Hennepin Broadcasting Associates, Inc,

KTCR AM & KTCR FM RADIO 237 Hennepin Broadcasting Associates, Inc , d/b/a KTCR AM and KTCR FM Radio and Twin Cities Local, American Federation of Television and Radio Artists, AFL-CIO. Case 18-CA- 8075 21 September 1984 DECISION AND ORDER BY CHAIRMAN DOTSON AND MEMBERS ZIMMERMAN AND DENNIS On 25 June 1984 Administrative Law Judge Phil W Saunders issued the attached decision The General Counsel filed exceptions and a supporting brief, and the Respondent filed an answering brief The National Labor Relations Board has delegat- ed its authority in this proceeding to a three- member panel The Board has considered the decision and the record in light of the exceptions and briefs and has decided to affirm the judge's rulings, findings,' and conclusions and to adopt the recommended Order ORDER The recommended Order of the administrative law judge is adopted and the complaint is dis- missed ' In concluding that the Respondent did not unlawfully fail to imple ment a profit sharing plan for the period 5 February 1980 to date, we rely solely on the judge's finding that the Respondent did not agree during the 1980 contract negotiations to implement a profit sharing plan DECISION STATEMENT OF THE CASE PHIL W SAUNDERS, Administrative Law Judge Based on charges filed on February 22 and April 1, 1983, by Twin Cities Local, American Federation of Television and Radio Artists, AFL-CIO (the Charging Party, the Union, or AFTRA), a complaint was issued on Novem- ber 3, 1983, against Hennepin Broadcasting Associates, Inc , d/b/a KTCR AM and KTCR FM Radio (Respond- ent or the Company), alleging violations of Sections 8(a)(1) and (5) and 8(d) of the National Labor Relations Act Respondent filed an answer to the complaint deny- ing it had engaged in the alleged matter On the entire record in the case and from my observa- tion of the witnesses and their demeanor, I make the fol- lowing FINDINGS OF FACT I THE BUSINESS OF RESPONDENT Respondent, a Minnesota corporation, with an office and place of business in Minneapolis, Minnesota, has been engaged in the operation of AM and FM radio sta- tions During the 12-month period ending December 31, 1982, Respondent, in the course and conduct of its busi- ness operations described above, derived gross revenues in excess of $100,000, and during the 12-month period ending December 31, 1982, Respondent, in the course and conduct of its business operations described above, sold materials and services valued in excess of $5000 di- rectly to purchasers located outside the State of Minne- sota Respondent is now, and has been at all times material, an employer engaged in commerce with the meaning of Section 2(2), (6), and (7) of the Act II THE LABOR ORGANIZATION INVOLVED The Union is a labor organization within the meaning of Section 2(5) of the Act III THE ALLEGED UNFAIR LABOR PRACTICES It is alleged in the complaint that since about February 5, 1978, Respondent has failed and refused to bargain in good faith with the Union as the exclusive bargaining representative of the employees in the unit-in that (a) Since about February 5, 1978, and continuing to date, Respondent has failed and refused to implement the profit-sharing plan first agreed to by Respondent and the Union in a collective-bargaining agreement effective February 5, 1978, and included in successive collective- bargaining agreements for the period from February 5, 1978, to date (b) Respondent engaged in the acts and conduct de- scribed above without prior notice to the Union and without having afforded the Union an opportunity to ne- gotiate and bargain as the exclusive representative of Re- spondent's employees, and without the Union's consent (c) Since about January 5, 1983, by oral request, and again about January 11, 1983, by written request, the Union has requested Respondent to furnish the Union with information as to the names of the prospective new owners of KTCR FM and AM radio stations (d) The information requested by the Union, as de- scribed above, is necessary for, and relevant to, the Union's performance of its functions as the exclusive col- lective-bargaining representative of the unit (e) Since about January 5, 1983, Respondent, by oral communication, and again about January 20, 1983, by a letter from Albert S Tedesco, has failed and refused to furnish the Union the information requested by it as de- scribed above Respondent and the Union have been parties to a series of successive collective-bargaining agreements ef- fective for the time period from February 5, 1978, to June 30, 1984, and all of the contracts between the par- ties have included a profit-sharing provision in article 8, section 2, which provided as follows A During the term of this Agreement the employ- ees covered hereunder are eligible for participa- tion in the Employer's current Profit Sharing Plan according to the terms and conditions of the Profit Sharing Agreement 272 NLRB No 48 238 DECISIONS OF NATIONAL LABOR RELATIONS BOARD B The terms of the Profit Sharing Trust Agreement control the Employer's obligation hereunder The Employer's and/or trustee's decision regarding the administration of the trust Agreement shall be final and binding in all respects and not subject to arbitration hereunder 1 While the complaint alleges that Respondent never im- plemented the profit-sharing plan referred to in its con- tracts with the Union, the record evidence in this case makes clear that Respondent did have a profit-sharing plan However, Respondent's president, Albert Tedesco, testified that Respondent's profit-sharing plan (R Exhs 2 and 3) was discontinued by the board of directors on June 30, 1979, because it was too costly to administer and it was in the best interest of the Company to dis- solve it Tedesco further acknowledged that he did not notify the Union of the termination of the profit-sharing plan, and that he did not give the Union an opportunity to negotiate about the plan's termination Tedesco also stated that at no time were any contributions made to the plan here in question, and then explained that the profit- sharing provisions, discontinued in 1979, were carried over in the subsequent bargaining contracts simply be- cause such provisions were lifted from the preceding bar- gaining agreements Witnesses for the General Counsel testified that the Union did not learn of the termination of the profit-shar- ing plan until just before it filed the instant charge herein (February 1983) The Union's executive secretary, John Kailin, testified that it was not until February 1983, that he learned that the plan had been terminated and Union Shop Steward Gregory Ellsworth and employee John Wickham also testified as to the circumstances under which the Union learned of the termination of the profit- sharing plan 2 Witnesses for the General Counsel also testified that, in spite of the fact that management terminated the profit-sharing plan unilaterally on June 30, 1979, Re- spondent's team of negotiators, mainly Todd Garamella, represented to the Union that the plan still existed during their 1980 negotiations for a new contract which was ul- timately agreed to 3 Both John Kailin and Greg Ells- worth testified that, during these negotiations, from mid- January to mid-March, the Union proposed that, in place of Respondent's profit-sharing plan, there be an agree- ment to pay into the national AFTRA plan which covers announcers at radio and television stations nationwide and which also provides pension, health, life and acci- dental death coverage, but the Respondent took the posi- tion that the Union's proposal was unnecessary because the profit-sharing plan already provided for employees by giving them profit-sharing benefits Kailin and Ells- worth testified that the Union finally dropped its propos- ' See G C Exhs 3, 4, 5, and 6 , Wickham testified that in early 1983 he had been assigned to a full time position with the Respondent, and then realized he was covered under a profit sharing plan, to he contacted the station to ascertain details of the plan but was then Informed by Gerry Cunning that the plan was no longer in existence Wickham passed this information to Shop Steward Greg Ellsworth and Ellsworth, apparently then contacted Kailin 3 G C Exh 5—the 1980/1983 contract between the parties effective February 5, 1980 al in view of Respondent's position and its reference to the existence of the profit-sharing plan Respondent's sole witness, Albert Tedesco, did not rebut the testimony of Kallin and Ellsworth, but it appears that Tedesco only attended the last negotiating session, so he probably was not present when Respondent's chief negotiator, Todd Garamella, made the alleged representations to the Union As previously set forth herein, the complaint alleges that Respondent failed and refused to implement the profit-sharing plan since about February 5, 1978, and did so without prior notice and bargaining with the Union The General Counsel now concedes that Respondent did have a profit-sharing plan until June 30, 1979, and, there- fore, argues the General Counsel, paragraph 9(a) of the complaint should be amended to allege that since about February 5, 1980, Respondent has failed and refused to implement the profit-sharing plan agreed to in the collec- tive-bargaining agreement effective February 5, 1980, and included in successive collective-bargaining agree- ments and extensions for the period from February 5, 1980, to date The General Counsel contends that, from this record, it is clear the Respondent and the Union agreed in their contract effective February 5, 1980, to a profit-sharing plan—that the profit-sharing plan was specifically dis- cussed in negotiations, as aforestated, and Respondent then assured the Union that their profit-sharing plan pro- vided the benefits the Union sought by its proposal In reliance upon Respondent's representations, the Union dropped its pension, health, and life insurance proposals Yet, at the same time, Respondent knew that its plan had been unilaterally terminated on June 30, 1979 The General Counsel points out the Respondent's de- fense to the effect that its contracts with the Union, which incorporated by reference the profit-sharing plan, gave Respondent the power to terminate the plan with- out the consent of the Union 4 The General Counsel fur- ther concedes that it does appear that the February 5, 1979-February 4, 1980 contract gives Respondent such a right Nevertheless, when Respondent agreed to provide a profit-sharing plan in the contract effective February 5, 1980, after the matter was specifically discussed in nego- tiations, it in effect agreed again to institute a profit-shar- ing plan, and Respondent's failure to do so, unilaterally, without notice to or bargaining with the Union, and without the consent of the Union, violates the Act Moreover, maintains the General Counsel, it is also clear that Respondent's June 30, 1979 termination of the profit-sharing plan was unilateral, and that Respondent neither notified nor bargained with the Union about the termination of the plan The law is well settled that a union has the right to be consulted concerning unilateral changes in terms of employment, and the right is given 4 The profit sharing plan here in question contains, in part the follow mg language 11 2 Discontinuance of Contributions and Termination of Plan The Employer also reserves the right, by action of its Board of Directors, to reduce suspend, or discontinue their contributions to this Plan and to terminate this Agreement and the Plan herein embodied in its en tirety [emphasis added] KTCR AM & KTCR FM RADIO 239 by statute and not one obtained by contract Further- more, in order to establish a waiver of the statutory right, there must be a clear relinquishment of the right, and neither the contract, nor the profit-sharing plan, con- tains language which clearly relinquishes the Union's statutory right to notice and to bargain about the effects of the termination Concededly, the decision to terminate the plan does not violate Section 8(d), in view of the lan- guage of the profit-sharing plan, but Respondent must still notify the Union and bargain about the effects of the decision The plan and trust agreement in question, which is Re- spondent's Exhibit 2, provides, in part, as follows ARTICLE V 5 1 Employer Contributions The Employer shall make contributions from year to year during the continuance of the Plan to the trustee from and out of its current or accumulated net profits in such amounts as the Board of Directors shall from time to time determine ARTICLE XI 11 2 Discontinuance of Contributions and Termina- tion of Plan The Employer also reserves the right, by action of its Board of Directors, to reduce, sus- pend, or discontinue their contributions to this plan and to terminate this Agreement and the Plan herein embodied in its entirety [previously set forth herein] ARTICLE XIII 13 5 Claims Procedure This particular paragraph sets out the procedure that an employee may make a claim if in fact he has a claim under the Plan that is not being fulfilled ARTICLE XIV 14 4 Board of Directors The Board of Directors shall have the exclusive authority, which authority may not be delegated (except as provided in (a) hereof) to (a) Amend or terminate the Plan and Trust Agreement 5 In making my conclusion as to this phase of the case, it is first noted that by letter dated October 23, 1979 (R Exh 1) Michael Hansel, the Union's attorney, was noti- fied by President Tedesco that the Respondent did not make any contributions to its profit-sharing plan in 1978 or in 1979, and admittedly as of October 30, 1979, Union Executive Secretary Kollin was still meeting with Attor- ney Hansel to ascertain the current business status of the Union 6 Moreover, Kollin, as executive secretary since 5 Copies of this plan have continuously been on file at the station, and neither Kailin nor Ellsworth has asked for a copy of the document In fact, the evidence in this case shows that neither Kailin nor Ellsworth has ever actually read the plan 6 In Mechcenter Mid South Hospital, 221 NLRB 670, 678-679 (1975), the administrative law Judge, whose decision was affirmed by the Board, noted that "[w]hen an employer notifies a union of proposed changes in the middle of 1979, has never made any inquiry of either the Company or members of the Union as to what the members were receiving, if anything, under the profit- sharing plan It is also obvious from the record that Shop Steward Ellsworth knew about the profit-sharing plan He also knew that from 1978 through 1983 there was no money contributed to the plan, but never made a claim under the plan nor did he ever file a grievance in con- nection therewith, and finally admitted that the Compa- ny could refuse to contribute to the profit-sharing plan I have outlined and detailed most of the factual cir- cumstances surrounding the main events herein relevant, in order to show that the Union clearly relinquished or waived its statutory right to further bargain on this matter First of all, the Union specifically agreed, in cer- tain provisions of the plan and trust agreement, as afores- tated, that the contributions made by the Company (the employees made none) would be allocated out of its "net profits" and in the amounts determined by the board of directors The Union also specifically agreed by provi- sions in the plan that the Company could reduce, suspend or discontinue contributions, and could terminate the plan in its entirety and, in fact, had exclusive authority in this respect Moreover, it is obvious from the testimony of Kollin and Shop Steward Ellsworth that they also recog- nized the Union's total surrender in the operations of the profit-sharing Wan to the exclusive discretion of manage- ment, by their acknowledgment that they had not read the plan but even with this omission, Ellsworth "under- stood" that the Company could refuse to contribute to the plan Further, there is also a 1979 letter from the Re- spondent to the Union's attorney (its agent) stating that the Company had made no contribution for 1978 and 1979, as aforementioned, and the Union did not react or reply to this timely notice of a change in working condi- tions Again, this was due recognition and realization by the Union that, by prior negotiations, it had relinquished its rights and power to the Company by such agreements and thereby it had vested in management the workings, contributions, and duration of the profit-sharing plan I also do not attach any significance to the late theory and suggested amendment offered by the General Coun- sel to the effect that on February 5, 1980, the parties agreed to a profit-sharing plan during the negotiations at this time But even accepting this argument and conten- tion, there still remained, no matter how it may have been carried over, the basic profit-sharing provisions within the 80/83 signed contract to the effect that par- ticipation was in accordance with the profit-sharing agreement Likewise, there was no change in the rele- vant provisions of the profit-sharing agreement still granting the right to Respondent to reduce, suspend, dis- terms and conditions of employment, It is incumbent upon the union to act with due diligence in requesting bargaining" In American Bushnes, 164 NLRB 1055 (1967), the Board held that a union which receives timely notice of a change in conditions of employment must take advan tage of that notice if it is to preserve its bargaining rights, and not be content in merely protesting an employer's contemplated action Such lack of diligence by a union amounts to a waiver of its right to bargain See also Clarkwood Corp, 233 NLRB 1172 (1977), Austin-Berryhill, 246 NLRB 1139 (1979) and City Hospital of East Liverpool, 234 NLRB 58 (1978) 240 DECISIONS OF NATIONAL LABOR RELATIONS BOARD continue, or terminate such plan. Therefore, even if the Company agreed on February 5, 1980, to implement an- other profit-sharing plan, in accordance with the General Counsel's argument, there still remained the contractual provisions in the plan granting the Company the exclu- sive rights to discontinue or terminate the plan. Obvious- ly making no contributions to it would sufficiently signal its discontinuance. Moreover, it is difficult to believe that the Union would place any reliance on the alleged state- ments by Respondent's negotiator in 1980, in reference to a profit-sharing plan, when the Union's lawyer has been previously advised in writing by Tedesco that no contri- butions had been made to it, and especially so with Kai- lin's admission that during this time period he was still in contact with his lawyers. It is also noted that Kailin was a member of the Union's negotiating team during the 1980 negotiations here in question and, by this time, must have had knowledge, through his lawyer, that no contri- butions had been made. This, in itself, negates the testi- mony of Kailin and Ellsworth as to what Garamella told them about the existence of the plan during the negotia- tions in 1980. As indicated, it is ironic that neither the executive sec- retary nor shop steward had ever read the profit-sharing plan that, by the collective-bargaining process, was in effect. I am in agreement that, had they done so, they would have noted that the plan itself gives the Respond- ent the right to contribute in what amounts it determines, and also gives the Respondent the right to suspend or discontinue the plan. John Kailin testified that he expect- ed the Company to be bound by the plan, and certainly the contractual provisions, noted herein, clearly show that AFTRA is also bound by the plan. If the Union did not want or like those provisions and language in the plan here in question, and did not want to give the Re- spondent the right to terminate the plan without any re- course, then this was a matter that the Union should have negotiated in its contracts. It cannot now come for- ward and try to renegotiate a contract and profit-sharing plan through an unfair labor practice complaint. There is also a final argument by the General Counsel that at least the Respondent had to bargain about the ef- fects of its decision to terminate its profit-sharing plan. The short answer to this argument is that the parties have spoken on the profit-sharing matter and, in so doing, reduced their obligations in accordance to their contracts. They thereby have already detailed and speci- fied all the aspects, participation, and effects such would have on them and the employees depending on the exer- cise of the relevant provisions in the plan left in the sole discretion of the Company. Therefore, even assuming, arguendo, that the Union did not lack diligence in its nonresponse to the Respondent's notice that the Compa- ny was not making contributions to the plan, neverthe- less, the controlling language and terms employed in the contracts and in the profit-sharing plan itself clearly re- linquished the Union's right to notice and to bargain about the effects of the discontinuance or termination of the profit-sharing plan. It is also alleged that since about January 5 and 11, 1983, the Union has requested Respondent to furnish in- formation as to the prospective new owners of the FM and AM stations here involved, and that the Respondent has refused to furnish such information. On January 5, 1983, the parties met to negotiate a con- tract to succeed General Counsel's Exhibit 5. Attending the session for the Union were John Kailin, Gregory Ellsworth (shop steward), and employee Ray Walby, and attending for Respondent were General Sales Manager Todd Garamella and Mary Robertson, treasurer of the Company and a member of its board of directors. Kailin testified that at the start of the meeting Todd Garamella told the union negotiating team members that he wanted to extend the contract without any changes because of a pending sale of the FM radio station, which included an option to sell the AM radio station—that it was all done except the paperwork. Kailin stated that he then asked for the name of the new owner, but that Gar- amella refused to give the name because the sale was still in negotiations and had not been completed. Ellsworth confirmed Kailin's description of this meeting, but none of the other parties who were present on January 5 testi- fied. Kailin also stated that in the next week to 10 days, he attempted to reach Garamella by phone, but was unable to do so and, as a result, sent a letter to Garamella and Tedesco dated January 11, 1983, requesting the name of the new owner. 7 Albert Tedesco responded by letter dated January 20, 1983, and denied the request.8 Kailin further explained that the Union needed to know the name of the purchaser of the station, not just to negotiate with the new owner regarding assumption of the bargaining contract, but also to inform the buyer of the existence of contempt proceedings against Re- spondent involving earlier Board decisions and of which Respondent was in contempt.° Shop Steward Ellsworth testified that on March 30, 1983, he had an office conversation with Tedesco, the company president. On this occasion Tedesco informed him that the new buyers of the station were John and Kathleen Parker, and he (Ellsworth) then informed Kailin as to this disclosure. However, Ellsworth stated that as early as March 4, 1983, the Union knew about the new owners as he had learned about the Parkers "through the grapevine" and at the time had so informed John Kailin. In fact, Kailin admitted that about March 4, 1983, he sent a certified letter to the Parkers as the pro- spective purchasers, but stated that he received no reply until he eventually got in touch with them by the middle of or late December 1983, 10 and stated that, since this time, he and the Parkers have proceeded with good-faith negotiations as the title or interest in the Company was sold by Tedesco to the Parkers on January 20, 1984. 7 G C Exh 7 8 G C Exh 8- 9 See G C Exhs. 2(a) and (b) Kailin stated that the contempt case In- volved an allegation by the Board that the Respondent had violated cer- tain terms prescribed by a 1974 order of the Eighth Circuit Court of Ap- peals, and according to /Catlin, it was conceivable that the new owner would have some liability to the Union and its members in the event the Special Master, heanng the contempt matter, found for the Board 10 Kailin testified that sometime dunng the interim—from March to December—he believed he wrote a letter to the Parkers, and also believed he left his telephone number at their address KTCR AM & KTCR FM RADIO 241 The General Counsel points out that an employer has an obligation to provide information needed by a bar- gaining representative for the proper performance of its duties, and that an employer cannot refuse to furnish re- quested information because the bargaining representa- tive seeks information on matters outside the scope of the unit represented by a union Moreover, in cases where a union has shown the reasonable or probable rel- evance of information regarding the employer's relation- ship with another employer, the Board has held that the employer is obligated to furnish the information request- ed, citing Fawcett Printing Corp, 210 NLRB 964 (1973), and Herk Elevator Maintenance, 197 NLRB 96 (1972), enfd 471 F 2d 647 (2d Cir 1973) The General Counsel further argues that the Union's request in the instant case for the name of the purchaser on January 5, 1983, is within the requirements of "proba- ble relevance" set out by the Board as John Kadin de- sired the information to inform the purchaser of its po- tential liability in view of contempt proceedings, then pending against Respondent The Union's concern and desire for the information requested is justified in view of the U S Supreme Court decision in Golden State Bottling Co v NLRB, 414 U S 168 (1973), wherein the Court holds that a bona fide successor may be liable for its predecessor's unfair labor practices The Court notes Since the successor must have notice before liability can be imposed, "his potential liability for remedy- ing the unfair labor practice is a matter which can be reflected in the price he pays for the business, or he may secure an indemnity clause in the sales con- tract which will indemnify him for liability arising from the seller's unfair labor practices [414 U S at 185, citing Perma Vinyl Corp, 164 NLRB 968, 969 (1967) ] Thus, contends the General Counsel, in order to apprise the purchaser of its potential liability, and to establish that the purchaser had notice, the Union needed the in- formation requested on January 5 and 11, 1983 The General Counsel also maintains that the Respond- ent did not rebut the testimony of John Kaihn wherein he was told on January 5, 1983, that the sale was com- pleted except for the paperwork, nor did Respondent dis- pute the testimony of both Kailin and Ellsworth that Re- spondent took the position at negotiations on January 5, 1983, that a new contract was unnecessary due to the pending sale In so doing, the Respondent wanted it both ways-it not be required to negotiate a new contract be- cause it was selling the business, and it not be required to furnish the name of the purchaser of the business because the sale was not final Moreover, according to the Gen- eral Counsel, Tedesco's January 20, 1983 letter does not suggest the Respondent was, at the time, contending that it would not provide the information because of the lack of finality to the sale, but rather Tedesco suggested that the Union wait until the information became a matter of public record Respondent never offered into evidence any records demonstrating that the sale was not final by January 5, 1983, as was stated by Todd Garamella Fur- ther, and even though the Union knew of the identity of the purchaser by March 4, 1983, the Board has held that a delay in furnishing information requested by a union violates the Act-Aeolian Corp, 247 NLRB 1231 (1980), International Credit Service, 240 NLRB 715 (1979)-and here the delay in furnishing the information is particular- ly important, as the Union's efforts to ascertain the iden- tity of the purchaser were aimed at apprising the pur- chaser of Respondent's prior unfair labor practices and those in contempt proceedings The fact that the Union learned of the information from another source excuses neither Respondent's refusal nor its delay in providing the information Finally, the General Counsel points out that, even though the Respondent attempted to establish that Kadin made little effort to contact the purchaser after learning its identity on March 4, 1983, and, in any event, was able to and is negotiating with the new pur- chaser, neither defense is relevant, as it is the General Counsel's position that the Union's motive in requesting the identity of the purchaser was primarily to notify the purchaser of its potential liability for Respondent's prior unfair labor practices In making my conclusions here, it is initially noted that the letter to Kailin from Tedesco dated January 20, 1983, generally rebuts any statements made by Todd Garamella at the negotiation session on January 5 to the effect that the sale of the station was completed except the paperwork Tedesco's letter informed Kailin that his request for the name of the buyer was premature, that the signing of the contract to sell had been delayed to at least February 1, that an additional month would then be needed for filing of the transfer with the Federal Com- munications Commission It also stated that, considering the current bargaining agreement between the parties that was now effective through June 30, 1984, this would allow the Union sufficient time to discuss and negotiate a new agreement with the new owner This letter to the Union was then followed with an official notification by Tedesco to the shop steward on March 30, 1983, that the buyers were John and Kathleen Parker (unofficially known on March 4) However, subsequent to receiving the official information, Kailin did not get in touch with the Parkers until the middle of or late December 1983, a period of almost 10 months, 11 and it seems to me that these circumstatnces tend to destroy any and all argu- ments of urgency, which appear to be the main conten- tion of the Union This record shows that John Kailin never really seriously attempted or bothered to make contact with the Parkers after his letter of March 4, 1983, until months later, even though he testified that time was "very crucial" because they had heard for sev- eral months that efforts to sell the station had been in progress In summary, it appears to me that the delay in the ini- tial request to disclose the new buyers was reasonably justified under the business considerations here involved and for the reasons as duly explained and set forth in the letter of January 20 from Tedesco to Kailin In the final analysis, the Union, through the shop steward, received " Kailin claimed to have written another letter, but he did not have such a document with him at the hearing and could only testify that he believes he wrote to the Parkers one more time 242 DECISIONS OF NATIONAL LABOR RELATIONS BOARD the names it wanted as early as March 4, 1983 (from whatever source the information came, it was deemed re- liable so that a letter followed from Kadin to the Park- ers), and, as a result of these events, within less than 2 months, the Union had the names of the new buyers within the time frame as outlined in the January 20 letter to Kadin Moreover, and most importantly, the business sale of the station or property here in question was not concluded or finalized until January 20, 1984 Certainly this fact, in itself, strongly indicated that the initial re- quest a year earlier for the name of the new buyer was premature as obviously certain other factors, details, ar- rangements, and business considerations were in the pic- ture and had to be worked out Such is a reasonable in- ference by merely recognizing the lapsed time period in- volved between January 5, 1983, when the request was made, and the final sales transactions more than a year later In essence, the Union was given the names of the new buyers within a reasonable period considering it involved the sale of property Even accepting all the reasons as to why this information was needed, there is no showing that the Union was, in any way, prejudiced by this delay The Union then had March, April, May, June, July, August, September, October, November, and most of December 1983 to contact the new owners with what- ever background and current information It had for them, and such a long delay in doing so amply indicates the lack of any real emergency or that time was a crucial element to the Union at any stage in this case CONCLUSIONS OF LAW The General Counsel has not established by a prepon- derance of the credible evidence that the Union violated the Act as alleged in the Complaint On these findings of fact and conclusions of law and on the entire record, I issue the following recommend- ed" ORDER The complaint is dismissed in its entirety 12 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