Rome Electrical Systems, Inc.

National Labor Relations Board - Board Decisions

Nov 24, 2010

356 N.L.R.B. 170 (N.L.R.B. 2010)

DECISIONS OF THE NATIONAL LABOR RELATIONS BOARD 170
Rome Electrical Systems, Inc. and Three River Elec-
trical, Inc. d/b/a Three Rivers Electrical, Inc.
and Robert D. Bollen and International Broth-
erhood of Electrical Workers, Local 613. Case
10–CA–35458
November 24, 2010
SUPPLEMENTAL DECISION AND ORDER
BY CHAIRMAN LIEBMAN AND MEMBERS BECKER
AND HAYES
On April 13, 2010, Administrative Law Judge George
Carson II issued the attached supplemental decision. The
Respondents filed exceptions, and the General Counsel
filed an answering brief in opposition.
The National Labor Relations Board has delegated its
authority in this proceeding to a three-member panel.
The Board has considered the supplemental decision
and the record in light of the exceptions and answering
brief, and has decided to affirm the judge’s findings1 and
conclusions and to adopt his recommended Order.2
The parties have raised several procedural and eviden-
tiary issues. Initially, the General Counsel contends that
the Respondents’ exceptions (which were not accompa-
nied by a separate brief) do not meet the requirement in
Rule 102.46(b) of the Board’s Rules and Regulations that
the excepting party “concisely state the ground of [each]
exception.”3 As described below, we find merit in the
General Counsel’s contention as to certain of the Re-
spondents’ exceptions, but not others. In any event, the
Respondent’s exceptions lack merit.
1. The Respondents’ first exception is apparently di-
rected at the judge’s finding that Three Rivers Electrical
(Three Rivers) was a “disguised continuance” and alter
ego of Rome Electrical (Rome). The Respondents assert
that “the great weight of the testimony and other evi-
dence” shows that after 1999 Rome performed work that
was outside the jurisdiction of Rome’s collective-
bargaining agreement with the Union, and that the work
of Three Rivers, which was created in 2007, was wholly
outside the scope of that agreement. The Respondents
1 The Respondents have excepted, in effect, to a number of the
judge’s credibility findings. The Board’s established policy is not to
overrule an administrative law judge’s credibility resolutions unless the
clear preponderance of all the relevant evidence convinces us that they
are incorrect. Standard Dry Wall Products, 91 NLRB 544 (1950),
enfd. 188 F.2d 362 (3d Cir. 1951). We have carefully examined the
record and find no basis for reversing the findings.
2 We clarify that the Board’s new policy of applying daily com-
pounding of interest to backpay awards announced in Kentucky River
Medical Center, 356 NLRB 6 (2010), does not apply to cases that were
already in the compliance stage on the date that decision issued.
3 The Respondents were jointly represented by the same counsel.
make no further argument in support of these assertions
or in opposition to the judge’s alter-ego finding.
As to the adequacy of the Respondents’ exception, in
Metropolitan Transportation Services, 351 NLRB 657,
657 fn. 5 (2007), we found that an exception citing only
“[t]he clear preponderance of all the relevant evidence”
did not satisfy Rule 102.46(b). The Respondents’ excep-
tion similarly cites only “the great weight” of the evi-
dence, and is thus insufficient.
Nevertheless, the Respondents’ factual assertions are
irrelevant, even if true. Regarding the judge’s finding
that Three Rivers was a disguised continuance of Rome,
the issue, for the purpose of the alter-ego test, is whether
Three Rivers’ business differed substantially from
Rome’s in 2007, when Three Rivers was created, not
whether Rome’s business had changed since 1999 or
whether Rome’s or Three Rivers’ business was covered
by the collective-bargaining agreement with the Union.
2. The Respondents’ second exception contends that
the judge improperly relied on A. J. Mechanical, 352
NLRB 874 (2008), enfd. mem. sub nom. Greene v.
NLRB, 321 Fed. Appx. 816 (11th Cir. 2009), to justify
piercing the corporate veil and imposing individual lia-
bility on Rome President Robert D. Bollen. The Re-
spondents assert that “this case is the antithesis of A. J.
Mechanical,” arguing that the individual respondents in
that case took more than $1.8 million from their corpora-
tion while “the evidence in the instant case shows that
Bollen did not take any money out of the business with-
out consideration.” We find that this exception, although
conclusory, is sufficiently particularized to comply with
Rule 102.46(b). The exception is negated on its merits,
however, by the judge’s factual findings, which we
adopt.
3. The Respondents’ third and fourth exceptions chal-
lenge the judge’s reliance on testimony from prehearing
depositions taken from two third-party witnesses: Layton
Roberts, president of Etowah, a temporary employment
agency used by Three Rivers; and Nan Langford,
Rome’s (and later Three Rivers’) office manager. Alt-
hough these two exceptions are adequately particularized
for the purpose of Rule 102.46(b), they lack merit for the
following reasons.
The Respondents first contend that the judge errone-
ously used Roberts’ deposition testimony—which the
Respondents apparently regard as hearsay—to support
his alter ego finding. As the General Counsel notes,
however, the Respondents explicitly waived their objec-
tion to the introduction of Roberts’ deposition testimony
into the record at the hearing. See Alvin J. Bart & Co.,
236 NLRB 242, 243 (1978), enf. denied on other grounds
598 F.2d 1267 (2d Cir. 1979). In any event, the General
356 NLRB No. 38

ROME ELECTRICAL SYSTEMS, INC. 171
Counsel introduced the deposition testimony under Fed-
eral Rule of Evidence 803(5), the exception to the exclu-
sion of hearsay for past recollection recorded. The judge
therefore properly admitted the testimony.4
Second, the Respondents contend that the judge erred
by relying on Roberts’ and Langford’s pretrial deposition
testimony because the Respondents were not notified and
given the opportunity to participate in those depositions.
They emphasize that neither witness was protected under
the Board’s Jencks rule, since neither was employed by
one of the Respondents when deposed. They further
contend that their due-process rights were violated, rely-
ing on Goldberg v. Kelly, 397 U.S. 254, 269–270 (1970).
It is well established, however, that the General Coun-
sel is not required to inform a respondent of the deposi-
tion of a third-party witness during a pretrial investiga-
tion. See GC Memo 00-02 fn. 1 (2000), citing SEC v.
O’Brien, 467 U.S. 735 (1984). Indeed, the Board’s
“longstanding policy” is not to allow a respondent’s
counsel to be present at the deposition of a third-party
witness. NLRB Case-Handling Manual Part 1 (ULP
Proceedings) § 10058.4(c). Moreover, neither of the
Respondents’ cited authorities is apposite. The Jencks
rule gives a respondent the right to review prior state-
ments of a witness called by the General Counsel for the
purpose of cross-examination.5 Goldberg established the
right of a welfare recipient to a hearing prior to termina-
tion of benefits. Neither case suggests that a charged
party has a right to receive notice of a deposition of a
third-party witness in the course of an investigation. In
any case, the Respondents were given the opportunity to
review the deposition testimony and had the opportunity
to rely on it or challenge it during the cross-examining of
both witnesses at the hearing. They were consequently
not deprived of due process.
ORDER
The National Labor Relations Board adopts the rec-
ommended Order of the administrative law judge and
orders that the Respondents, Rome Electrical, Inc., Three
Rivers Electrical, Inc., Robert D. Bollen, and their re-
spective officers, agents, successors, and assigns, jointly
and severally, shall take the action set forth in the Order.

4 Moreover, the Board follows the Federal Rules of Evidence only
“so far as practicable,” and may consider probative hearsay testimony
that is corroborated by other evidence or otherwise inherently reliable.
See generally Conley Trucking, 349 NLRB 308, 310 (2007), enfd. 520
F.3d 629 (6th Cir. 2008). That is true here, as Roberts’ deposition
testimony corroborated Bollen’s own admission that in creating Three
Rivers he was “trying to get away from this union stuff.”
5 See Sec. 102.118(b)-(d) of the Board’s Rules and Regulations; see
also Jencks v. U.S., 353 U.S. 657 (1957).
Lauren Rich and Kerstin I. Meyers, Esqs., for the General
Counsel.
Mark M. J. Webb and John M. Hawkins, Esqs., for the Re-
spondent.
Norman J. Slawsky, Esq., for the Charging Party.
SUPPLEMENTAL DECISION
STATEMENT OF THE CASE
GEORGE CARSON II, Administrative Law Judge. This compli-
ance case was tried in Atlanta, Georgia, on February 22 and 23,
2010.1 In the underlying unfair labor practice proceeding, Rome
Electrical Systems, Inc., 349 NLRB 745 (2007), the Board
found that Rome Electrical had not given timely notice of with-
drawal from the multiemployer association that negotiated area
collective-bargaining agreements and that it violated Section
8(a)(5) of the National Labor Relations Act by failing to abide
by the terms of the area agreements and by unilaterally chang-
ing the terms and conditions of employment of covered em-
ployees. The Board’s order directed Rome Electrical, inter alia,
to make whole bargaining unit employees for any losses suf-
fered as a result of its failure to adhere to contracts negotiated
by the multiemployer association and to make contributions to
various benefit funds as required by those contracts. The
Board’s order was enforced by the Court of Appeals for the
Eleventh Circuit on July 18, 2008. NLRB v Rome Electrical
Systems, Inc., 286 F.App. 697 (11th Cir. 2008). On October 6,
2009, the Regional Director for Region 10 issued the compli-
ance specification herein setting out the backpay due to em-
ployees and the payments due to various funds of the Charging
Party Union.
Rome Electrical Systems, Inc. (Rome Electrical), ceased to
abide by the terms of the effective collective-bargaining agree-
ment on September 1, 2004. In early September 2007, Rome
Electrical ceased operations. Robert D. (Danny) Bollen, presi-
dent and owner of Rome Electrical, began operating a new
company, Three River Electrical, Inc., d/b/a Three Rivers Elec-
trical, Inc. (Three Rivers). The specification alleges that Rome
Electrical, Three Rivers, and Robert D. Bollen individually are
liable for the sums set out in the compliance specification. The
timely answers filed by the Respondents deny liability.2
On the entire record, including my observation of the de-
meanor of the witnesses, and after considering the briefs filed
by the General Counsel and the Respondent, I make the follow-
ing
1 All dates herein are in 2007, unless otherwise indicated. The unop-
posed motion of the General Counsel to correct the transcript and an
exhibit is granted. I have designated the motion as GC Exh. 35 and it is
hereby received into the record. GC Exh. 5 is hereby substituted for the
incomplete exhibit formerly in the record.
2 The answers of the Respondents assert several affirmative defens-
es, including lack of jurisdiction, insufficiency of service, and laches.
None of the asserted defenses were established at the hearing, nor were
they argued in the brief of the Respondents. Each Respondent filed an
answer to the compliance specification and jurisdiction was established
in the underlying proceeding. “[L]aches may not defeat the action of a
governmental agency in enforcing a public right,” Harding Glass Co.,
337 NLRB 1116, 1118 (2002).

DECISIONS OF THE NATIONAL LABOR RELATIONS BOARD 172
FINDINGS OF FACT
I. PRELIMINARY MATTERS
A. Background
Danny Bollen and a partner, Jackie Warner, incorporated
Rome Electrical in 1988. As found in the underlying proceed-
ing, Rome Electrical signed a letter of assent with the Union
and thereafter operated as a union contractor until September 1,
2004. Bollen became the sole owner of Rome Electrical in
1997.
Bollen testified that, in the 1990s, the two largest accounts of
Rome Electrical were for electrical work at an Anheuser-Busch
plant in Cartersville, Georgia, and at Georgia Power and Light.
It ceased performing that work in 1999. Bollen did not address
the reason that work for Georgia Power and Light ceased. The
work at Anheuser-Busch ceased because he lost the bid for that
work. Notwithstanding the loss of those accounts, Rome Elec-
trical continued to operate under its collective-bargaining
agreement with the Union. After attempting unsuccessfully to
withdraw from the multiemployer bargaining association in
2003, Rome Electrical, in 2004, informed the Union that it was
withdrawing from the multiemployer bargaining association
effective August 31, 2004. The Union claimed that the effort of
Rome Electrical to withdraw had been untimely. Notwithstand-
ing that claim, Rome Electrical ceased honoring the collective-
bargaining agreement on September 1, 2004. The charge in the
underlying proceeding was filed. The case was submitted pur-
suant to a stipulated record, and the Board and Court of Ap-
peals agreed that the effort to withdraw had been untimely.
Robert Bollen continued to operate the business under the
name of Rome Electrical Systems, Inc., until early September
2007. Bollen bid jobs and supervised the work force which
consisted of about four employees. The adverse Board decision
issued on April 12, 2007. As hereinafter discussed in greater
detail, Three Rivers was incorporated on June 20. In July, Bol-
len spoke with Layton Roberts, president of Employment Inno-
vations, Inc., d/b/a Etowah Employment, hereinafter called
(Etowah), regarding an arrangement whereby the individuals
formerly working for Rome Electrical who would be working
for Three Rivers would be paid by Etowah. The forgoing
agreement is unwritten.
B. Procedural Matters
Following receipt of the Respondents’ answers, in which the
Respondents denied liability but offered no alternative calcula-
tions in support of various general denials, the General Coun-
sel, on November 2, 2009, filed a motion for partial summary
judgment with the Board citing the failure of the answer to
provide alternative calculations relating to the general denials
of the amounts alleged to be due as backpay and to the various
union funds. On December 3, 2009, the General Counsel
moved to withdraw that motion in order to avoid delaying the
hearing, and on December 11, 2009, the Board granted that
motion. On January 5, 2010, the General Counsel filed the mo-
tion for partial summary judgment with the Division of Judges.
That motion was referred to me upon my assignment to this
case. In a conference call with all parties I advised that I would
not rule upon the motion until the hearing opened. See Calyer
Architectural Woodworking Corp., 338 NLRB 315 (2002). I
urged the parties to meet and discuss possible stipulations re-
garding the monetary computations. They did so. A stipulation
was agreed upon at the hearing, which made the motion for
partial summary judgment moot.
During the course of the hearing, both the General Counsel
and Respondent made various claims and counterclaims regard-
ing cooperation in the compliance investigation. On September
26, 2008, Morris Newman, the compliance officer for Region
10, requested certain documents from the Respondent by email.
At the hearing, counsel for the Respondent questioned Newman
whether, prior to the email, all requests for documents had been
made in telephone conversations or letters. The Region ob-
tained accounting documents relating to Rome Electrical and
Three Rivers pursuant to subpoenas served upon Read, Martin,
and Slickman, the accounting firm used by both Rome Electri-
cal and Three Rivers.
At one point in the hearing, counsel for the General Counsel
moved to strike testimony given by Danny Bollen regarding
work that had been performed by Three Rivers and whether
that work constituted a continuation of work that had been be-
gun by Rome Electrical. Counsel argued that there had not been
compliance with a subpoena for documents that would arguably
relate to Bollen’s testimony. I stated that I would take the mo-
tion under advisement. Counsel for the Respondent represented
that there were no documents responsive to the subpoena, and
counsel’s failure to introduce any such documents in support of
Bollen’s testimony is consistent with that representation. I do
not credit Bollen’s conclusory testimony unsupported by doc-
umentary evidence, and I deny the motion of the General Coun-
sel to strike testimony.
C. Preliminary Findings
Pursuant to the stipulation received as Joint Exhibit 1, the
parties agreed to the computations set out in the compliance
specification stating the amounts due to various union funds,
subject to a finding that Three Rivers is an alter ego of Rome
Electrical.
The compliance specification seeks backpay for three em-
ployees: Steven Kight, Matthew Owens, and Marvin Cabrera.
The specification alleges that Kight should be paid the jour-
neyman wage rate and that Owens should be paid the uninden-
tured apprentice wage rate. Rome Electrical, upon ceasing to
abide by the terms of the collective-bargaining agreement, hired
a laborer without regard to the referral provisions of the collec-
tive-bargaining agreement. Cabrera is alleged as being the indi-
vidual who would have been referred if Rome Electrical had
abided by the referral provisions of the collective-bargaining
agreement. The specification alleges that Cabrera’s backpay be
calculated at the rate of $10 an hour, the unindentured appren-
tice rate and the lowest rate prescribed in the collective-
bargaining agreement. Respondent Rome Electrical’s answer
pleads that Kight was an intermediate journeyman, that Owens
was a laborer, and that Cabrera was a laborer. Notwithstanding
the foregoing pleadings, no alternative calculations relating the
backpay were pled.
ROME ELECTRICAL SYSTEMS, INC. 173
In Harding Glass Co., 337 NLRB 1116 (2002), the Board
held that a simple denial of employees’ job classifications was
insufficient but must be “supported by a counter assertion” as
to what the proper job classifications should be. The decision
does not address the effect of a failure to submit alternative
calculations based upon the asserted correct job classifications
of the employees. In view of my findings, alternative calcula-
tions in this case are unnecessary.
The General Counsel’s evidence establishes that Kight was a
journeyman electrician. Kight presented documentary evidence
that he had been certified as a journeyman by the State of
Washington, his former residence. His credible and uncontra-
dicted testimony establishes that, in Georgia, he passed the
Union’s journeyman test and continued to be fully qualified as
a journeyman electrician. Rome Electrical, when operating
pursuant to the collective-bargaining agreement, paid Kight the
journeyman wireman rate. Rome Electrical presented no evi-
dence in support of its pleading that Kight was not a fully quali-
fied journeyman.
Compliance Officer Newman testified that the backpay cal-
culations for Kight were based upon the lowest contractual
journeyman wireman rate and that the calculations for Owens
and Cabrera used the lowest rate provided in the contract. The
Respondents presented no evidence contradicting that testimo-
ny. I find the pay rates and calculations set out in the compli-
ance specification to be an appropriate measure of the backpay
due the three employees.
The Respondents do not dispute the amounts sought as reim-
bursement for premiums for substitute health insurance after
Rome Electrical ceased making contractually required pay-
ments in 2004. No reimbursement is sought for employee Ow-
ens nor for Cabrera, who was covered by the union plan. Reim-
bursement of health insurance premiums are due to Kight and
two employees who are due no backpay, Keith Godfrey and
Donnie Luther.
II. ALTER EGO AND PERSONAL LIABILITY
A. Facts
The central issues in this proceeding are whether the evi-
dence establishes that Three Rivers is a disguised continuance
and alter ego of Rome Electrical and whether the evidence
justifies piercing the corporate veil and finding Robert Bollen
individually liable.
Robert Bollen was the owner of Rome Electrical and its only
manager and supervisor. He conducted the business affairs of
Rome Electrical and set the wages, hours, and working condi-
tions of the employees. Bollen bid upon jobs for Rome Electri-
cal, and he supervised the work force that performed the jobs
that he obtained. After 1999, when Rome Electrical ceased
performing work for Georgia Power and Light and Anheuser-
Busch, Bollen began bidding for and obtaining various com-
mercial jobs in Rome, Georgia, and the immediately surround-
ing area, including jobs as the electrical subcontractor for
Smithson Builders. After the loss of the work for Georgia Pow-
er and Light and Anheuser-Busch in 1999, there is no evidence
that the nature and character of the work performed by Rome
Electrical, light commercial work in and around Rome, Geor-
gia, changed.
Journeyman Steven Kight began working for Rome Electri-
cal in 2000 or 2001. At the relevant times herein, he was the
only journeyman electrician on the payroll. Throughout his
employment he performed “light commercial work.” He was
paid at the contractual wage rate until September 1, 2004, when
Rome Electrical ceased honoring the collective-bargaining
agreement. Bollen was Kight’s only supervisor, telling him
which jobs he would be working on. Kight drove a company
vehicle, a GMC van, and was provided a cellular telephone. He
had personal tools that “everybody has to provide as a trades-
man.” Larger specialized tools, including benders and pulling
winches that are referred to as “tuggers,” were kept in a ware-
house adjacent to Rome Electrical’s office at 323 East First
Avenue in Rome. Bollen testified that he, not Rome Electrical,
owned those specialized tools. After the creation of Three Riv-
ers, there was no hiatus. Bollen continued to direct the work
force. Kight continued to drive the same GMC van and use the
company provided cellular telephone. The specialized tools
continued to be kept in the same warehouse.
The Board decision finding that Rome Electrical had not
timely withdrawn from the employer association issued on
April 12, 2007. On June 6, Bollen reserved the name Three
Rivers Electrical, Inc. On June 20, Three River Electrical, Inc.,
d/b/a Three Rivers Electrical, Inc., was incorporated. Bollen
testified that his wife, Ruby Bollen, was the owner of Three
Rivers, and the 2007 income tax return of Three Rivers shows
her as the only shareholder of Three Rivers. At the hearing,
Bollen was asked, “Does she have any involvement in the busi-
ness?” He answered, “Absolutely none.” Notwithstanding Bol-
len’s testimony regarding ownership, the answer of Three Riv-
ers to paragraph 4 of the compliance specification states: “The
Respondent admits that Danny Bollen is the sole owner of
Three Rivers Electrical, Inc.”
Rome Electrical had operated out of an office located at 323
East First Avenue and an adjacent warehouse, property leased
from Jimmy Smithson, the general contractor who operated as
Smithson Builders and for whom Rome Electrical often, but not
exclusively, performed work as a subcontractor. The lease was
unwritten. On an undisclosed date in the summer of 2007,
Three Rivers leased from Smithson an office located at 325
East First Avenue in the same strip of buildings as 323 East
First Avenue. That lease also is unwritten. The lease of the
office at 325 East First Avenue, like the lease of the office at
323 East First Avenue, includes the warehouse in which
equipment is kept. Although Office Manager Nan Langford
testified that Rome Electrical never moved its office from 323
East First Avenue, on August 17, Rome Electrical filed a
change of address form with the Postal Service changing its
address to 325 East First Avenue “so Mr. Bollen could get the
last Rome Electrical [bank] statements.”
The final paychecks issued to employees by Rome Electrical
was for the pay period ending September 5. Thereafter, em-
ployees began receiving paychecks from Etowah. The first
checks from Etowah were for the pay period ending September
13.
DECISIONS OF THE NATIONAL LABOR RELATIONS BOARD 174
Layton Roberts, president of Etowah, recalled that Danny
Bollen contacted him a “couple of months” before Etowah
began issuing paychecks to employees who had formerly
worked for Rome Electrical. He recalled that Bollen “wanted to
have employees on our payroll.” In a pretrial deposition Rob-
erts stated that Bollen explained that “the union wanted to sue
him or was in the process of suing him” and that “his employ-
ees wanted him to put them on our payroll.” There is not a scin-
tilla of evidence that Bollen acted pursuant to any request of
any employee, and, even if such a request had been made, there
would have been no reason to change the name of Rome Elec-
trical. Roberts agreed to put the employees who had been work-
ing for Rome Electrical on the payroll of Etowah with a “35
percent mark-up on top of the pay rate” to cover social security
and Medicaid and Medicare, the FICA tax, unemployment
taxes, worker’s compensation, as well as Etowah’s administra-
tive costs and profit. Roberts acknowledged that Bollen “sug-
gest[ed]” the wage rates. The rates were the same as Rome
Electrical had been paying. He acknowledged that Bollen de-
termined where the employees would work and the number of
hours they would work. Bollen confirmed that he alone made
all work decisions. The foregoing arrangement between Etowah
and Three Rivers is unwritten.
Beginning in September, Bollen or Langford would, on a
weekly basis, send a document by facsimile copy to Etowah
reflecting the hours worked by each employee. Etowah would
produce the employee paychecks and invoice Three Rivers for
the hours worked by employees at the wage rates Bollen had set
plus 35 percent of that total.
Etowah does not provide health insurance for the employees
who work for Three Rivers. Rome Electrical employees began
paying for substitute health insurance when Rome Electrical
ceased making contributions to the union contractual health
plan. Health insurance coverage is now provided by Three Riv-
ers under the same group number as that of Rome Electrical.
Office Manager Langford, who thought “for a short span”
that Bollen was not going to have a business, was informed by
him that “he was going to be starting another company that was
going to be structured a little bit different as far as jobs.” He
told her that if she “was interested in maintaining a part time
job,” she could fill out an application with Etowah. A female
representative of Etowah brought her an application for herself
and the employees, who were not present. Journeyman Kight
recalls that Langford called him, telling him to come to the
office to fill out some forms, “that we were going to be a dif-
ferent business name.” Langford did not deny making the for-
going statement, and I credit Kight.
Kight, at some point, approached Roberts, asking him to “in-
crease my benefits.” Rogers told him that he would “have to
talk to Danny [Bollen].” Kight asked Bollen about a paid vaca-
tion. Bollen replied that he “couldn’t do it right now.”
Prior to opening as Three Rivers, Bollen stated to Langford
that he was “trying to get away from all this union stuff, that it
was driving him crazy.” Bollen admitted that, in a pretrial dep-
osition, when asked why he started Three Rivers that he an-
swered, “I was trying to get away from this union stuff . . .
trying to get away from the Union and I guess that is probably
the bottom line of why.” At the hearing herein he amended that
answer, stating that the foregoing response “was only part,” that
he was overwhelmed with debt and litigation. The only litiga-
tion in which Bollen was involved was the underlying unfair
labor practice litigation and a lawsuit brought by the Union.
Bollen admitted that he alone made all business and work
decisions with regard to Rome Electrical and made all business
and work decisions with regard to Three Rivers. He had the
name of Rome Electrical removed from the vehicle driven by
Kight. Both Kight and employee Keith Godfry, who drove a
company Ford pickup truck, had, after the creation of Three
Rivers, continued to drive the same vehicles, taking them to
their respective residences at night. Office Manager Langford
confirmed that employees performing work for Three Rivers
continued to use the same cellular telephones they had used
when working for Rome Electrical.
Journeyman Kight identified eight customers for whom he
performed work for Rome Electrical and for whom he thereaf-
ter performed work for Three Rivers, including general contrac-
tor Smithson. The Respondent, at the hearing, argued that, of
the 40 or so customers for whom Rome Electrical performed
work during the last 2 years of its existence, Three Rivers has
performed work for only 10 of them.
Documentary evidence, the ledgers obtained from the ac-
counting firm that served both Rome Electrical and Three Riv-
ers, reveals that Smithson Builders, the general contractor from
whom Rome Electrical often subcontracted electrical work,
paid Rome Electrical $330,136 in 2006, and $50,953 in 2007.
Three Rivers was paid $47,431 in 2007, and $567,077 in 2008
by Smithson. The brief of the General Counsel points out that
the ledgers establish that, in 2006, Rome Electrical received
over 80 percent of its construction/job income from eight pri-
mary customers and, in 2007, Rome Electrical received over 90
percent of its income from the same eight primary customers
plus one new primary customer. Three Rivers, in the last 3
months of 2007 received over 75 percent of its construction/job
income from seven of Rome Electrical’s nine primary custom-
ers and, in 2008, received approximately 80 percent of its in-
come from eight of Rome Electrical’s nine primary customers.
At the end of August, when Rome Electrical ceased opera-
tions, it had liabilities in excess of $200,000. Bollen testified
that Rome Electrical’s assets included two computers, office
furniture, a lift, and four vehicles, the GMC van driven by
Kight, two pickup trucks, and the GMC pickup truck driven by
Bollen. Bollen did not mention a loan to Rome Electrical
shareholders in the amount of $155,803 which is reported as an
asset upon the 2007 income tax return filed by Rome Electrical.
The liabilities of over $200,000 included a September 23, 2005,
loan of $116,864.12 from the Greater Rome Bank, the maturity
date of which was September 20, 2007. The loan document
reflects that two of Rome Electrical’s four vehicles were
pledged as collateral on that loan as well as a 2003 Nissan
coupe, about which there was no testimony. Bollen, individual-
ly, was the guarantor of the loan. The Greater Rome Bank
called for payment on the maturity date. Bollen transferred the
titles of all four Rome Electrical vehicles to his name on De-
cember 12 and obtained a $100,000 loan from Citizens First
Bank in order to pay off the Greater Rome Bank loan. There is
no bill of sale. When Bollen was asked whether he paid any-
ROME ELECTRICAL SYSTEMS, INC. 175
thing for the vehicles, he answered, “I assumed the debt,” refer-
ring to the Greater Rome Bank note upon which two of the four
vehicles had been pledged as collateral. Bollen then explained:
I had to use the titles of these vehicles as collateral on the
$100,000 that Citizens [First Bank] loaned me to pay the note
that was being called in at Greater Rome Bank.
Between September 7 and November 21, checks from Three
Rivers totaling over $40,000 were written to Bollen and depos-
ited in his personal checking account. Bollen then wrote checks
to pay debts of Rome Electrical. Counsel for the General Coun-
sel questioned Bollen with regard to those transactions.

Q. [MS. RICH] You then wrote checks off your
personal account to pay the debt of Rome [Electrical]?
A. [BOLLEN] Yes, Ma’am.
Q. Okay. My question is, this was money coming
from Three Rivers, is that not correct?
A. Yes, Ma’am.
Q. Used to pay down debt of Rome [Electrical], is that
correct?
A. Yes, Ma’am.
Q. Is there any particular reason that Three Rivers
could not write a check directly to Rome [Electrical] credi-
tors to pay down the debt?
A. I don’t know.
Q. Well, you made the decision to write the checks to
yourself personally, is that correct?
A. I did.
Q. Why did you make the decision to write the checks
to yourself personally?

At that point in the testimony, counsel for the Respondent
objected citing attorney-client privilege.
The liabilities of Rome Electrical also included approximate-
ly $50,000 owned upon a line of credit from Regions Bank. On
September 21, Bollen wrote a check for $777.06 to himself on
the account of Three Rivers, deposited it in his personal ac-
count, and then, on the same day, wrote a check for the identi-
cal amount to Regions Bank. In 2008, Three Rivers began writ-
ing checks directly to Regions Bank. Counsel for the General
Counsel questioned Bollen as follows:

Q. If you would look at [GC Exh. 24, pp.] 107, 108,
109, 110, 111 and 112 and my question is whether Three
Rivers Electrical paid down the debt owed to Regions
Bank by Rome Electrical?
A. It looks like it, yes, Ma’am.
Q. So that answer is yes?
A. Yes.
Q. Is there a particular reason why in ’08 you decided
that Three River Electrical pay this debt directly rather
than have the funds go through your personal account?
A. No Ma’am, no particular reason.

Bollen explained the reason he was having Three Rivers pay
off Rome Electrical’s debts as follows:

I was the personal guarantor on all the bad debts that were
out there from Rome Electric. I was, I could not do business, I
could not [get] credit, I could not do anything without paying
these off and I had to make a living.
The 2005 income tax return for Rome Electrical, at page 4 of
Form 1120S, reflects loans to shareholders in the amount of
$122,004 at the beginning of the year and in the amount of
$135,685 at the end of the year. (See GC Exh 3.) Bollen was
the only shareholder of Rome Electrical. Counsel for the Gen-
eral Counsel questioned Bollen with regard to those entries.

Q. BY MS. RICH: In the middle of the page, it indicates
loans to shareholders. Did you borrow at any time
$122,000.00 from Rome [Electrical]?
A. No Ma’am.
Q. Did you at any time borrow $135,000.00?
A. No Ma’am.
Q. Do you have any idea where this is from?
A. I do not.

The 2007 income tax return for Rome Electrical (GC Exh.
28), reflects loans to shareholders in the amount of $155,803.
Counsel for the General Counsel questioned Bollen regarding
that entry.

Q. BY MS. RICH: Did you ever pay back Rome [Elec-
trical] $155,803.00 as a loan to shareholder?
A. I never borrowed $155,000.
. . .
THE WITNESS: I never borrowed it, I never paid it back.
Q. BY MS. RICH: Okay, but it’s on your tax return.
A. Ma’am, like I said, I did not do this document.
—JUDGE CARSON: You did sign it though.
—THE WITNESS: Yes, sir, I did indeed.

B. Analysis and Concluding Findings
1. Disguised continuance and alter ego
The compliance specification alleges alternatively that Three
Rivers is a disguised continuance of, an alter ego of, and single
employer with Rome Electrical, or a successor. The evidence
establishes the disguised continuance and alter ego allegations.
The Board, in Advance Electric, 268 NLRB 1001 (1984),
succinctly summarized the proper analysis in evaluating the
issue of alter ego:

The legal principles to be applied in determining whether two
factually separate employers are in fact alter egos are well set-
tled. Although each case must turn on its own facts, we gen-
erally have found alter ego status where the two enterprises
have “substantially identical” management, business purpose,
operation, equipment, customers, and supervision, as well as
ownership. Denzil S. Alkire, 259 NLRB 1323, 1324 (1982).
Accord: NLRB v. Campbell-Harris Electric, 719 F.2d 292
(8th Cir. 1983). Other factors which must be considered in de-
termining whether an alter ego status is present in a given case
include “whether the purpose behind the creation of the al-
leged alter ego was legitimate or whether, instead, its purpose
was to evade responsibilities under the Act.” Fugazy Conti-
nental Corp., 265 NLRB 1301 (1982).

Bollen’s admission in his deposition that he was “trying to
get away from this union stuff,” an admission confirmed by his
statements to President Roberts and Office Manager Langford,
establish that the creation of Three Rivers was directly related
DECISIONS OF THE NATIONAL LABOR RELATIONS BOARD 176
to the Board order that Rome Electrical fulfill its obligations
under the contract with the Union. Bollen’s assertion that the
creation of Three Rivers also was motivated by the debt of
Rome Electrical lacks veracity insofar as he admitted that he
felt obligated to pay off the debts of Rome Electrical, the most
significant being the loan from the Greater Rome Bank for
which he was personally liable as guarantor. The only litigation
in which Rome Electrical was involved related to its failure to
meet its obligations under the union contract. Bollen had con-
tinued to operate Rome Electrical during that litigation. He
ceased to do so soon after the decision of the Board on April
12. I find that the claim that Three Rivers was created for any
reason other than to avoid obligations under the union contract,
obligations that Rome Electrical had not fulfilled and that had
resulted in litigation because of that failure, is bogus.
In June, Bollen incorporated Three Rivers, and at some point
thereafter, he leased an office on behalf of Three Rivers at 325
East Main Street, which would appear to be one door down the
block from the office of Rome Electrical, at 323 East Main
Street, and obtained a new telephone number. According to
Office Manger Langford, the Rome Electrical office was not
moved, but its address with the Postal Service was changed on
August 14. When counsel for the General Counsel sought to
question Bollen regarding establishment of the Three Rivers
office, counsel for the Respondent objected upon grounds of
attorney client privilege. I sustained that objection, thus the
record establishes only the foregoing facts.
Bollen testified that his wife owns Three Rivers, but the an-
swer of Three Rivers admits that “Danny Bollen is the sole
owner of Three River Electrical, Inc.” The foregoing contradic-
tion is immaterial. The Board does not hesitate “to find alter
ego status” when the different owners are in “a close familial
relationship.” Fallon-Williams, Inc., 336 NLRB 602 (2001).
Notwithstanding the acquisition of an office at a slightly dif-
ferent address than that of Rome Electrical, Three Rivers used
the same warehouse as Rome Electrical. The former Rome
Electrical employees continued to drive the same vehicles they
had previously driven and continued to use the same cellular
telephones they had utilized when performing work for Rome
Electrical.
Bollen was, as he had been with Rome Electrical, the only
supervisor of employees working for Three Rivers. He set their
wages, the checks for which were prepared by Etowah. Three
Rivers, as did Rome Electrical, performed electrical work for
various customers including work pursuant to subcontracts
from Smithson. The absence of a total identity of customers, a
repeat clientele, is attributable to the fact that, once the con-
tracted electrical work has been performed, the customer is not
going to need further electrical work absent an expansion or
renovation. The most significant sources of income for Three
Rivers have been Rome Electrical’s major customers. Three
Rivers continues to serve the same “market area,” Rome, Geor-
gia, and the surrounding area as Rome Electrical. See Cross-
roads Electric, Inc., 343 NLRB 1502, 1506 (2004); Barnard
Engineering Co., 295 NLRB 226, 247 (1989). I find that the
ownership, management, business purpose, operation, equip-
ment, customers, and supervision of Rome Electrical and Three
Rivers were and are substantially, if not virtually, identical.
The Respondents’ brief argues that Rome Electrical was un-
able “to win bid contracts in [the] face of competing against
non-union shops.” There is no evidence whatsoever in support
of that assertion. For 3 years, September 1, 2004, until early
September 2007, Rome Electrical had operated as a nonunion
shop, paying less than union scale to a journeyman and not
making contributions to various union funds.
The Respondent argues the individuals working for Three
Rivers are not employees but “independent contractors.” I disa-
gree. Unlike the situation in Polis Wallcovering, Inc., 323
NLRB 873, 879 (1997), cited in the Respondents’ brief, the
individuals working for Three Rivers are not independent con-
tractors who are hired “as needed” and paid by the job. These
employees work exclusively for Three Rivers, use Three Riv-
ers’ cellular telephones, and take Bollen’s vehicles, vehicles
that were formerly Rome Electrical’s vehicles, to their resi-
dences at night. Their health insurance, for which they now
must pay, is through Three Rivers under Rome Electrical’s
former group plan number. Their wages, paid through Etowah,
are set by Bollen.
The Board has, in at least two cases, addressed situations in
which an entity has, as does Etowah herein, provide payroll and
administrative services to the actual employer. In neither case
was the entity that provided the administrative services found to
be a joint employer insofar as the entity did not “codetermine
matters governing significant and essential terms and condi-
tions of employment” of the employees. See Employee Man-
agement Services, 324 NLRB 1051, 1062 (1997); La Gloria Oil
& Gas Co., 337 NLRB 1120, 1136 (2002).
Etowah determines nothing relating to the “significant and
essential terms and conditions of employment” of the employ-
ees of Three Rivers. Bollen sets their wages, tells them where
to work, supervises their work, and permits them to take his
personally owned vehicles to their residences. Etowah, notwith-
standing the facade of employment applications, provides pay-
roll and administrative services to the actual employer, Three
Rivers. As Office Manager Langford told employee Kight,
“[W]e were going to be a different business name.”
Three Rivers is a disguised continuance and the alter ego of
Rome Electrical.
2. Personal liability
The compliance specification alleges that Danny Bollen
should be held personally, jointly, and severally liable to reme-
dy the unfair labor practices of Rome Electrical.
The Board in White Oak Coal Co., 318 NLRB 732 (1995),
enfd. 81 F.3d 150 (4th Cir. 1996), set out the following two-
pronged test for determining whether the corporate veil should
be pierced and personal liability assessed:

Under Federal common law, the corporate veil may be
pierced when: (1) there is such unity of interest, and lack of
respect given to the separate identity of the corporation by its
shareholders, that the personalities and assets of the corpora-
tion and the individuals are indistinct, and (2) adherence to the
corporate form would sanction a fraud, promote injustice, or
lead to an evasion of legal obligations.

ROME ELECTRICAL SYSTEMS, INC. 177
When assessing the first prong to determine whether the
shareholders and the corporation have failed to maintain their
separate identities, we will consider generally (a) the degree to
which the corporate legal formalities have been maintained,
and (b) the degree to which individual and corporate funds,
other assets, and affairs have been commingled. Among the
specific factors we will consider are: (1) whether the corpora-
tion is operated as a separate entity; (2) the commingling of
funds and other assets; (3) the failure to maintain adequate
corporate records; (4) the nature of the corporation’s owner-
ship and control; (5) the availability and use of corporate as-
sets, the absence of [same] or undercapitalization; (6) the use
of the corporate form as a mere shell, instrumentality or con-
duit of an individual or another corporation; (7) disregard of
corporate legal formalities and the failure to maintain an
arm's-length relationship among related entities; (8) diversion
of the corporate funds or assets to noncorporate purposes, and,
in addition, (9) transfer or disposal of corporate assets without
fair consideration.

When assessing the second prong, we must determine wheth-
er adhering to the corporate form and not piercing the corpo-
rate veil would permit a fraud, promote injustice, or lead to an
evasion of legal obligations. The showing of inequity neces-
sary to warrant the equitable remedy of piercing the corporate
veil must flow from misuse of the corporate form. Further, the
individuals charged personally with corporate liability must
be found to have participated in the fraud, injustice, or inequi-
ty that is found. Id at 935. [Footnotes omitted.]

The testimony of Bollen regarding financial matters was dis-
turbing. I find it incredible that an individual would sign in-
come tax returns reflecting that the individual had received
loans from his corporation and then deny that he had received
any such loans. Bollen was the only shareholder of Rome Elec-
trical. The 2007 income tax return of Rome Electrical reports
loans to shareholders of $155,803. That entry reflects an in-
crease in loans to shareholders from Rome Electrical’s 2005 tax
return which showed loans totaling $122,004 at the beginning
of the year and $135,685 at the end of the year. Bollen denied
taking any loans and gave no further explanation of the entries
stating, with regard to the 2007 tax return, which he admitted
signing, “I did not do this document.”
Bollen’s denial that he received the loans reflected upon
Rome Electrical’s income tax returns defies belief. Subpara-
graph 13(g) of the compliance specification specifically alleges
“diverting corporate funds . . . for personal and other non-
corporate purposes.” Bollen and his counsel were on notice that
diversion of corporate assets was an issue of paramount im-
portance in this proceeding. The tax return of Rome Electrical
for 2007 reflects that it was prepared by “Reid, Martin, and
Slickman, CPAs,” the same firm that provided accounting ser-
vices for Rome Electrical and Three Rivers. Certified public
accountants file income tax returns upon information in their
possession provided by the filer of the tax return. They do not
report loans that were not made as assets of the corporation. I
am satisfied that, if no loans were made to Bollen, the Re-
spondents would have provided either documents or testimony
from the accounting firm to corroborate Bollen’s incredible
denial that he received the loans reported on Rome Electrical’s
tax return. I find that, at the point that Bollen ceased operating
Rome Electrical, he personally owed the corporation $155,803.
The first prong of the White Oak analysis relates to lack of
respect given to the “separate identity of the corporation . . .
[so] that the personalities and assets of the corporation and the
individuals are indistinct.” Id. at 935. The decision notes nine
factors in that analysis.
Regarding factors 1, 2, 6, and 9, Bollen’s transfer of title to
the four vehicles owned by Rome Electrical, two of which were
pledged as collateral on the loan from the Greater Rome Bank,
to himself on December 12 in order to obtain a personal loan of
$100,000 from Citizens First Bank, the proceeds of which he
used to satisfy the Greater Rome Bank loan, establishes that
Rome Electrical was not operated as a separate entity and that
corporate assets were commingled with other assets. Bollen
admitted making no payment for the vehicles, but asserted that
he “assumed the debt,” ignoring the fact that he was already the
personal guarantor on the Greater Rome Bank loan. Bollen’s
writing checks on the account of Three Rivers, depositing them
in his personal account, and then writing checks to pay debts of
Rome Electrical establish that the corporate form was a mere
shell through which Bollen operated.
Regarding factors 3, 4, and 7, the record is devoid of current
corporate records. There is no document reflecting the present
structure and ownership of either Rome Electrical or Three
Rivers. The only minutes of a corporate meeting relating to
Rome Electrical placed into evidence were the minutes of a
1988 meeting, shortly after Rome Electrical was formed, in
which Ruby Bollen, wife of Danny Bollen, is named as presi-
dent. When asked about that, Danny Bollen answered that he
“thought that was addressed in 1997 when I bought Jackie
[Warner] out.” Whether it was addressed is unknown because it
was not documented. There are no records of any Three Rivers
corporate meeting. The Respondents disregarded legal formali-
ties. The arrangement between Three Rivers and Etowah is
unwritten. The “lease” with Jimmy Smithson for the former
Rome Electrical office and warehouse was unwritten as is the
“lease” of the Three Rivers office and the same warehouse.
Relative to factor 8, Bollen admitted that Rome Electrical
had paid his personal membership fees at a local country club.
Relative to factor 5, the availability and use of corporate as-
sets, I find that Bollen’s decision in 2008 to use assets of Three
Rivers to pay debts of Rome Electrical because he was “the
personal guarantor on all the bad debts” and “I (emphasis add-
ed) could not do anything without paying these off,” confirms
that the identity of Bollen, Three Rivers, and Rome Electrical
were indistinct.
I find that the first prong of White Oak has been satisfied.
Assets were juggled at Bollen’s direction. Vehicles belonging
to Rome Electrical became vehicles owned by Bollen. Debts of
Rome Electrical were paid by Three Rivers. The boundaries
between and among Rome Electrical, Three Rivers, and Bollen
are not only indistinct, they are nonexistent.
The second prong of the White Oak test requires a finding
that “adhering to the corporate form and not piercing the corpo-
rate veil would permit a fraud, promote injustice, or lead to an
evasion of legal obligations.” Ibid.
DECISIONS OF THE NATIONAL LABOR RELATIONS BOARD 178
The Board explained that the “showing of inequity necessary
to warrant the equitable remedy of piercing the corporate veil
must flow from misuse of the corporate form” and that the in-
dividual must have “participated in the fraud, injustice, or ineq-
uity that is found.” Ibid.
The Respondents argue that Bollen “never took one dime
from the company [Rome]” and “did not treat corporate assets
as his own.” The foregoing argument overlooks Bollen’s pay-
ment of his individual, not corporate, country club membership
from Rome Electrical assets. It ignores the transaction in which
Bollen transferred the title to Rome Electrical’s four vehicles to
his own name. Although Bollen did not put the proceeds of that
transaction into his pocket, he benefited from that transaction.
Bollen pledged those vehicles to Citizens First Bank for a per-
sonal loan that he used to pay off the loan to Greater Rome
Bank upon which he was a personal guarantor. By taking title
to the vehicles, Bollen removed those vehicles as assets of
Rome Electrical and relieved himself of personal liability for
the Greater Rome Bank loan. Those corporate assets ceased to
be available for any other claims against Rome Electrical, spe-
cifically including any claims resulting from liability assessed
pursuant the Order herein.
Although the Respondents argue that Rome Electrical is in-
solvent, it has not declared bankruptcy. The loan to sharehold-
ers of $155,803, the loan which Bollen denies, is shown on
Rome Electrical’s 2007 tax return as an asset of the corpora-
tion. Certified public accountants do not report assets that do
not exist. I find it incomprehensible that a taxpayer would sign
a tax return reflecting nonexistent loans, certainly not loans in
excess of $150,000. The loan to Bollen of $155,803, would
have almost covered the note to the Greater Rome Bank and the
line of credit to Regions Bank. As correctly pointed out in the
brief of the General Counsel, “Bollen engaged in substantial
financial transactions, juggling thousands of dollars of corpo-
rate funds and assets among Rome Electrical and Three Rivers
and himself . . . so he could pick and choose which creditors to
pay, based on his own financial interests and in derogation of
the government’s rights as a creditor.”
In this case, as in D.L. Baker, Inc., 351 NLRB 515, 525
(2007), Bollen “disregarded the separateness of the corporate
identities, commingled funds, [and] diverted funds.” The sol-
vency of Rome Electrical is not the issue. As in Bolivar-Tees,
Inc., 349 NLRB 720, 730 (2007), with names of the parties
substituted as indicated, “it is not the fact that . . . [Rome Elec-
trical] is incapable of paying its debts that matters; it is the fact
that . . . [Bollen] made a mockery out of separating his person-
al business interests . . . from . . . [Rome Electrical’s] corporate
form.” The consequence of Bollen’s actions was to diminish
the ability of Rome Electrical and Three Rivers as its alter ego,
“to satisfy its remedial and backpay obligations.” Id. at 731. I
find that the barely existent corporate veil herein be pierced and
that Danny Bollen be held personally liable for complying with
the Board’s order.
CONCLUSION OF LAW
Robert D. (Danny) Bollen personally and Three River Elec-
trical, Inc., d/b/a Three Rivers Electrical, Inc., a disguised con-
tinuance and the alter ego of Rome Electrical Systems, Inc., are
jointly and severally liable with Rome Electrical for remedying
the unfair labor practices found in the underling proceeding by
complying with the Board’s order of April 14, 2007, as en-
forced the Court of Appeals judgment dated July 18, 2008.
On these findings of facts and conclusions of law and on the
entire record, I issue the following recommended3
ORDER
Rome Electrical Systems, Inc., Three River Electrical, Inc.,
d/b/a Three Rivers Electrical, Inc., and Robert D. (Danny) Bol-
len, an individual, Rome, Georgia, their officers, agents, suc-
cessors and assigns, jointly and severally, shall, consistent with
the compliance specification, make whole the employees
named in the specification by payment to them of the amounts
set out in the compliance specification and applicable appen-
dices, plus interest accrued from October 1, 2009, to date of
payment, less tax withholding required by Federal and state
law, reimburse the employees named in the compliance specifi-
cation for substitute health insurance premium payments, plus
interest accrued from October 1, 2009, to date of payment, and
remit to the various union funds the delinquent contributions
and liquidated damages set out in the compliance specification
and applicable appendices, plus interest accrued from October
1, 2009, to date of payment, and liquidated damages accrued
from October 1, 2009, to the date of payment. As set out in the
compliance specification, the amounts due as of October 1,
2009, which include interest through October 1, 2009, are:

Steven Kight $ 11,027
Matthew Owens 632
Marvin Cabrera 1,852
Substitute Health Insurance Premium
Payments $12,594
National Electrical Benefit Fund 21,123
Plus Liquidated Damages 11,502
Local Union 613 Health and Welfare
Trust Fund 94,691
Plus Liquidated Damages 48,976
Local Union 613 Pension Trust Fund
$47,429
Plus Liquidated Damages 24,213
National Labor-Management Cooperation
Fund 438
Plus Liquidated Damages 1,200
Administrative Maintenance Fund 2,055
Joint Apprenticeship Training Fund 7,046
Plus Liquidated Damages 3,121

Total $287,899

3 If no exceptions are filed as provided by Sec. 102.46 of the Board’s
Rules and Regulations, the findings, conclusions, and recommended
Order shall, as provided in Sec. 102.48 of the Rules, be adopted by the
Board and all objections to them shall be deemed waived for all pur-
poses.