Ontario Labour Relations Board
[1980] OLRB Rep. October 1353
2271-79-R The Ironworkers' District Council of Ontario, and The International Association of Bridge, Structural and Ornamental Iron-workers, Local Unions, 700, 721, 736, 759, 765 and 786, Applicant, v. William A Squire, Roy Squire and William Munro, carrying on business as Brant Erecting and Hoisting, Beverley Munro, carrying on business as Provincial Steel and Beverley Munro Inc., carrying on business as Provincial Steel, Respondent.
BEFORE: R. O. MacDowell, Vice-Chairman and Board Members C. A. Ballentine and C. G. Bourne.
DECISION OF BOARD MEMBER C. G. BOURNE; October 9, 1980
I must, with respect, dissent from the majority decision in this case.
In my view, section 1(4) was not framed with the circumstances of the present case in mind. It refers to "associated or related activities… carried on... by or through more than one corporation… under common control or direction..." (the plural case seems deliberate and should be noted). It seems, then, that the section was written to deal with companies or enterprises which are brought into being, or dissolved, to meet the exigencies of construction work, whose volatibility is a common – and indeed, necessary – characteristic of the industry.
These features are entirely absent in the present case. Munro and his partners went out of business because of an unfortunate venture in Windsor. Their relationship was terminated, the partnership wound up and the assets dissipated. Munro, now alone and unable to start up in business on his own because of his indebtedness, established a new business with his wife as sole owner, and himself as manager.
Munro is the sole link with the previous company. There are none of the usual concomitants which bear on a sale, a transfer or resumption of a business. Neither was it a device to evade his legal commitments and responsibilities. He brought nothing from the previous company – no assets to speak of, no logo, no customer lists, no goodwill – nothing, in fact, but himself so that he could continue to make a living alone and independently. It was not done to avoid or subvert a union, nor to metamorphize an old company in a new disguise.
Section 1(4) allows latitude to the Board in considering cases of this sort, no doubt so as to make the distinctions that are called for here. Accordingly, I would dismiss the grievance.