Cement Masons v. Coatings

CASE: Cement Masons, Plasterers and Shophands Service Corp. v. Quality Coatings, LLC; Quality Cleaning, Inc.; QC Companies; and Alisa Maciej, in her individual capacity. File No. 22-CV-00712 (JMB/DLM). United States District Court, District of Minnesota. Decided March 26, 2026, by Judge Jeffrey M. Bryan following a bench trial (a trial decided by the judge alone, without a jury).

PARTIES AND BACKGROUND Plaintiff Cement Masons, Plasterers and Shophands Service Corporation (Service Corporation) is a nonprofit entity that acts as receiving agent and fiduciary for four union benefit funds — health and welfare, pension, savings, and apprenticeship/training — for workers covered by collective bargaining agreements (CBAs) negotiated by Cement Masons Local 633. As fiduciary, the Service Corporation is authorized to audit employer payroll records and to sue to collect unpaid contributions.

Defendant Quality Cleaning, Inc., operating under the assumed name QC Companies (collectively, 'QC'), is a Minnesota corporation jointly owned equally by brothers Tim Maciej and Gary Maciej. It performs cleaning services and polished-concrete/floor-coating work and has historically been a non-union company.

Defendant Quality Coatings, LLC ('Coatings') was formed in June 2013 by Alisa Maciej, Tim Maciej's wife. She is its sole owner and chief operating officer. Coatings signed successive Independent Addenda to the Local 633 CBA, binding it to the union contract from mid-2014 through April 30, 2022 (the 'Audit Period'). The CBA required Coatings to pay union wage rates and to make monthly fringe-benefit contributions for all hours worked by covered employees.

The Independent Addendum also contained a personal-liability clause stating the agreement was 'binding personally and individually' upon the 'individual owners, partners, and stockholders of the Employer.' Alisa Maciej signed as the employer's representative with the acknowledged understanding that she was binding herself personally.

FINDINGS OF FACT (SUMMARIZED) The court made extensive factual findings after a multi-day bench trial, relying on documentary evidence, payroll records, and witness testimony. Key credibility determinations: the court found Yonak (a former floor-coating employee) and Massey (former Local 633 Business Manager) credible, and expressly found Tim Maciej's testimony not credible — describing it as evasive, defensive, and inconsistent with documentary evidence. The court described Alisa Maciej's testimony on covered-work determinations as 'guarded, if not at times evasive.'

Operational entanglement: Coatings had no independent operational existence. It began with $1,000, never acquired its own vehicles or equipment, had no website, no dedicated phone line, no employee handbook, no confidentiality agreements, no business plan, and spent a total of $1,328.03 on office supplies over its entire eight-year existence (nothing from 2017–2020). All employees who worked on Coatings projects were QC employees; there was no employee-leasing agreement. Tim Maciej — a QC employee who was never paid by Coatings — assigned workers to Coatings projects, allocated QC equipment to those projects, and had authority to hire and fire. Gary Maciej and Joe Maciej (both QC employees, never paid by Coatings) performed all sales and bidding work for both entities, using QC email addresses, a shared QC bid log, and QC procedures. QC's shop space was shared without separation. Coatings workers wore QC apparel, used QC credit cards, drove QC vehicles, picked up paystubs at QC's office, and reported each morning to QC's headquarters.

Financial entanglement: During the Audit Period, Coatings transferred $5.6 million to QC for operational and equipment expenses, via invoices sent at irregular intervals, without sales tax, not contemporaneous with equipment use. QC also made interest-free payroll loans to Coatings without promissory notes. QC's own profit-and-loss records showed Coatings's operations as a QC cost. At least some Coatings customer payments were deposited directly into QC's bank account. Coatings's insurance was generally carried under QC's operational expenses; workers injured on Coatings jobs would have claimed under QC's workers' compensation policy.

Payroll practices and the fringe-benefit shortfall: QC and Coatings used the same timekeeping app, which did not allow workers to designate which company they were working for. Alisa Maciej — who performed payroll for both entities — unilaterally determined which hours she classified as 'covered' under the CBA (and thus payable through Coatings at union rates with corresponding fringe-benefit liability) versus 'not covered' (payable through QC at QC's lower rates). Overtime (OT) hours for most Coatings projects were systematically paid through QC at QC's non-union OT rate, even when the OT was earned exclusively on Coatings union jobs. Alisa Maciej acknowledged she did not know the basis for her covered-work determinations and admitted employees working on Coatings jobs performed shop-loading tasks at QC's facility that she attributed to QC's payroll. The Service Corporation received fringe-benefit contributions only for hours Alisa Maciej chose to run through Coatings's payroll; it received nothing for hours redirected to QC's payroll. A payroll auditor found disparities between employee timecards and hours reported to the Service Corporation. When an employee reported Coatings's payroll practices to the union, Tim Maciej threatened to fire whoever had done so. On at least one occasion, a non-union QC worker was directed to hide from a union representative visiting a Coatings jobsite.

LEGAL FRAMEWORK ERISA (the Employee Retirement Income Security Act of 1974), 29 U.S.C. § 1145, requires every employer obligated by a CBA to make contributions to multiemployer benefit plans to do so in accordance with the plan's and agreement's terms. Section 1132(a) creates a civil enforcement cause of action. The Eighth Circuit applies corporate law principles — including the alter-ego doctrine — to determine non-signatory employer liability under ERISA. Under that doctrine, the legal fiction of separate corporate existence may be disregarded when (1) one entity is controlled by another to the extent it has independent existence in form only, and (2) the entity is used as a subterfuge to defeat public convenience, justify wrong, or perpetuate a fraud.

The court noted that courts generally apply a preponderance-of-the-evidence standard to alter-ego claims under ERISA, but declined to definitively resolve whether the higher clear-and-convincing standard applies, because the evidence satisfied either.

HOLDINGS

Count I — Alter Ego: The court found both prongs satisfied. On the first prong (control/form only), Coatings lacked independent identity, assets, employees, management, equipment, policies, or finances, and was entirely dependent on QC. On the second prong (subterfuge), the court found that QC was used to siphon OT hours off Coatings's payroll, reducing both union-rate wage obligations and fringe-benefit contributions owed to the Service Corporation. The court rejected defendants' argument that the absence of overt anti-union statements was dispositive, emphasizing that the inquiry is whether the corporate form was abused to the union's detriment — not whether defendants harbored anti-union ideology — and noting Tim Maciej's threat to fire whoever reported the payroll practices as additional evidence. Accordingly, QC and Coatings are alter egos and shall be treated as a single employer for purposes of the audit.

Count II — Right to Audit: Because QC and Coatings are a single employer, the Service Corporation is entitled under ERISA, the CBA, and the trust agreements to audit the records of both entities for the Audit Period (June 1, 2016 – April 30, 2022). The court entered judgment granting this audit.

Count III — Alisa Maciej Personal Liability: The court held that the plain language of the Independent Addendum Alisa Maciej signed bound her personally and individually to the CBA's obligations. Because QC and Coatings are treated as a single employer, her personal liability extends to obligations of both entities. She will be personally liable for any fringe-benefit contributions the audit determines are owed.

Count IV — Dollar Amount: Deferred. The actual amount of unpaid contributions will be determined after the audit is completed.

ORDER: Partial judgment entered in favor of the Service Corporation on Counts I, II, and III. Audit ordered for the Audit Period. QC and Coatings declared alter egos/single employer. Alisa Maciej held personally liable for amounts later determined owing.