## Facts

- West Dixie Enterprises, Inc. (West Dixie) was a Florida electrical contracting corporation.
- Carole Ann Paolicelli was West Dixie’s owner, sole shareholder, and president.
- Paul Paolicelli, Carole Ann’s husband, directed West Dixie’s daily operations.
- The Paolicellis regularly mixed personal and corporate affairs:
  - Paul made personal loans to West Dixie and used his personal credit card to buy company materials and equipment.
  - Carole Ann allowed employees to use her personal car for company business.
  - The Paolicellis often used their personal joint checking account to cover West Dixie’s payroll.
  - For about six months, West Dixie funds were used to pay rent for Paul Paolicelli’s apartment.
- From early May 1994 through October 1994, West Dixie made interstate supply purchases totaling more than $50,000.
- West Dixie was administratively dissolved under Florida law on August 26, 1994 for failing to file an annual report.
- Despite dissolution, the Paolicellis continued operating “as usual” under the name West Dixie until the corporation was reinstated on October 25, 1995; the business did not continue operating after reinstatement.
- In July through September 1994, West Dixie committed unfair labor practices, including refusing to hire applicants due to union membership and coercive conduct related to union activity (violations of NLRA §§ 8(a)(1) and 8(a)(3)).
- An unfair labor practice charge was filed on October 31, 1994, and the NLRB issued a complaint on February 28, 1995, later amended to name Carole Ann and Paul Paolicelli individually.
- An administrative law judge found West Dixie committed the charged violations and concluded the Paolicellis were personally liable as responsible individuals/alter egos; the NLRB affirmed and issued a final order.
- The case reached the Eleventh Circuit on the NLRB’s application for enforcement, with West Dixie and the Paolicellis opposing enforcement of the order against them.

## Issues

1. Whether the NLRB properly exercised NLRA jurisdiction over West Dixie based on its interstate commerce activity.
2. Whether substantial evidence supported the Board’s determination that Carole Ann and Paul Paolicelli could be held personally liable for West Dixie’s unfair labor practices due to their control over, and disregard of separateness from, the corporation.

## Decision

- The Eleventh Circuit enforced the NLRB’s order.
- The court held the NLRB had jurisdiction because West Dixie’s interstate purchases met the Board’s monetary jurisdictional standard for a nonretail enterprise.
- The court upheld the Board’s decision imposing personal liability on Carole Ann and Paul Paolicelli based on their domination of the business and the commingling of personal and corporate finances, including continuing operations during administrative dissolution.
- The court noted that the respondents did not contest the underlying unfair labor practice findings for purposes of the appeal.

## Legal Principles

- The NLRB may assert jurisdiction under the NLRA over a nonretail employer whose interstate inflow/outflow meets the Board’s monetary thresholds; interstate purchases of supplies can satisfy the commerce requirement.
- Administrative dissolution under state law does not, by itself, defeat NLRA jurisdiction or bar remedial enforcement when the business continues operating.
- The Board may impose liability on individuals where the corporate form is disregarded in practice—such as through complete control, commingling of funds, and use of corporate assets for personal obligations—so that treating the corporation as separate would allow evasion of NLRA remedies.
- Courts of appeals review the Board’s factual findings under the substantial-evidence standard and will enforce the order when the Board’s conclusions are reasonably supported by the record.
- The Board has authority to craft remedies that make employees whole and prevent avoidance of responsibility for unfair labor practices through use of a thinly maintained corporate entity.

## Conclusion

The Eleventh Circuit granted enforcement of the NLRB’s order because West Dixie’s interstate purchases supported NLRA jurisdiction and substantial evidence showed the Paolicellis so controlled and intermingled their personal finances with the corporation—while continuing operations during dissolution—that holding only the corporation liable would risk defeating the Act’s remedies.


National Labor Relations Board v. West Dixie Enterprises, Inc., 190 F.3d 1191 (1999)