15-R-2180
DECISION ON MOTION
AND
ORDER AMENDING CERTIFICATION
November 16, 1948
On June 29, 1948, the Board issued in this proceeding a Supple-
mental Decision and Certification of Representatives 1 in which, among
other things, it certified the Petitioner as the bargaining representa-
tive of production and maintenance employees at Stonewall Cotton
Mills, Stonewall, Mississippi? Thereafter, on September 13, 1948,
the Petitioner filed with the Board a Motion to Amend Certification
of Representatives, in which it requested that the Board's Certifica-
tion of Representatives be amended by substituting, in the portion
thereof describing the unit, the words "of Erwin Cotton Mills Com-
pany at Plant No. 8, Stonewall, Mississippi," in place and instead of
the words "at Stonewall Cotton Mills, Stonewall, Mississippi." In
support of its Motion, the Petitioner alleged, in substance, that in
May, 1948, The Erwin Cotton Mills Company, of Durham, North
Carolina, hereinafter referred to as Erwin, completed negotiations
with Stonewall Cotton Mills for the purchase of the mill village, mill
buildings, grounds, and mill machinery situated in Stonewall, Missis-
sippi, and theretofore known as Stonewall Cotton Mills ; that on, and
after, May 31, 1948, Erwin commenced, and has since continued, the
operation of the aforesaid mill, retaining the equipment, plant, and
working force previously used, and without change in the product
manufactured; that during June or July, 1948, Erwin completed the
purchase of the aforesaid property and mill, thereby becoming the
178 N. L.R.B 28.
'On August 18, 1948, the Board issued an Order in which it denied a Motion by the
Intervenor herein, United Textile Workers of America, Local No. 46, A. F. of L,
requesting that the case be reopened and a new election be directed. As one ground in
support of its Motion, the Intervenor alleged a change in the ownership of the mill and
property in Stonewall , Mississippi.
80 N. L. It. B., No. 71.
325
326 DECISIONS OF NATIONAL LABOR RELATIONS BOARD
successor-employer to Stonewall Cotton Mills; that thereafter the
mill and property in Stonewall, Mississippi, had been designated by
Erwin as its Plant No. 8; and that after Erwin commenced operating
the aforesaid plant and mill, both the Petitioner and the Regional
Director had requested Erwin to bargain with the Petitioner, but that
Erwin had refused because the Petitioner had not been certified as the
bargaining representative of employees at its Plant No. 8, Stonewall,
Mississippi. Various documents substantiating the allegations were
submitted with the Petitioner's Motion .3
On September 21, 1948, the Board ordered all parties to show cause
in writing, on or before October 1, 1948, why the Board should not
amend its Certification of Representatives, as requested by the
Petitioner.
On September 20, 1948, Erwin filed Objections to the Petitioner's
Motion,4 in which it (1) stated that it was appearing specially, and
only in opposition to the Motion; (2) called the attention of the Board
to the fact that Erwin had not participated in any previous phase of
this proceeding; (3) denied that it was the legal successor to Stone-
wall Cotton Mills, and asserted that Erwin and Stonewall Cotton
Mills were separate corporations engaged in business in the State of
Mississippi and elsewhere, and that there was no privity of interest
between them; and (4) requested that the Board deny the Petitioner's
Motion. On September 22, 1948, the Petitioner filed a Reply to the
Objections of Erwin.'
On September 23, 1948, Stonewall Cotton Mills, referred to in all
previous phases of this proceeding as the Employer, filed a letter with
the Board,6 in which it stated that, on or about June 10, 1948, it had
disposed of its manufacturing facilities at Stonewall, Mississippi,
to Erwin; that Erwin had been conducting the manufacturing opera-
tions at Stonewall, Mississippi, since about May 31, 1948; that Stone-
wall Cotton Mills was not then engaged in any manufacturing opera-
tions; and that the offices of Stonewall Cotton Mills had been removed
to Meridian, Mississippi.
On September 24, 1948, the Intervenor filed a letter with the Board
in which it requested that the Petitioner's Motion be denied, and re-
8 The documents included a copy of a Notice by Stonewall Cotton Mills to its employees,
dated May 25, 1948, announcing the purchase of the mill by Erwin, and a reprint of a
speech made by the president of Erwin in Stonewall , Mississippi , on May 25, 1948, an-
nouncing the purchase of the mill by Erwin , and outlining plans for future operations
in Stonewall , Mississippi , by the latter company.
+ Although the Objections of Erwin to the Petitioner 's Motion were received by the
Board before the Order to Show Cause issued herein , the Objections had not been received
when the Petitioner ' s Motion was considered by the Board.
The Petitioner also filed with the Board a brief in support of its Motion.
The letter bore the engraved letterhead "Stonewall Cotton Mills, Incorporated," and
was signed by Benjamin F. Berman, vice president and treasurer.
STONEWALL COTTON MILLS 327
asserted its previously expressed contention 7 that the Board should
vacate its certification herein.
No other papers were filed with the Board in response to the afore-
mentioned Order to Show Cause.
We 8 have considered the Petitioner's Motion and all matters filed
in opposition thereto, and in support thereof. We note that Erwin
did not, in the Objections it filed with the Board, deny or otherwise
controvert the allegation made by the Petitioner that Erwin had
purchased the mill village, buildings, grounds, and mill machinery
previously owned and operated in Stonewall, Mississippi, by Stone-
wall Cotton Mills; nor did it deny or controvert the allegation that
Erwin had continued to manufacture the product theretofore manu-
factured by the latter company, retaining the same plant, equipment,
and working force. That such sale of property and transfer of opera-
tions to Erwin in fact occurred is affirmed, moreover, by the afore-
mentioned statement filed with the Board on September 23, 1948,
by the seller of the property, Stonewall Cotton Mills.
We further note that Erwin bases its opposition to the Petitioner's
Motion on the ground, that it is not the legal successor to Stonewall
Cotton Mills, that there is no privity of interest between it and Stone-
wall Cotton Mills, and that it has not participated in the previous
phases of this proceeding. We are not persuaded, however, that the
Petitioner's Motion should be denied on such grounds alone. The
uncontroverted facts establish that the plant, property, equipment,
manufacturing method, and working force remain unaltered as a re-
sult of the sale of the business by Stonewall Cotton Mills to Erwin.
Where, as here, no essential attribute of the employment relationship
has been changed as a result of the transfer, the certification continues
with undiminished vitality to represent the will of the employees with
respect to their choice of a bargaining representative, and the conse-
quent obligation to bargain subsists notwithstanding the change in
the legal ownership of the business enterprise." Nor is it material
that the successor-owner has not participated in the prior Board pro-
ceeding resulting in the certification of the bargaining representa-
tive.1o This is but an application of the settled rule that the indus-
trial strife which the Act seeks to avoid or mitigate, and the validly
instituted bargaining relationships which it seeks to foster, are "no
' See footnote 2, supra.
8 Pursuant to Section 3 (b) of the National Labor Relations Act, the Board has dele-
gated its powers in connection with this case to a three-man panel consisting of the under-
signed Board Members [Houston, Reynolds, and Gray].
ON. L. R. B. v. Blair Quarries, Inc., 152 F. (2d) 25 (C. C. A. 4) ; Matter of Northwest
Glove Co., Inc., 74 N. L. R. B. 1697; Matter of Simmons Engineering Co., 65 N. L. It. B.
1373.
10 Ibid.
328 DECISIONS OF NATIONAL LABOR RELATIONS BOARD
less an object of legislative solicitude when contract, death, or opera-
tion of law brings about change of ownership in the employing
agency." 11 In requesting the amendment of the certification to con-
form with the present identity of the employer, the Petitioner's Motion
seeks no more than to make explicit the successor-employer's already
existing obligation to bargain. To aid in the amicable inception of
a bargaining relationship which current, undisputed facts show
rightly to exist, and to dispel the evident misconception that the mere
change in the legal ownership of the employing entity without more
undoes the designated union's representative status as reflected in the
certification, we grant the Motion as requested herein.'-
ORDER
IT IS HEREBY ORDERED that the Certification of Representatives made
herein by the Board on June 29, 1948, be, and it hereby is, amended
by deleting therefrom the words "at Stonewall Cotton Mills, Stonewall,
Mississippi," and by substituting therefor the words "of Erwin Cotton
Mills Company, Plant Number 8, Stonewall, Mississippi."
n N. L. R. B. v. Colton, 105 F. (2d) 179, 183 (C. C. A. 6) ; see also Matter of Alexander
Milburn Co., 78 N. L. R. B. 747, 22 L. R. R. M. 1249.
sa The requests of Erwin and the Intervener for oral argument are denied, as we believe
that the positions and the contentions of the parties with respect to the Petitioner' s Motion
are adequately presented in the papers filed with the Board.