Carpenters 46 Northern California Counties Conference Board v. Zcon Builders, Individually and D/B/A Sharon Hill Corporation Sharon Hill Corporation

96 F.3d 410 153 L.R.R.M. (BNA) 2321 , 132 Lab.Cas. P 11,656 , 96 Cal. Daily Op. Serv. 6935 , 96 Daily Journal D.A.R. 11 ,344 CARPENTERS 46 NORTHERN CALIFORNIA COUNTIES CONFERENCE BOARD, Plaintiff-Appellee, v. ZCON BUILDERS, individually and d/b/a Sharon Hill Corporation; Sharon Hill Corporation, Defendants-Appellants. No. 95-15124. United States Court of Appeals, Ninth Circuit. Argued and Submitted May 15, 1996. Decided Sept. 17, 1996. 1 David J. Bowie, Walnut Creek, California, for defendants-appellants. 2 M. Catherine Jones, Van Bourg, Weinberg, Roger & Rosenfeld, Oakland, California, for plaintiff-appellee. 3 Appeal from the United States District Court for the Northern District of California, Vaughn R. Walker, District Judge, Presiding. D.C. No. CV-93-04305-VRW. 4 Before: PREGERSON and TROTT, Circuit Judges, and WINMILL, District Judge. * 5 Opinion by Judge WINMILL; Dissent by Judge PREGERSON. WINMILL, District Judge: Introduction 6 Appellant Sharon Hill Corp. appeals from a decision of the U.S. District Court, Northern District of California, granting summary judgment on a petition to confirm an arbitration award. The arbitration was undertaken pursuant to a collective…

Opinion by Judge WINMILL; Dissent by Judge PREGERSON.

Introduction

Appellant Sharon Hill Corp. appeals from a decision of the U.S. District Court, Northern District of California, granting summary judgment on a petition to confirm an arbitration award. The arbitration was undertaken pursuant to a collective bargaining agreement between Zcon Builders and Appellee Carpenters 46 Northern California Counties Conference Board (“Carpenters”). Sharon Hill argues that it was never given notice of the arbitration proceedings and is not the alter ego of Zcon Builders, and thus the arbitration award cannot be binding upon it. We reverse and remand.

Facts and Prior Proceedings

Zcon Builders is a licensed contractor, and a member of the Associated General Contractors of California, Inc. By virtue of its membership, Zcon became a signatory to the Carpenters Master Agreement (hereinafter the “Collective Bargaining Agreement” or “Agreement”). Zcon was incorporated in California in 1982, with Dennis Keating and Charles Zakskorn as its only shareholders and directors. Zcon’s only business has been general construction in California. Sharon Hill was incorporated in Nevada in 1989, and was…

dissenting:

The majority recognizes that the Management Labor Relations Act, 29 U.S.C. § 185 , evinces a strong federal policy favoring “private settlement of labor disputes without intervention of government,” and that, if courts readily intervene, “the speedy resolution of grievances by private mechanisms would be greatly undermined.” United Paperworkers Intern. Union, AFL-CIO v. Misco, Inc., 484 U.S. 29, 37, 38 , 108 S.Ct. 364, 370, 371 , 98 L.Ed.2d 286 (1987). Yet, the majority refuses to confirm the arbitrator’s award in this case and, in the process, creates a conflict with our decision in George Day Constr. Co., Inc. v. United Broth. of Carpenters and Joiners of America, Local 354, 722 F.2d 1471 (1984). I therefore dissent.

The majority believes that the labor arbitrator in this case exceeded his authority in issuing an arbitration award against Sharon Hill Corporation (“Sharon Hill”), an employer that never signed a collective bargaining agreement. The arbitrator found that Sharon Hill was the alter ego of Zcon Builders (“Zcon”), the employer that did sign the collective bargaining agreement. Apparently, both companies operate out of the same address and have the same…