Retail, Wholesale and Department Store Union Local 379 RWDSU/UFCW Local 379

590 Roche Drive Suite 550

Columbus, Ohio 43229

800-367-5838

By-Laws

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Autoneum Automotive - Lallendorf Rd.

Unit Of Local 379 Affiliated With

RETAIL, WHOLESALE AND DEPARTMENT STORE UNION

Effective Date

January 1, 2013

BY — LAWS

PREAMBLE

We pledge ourselves to organize and unite all workers of the Industries allied with our International Union and the struggle to increase their national economic life and by mutual efforts endeavor to place ourselves on a foundation sufficiently strong to resist further encroachment against our welfare.

We propose to encourage a higher standard of living among our members; to assist each other in obtaining employment; to cultivate a feeling of friendship and understanding among our people; by legal and proper means, to reduce the hours of labor; to obtain higher wages; to better working conditions; to make each member's job the best in the world; to engage in educational, charitable and political activities at the will of, and for the benefit of, the membership; to this end we adopt these following bylaws.

ARTICLE I

Name and Jurisdiction

Section 1.    The name of the organization shall be Autoneum Unit of Local No. 379, an affiliate of the Retail, Wholesale and Department Store Union/United Food and Commercial Workers Union (RWDSU/UFCW). No part of these by-laws shall be interpreted to conflict with the Constitution of the International RWDSU or the United Food and Commercial Workers Union (UFCW).

Section 2.    The jurisdiction of this Unit shall be all employees employed in or about the bargaining unit of Autoneum Lallendorf Rd., Oregon OH.

Section 3.    The Unit shall maintain an office at Autoneum Lallendorf Rd., Oregon, Ohio.

Section 4.    The operations of the Unit and its Representatives shall be subject to the By-Laws of RWDSU Local 379, and the RWDSU and UFCW International Constitutions.

Section 5.    All subjects covered or not covered by these by-laws shall conform with the By-Laws of RWDSU Local 379, and the RWDSU and UFCW International Constitutions.

Section 6.  All references of gender in these by-laws shall be considered as reference to he/she.

Article II

Membership

Section 1.    Application for membership must be made on forms provided for such applications hereinafter known as "Membership Cards", by actual workers within the jurisdiction of the International Union for at least one (1) day prior to being accepted as a member, with the exception of new organizations. There shall be no restrictions on membership or discrimination against members based upon or because of race, creed, color, sex, national origin, religion, disability, or age.

Section 2.    A member in good standing is a member who has fulfilled his financial obligations and who has not been expelled from the Union. A member to remain in good standing must make dues payment not later than the last calendar day of each month. Dues not collected through a check-off shall be payable to and at the place designated by the financial officers of Local No. 379. In case of sickness or injury for fifteen (15) days or more, in a calendar month, he shall be exonerated from any dues payment for that month. The Local Union will maintain its membership in good standing provided that the Local 379 Union Office is notified of such illness or injury.

Section 3.    An employee seeking membership in an organized unit of the Local 379 must serve the probationary period as set by the Company-Union agreement before being accepted as a member. The Local Union shall accept members in good standing only, and working permits shall not be required or issued.

Section 4.  Regular membership is limited to active employees. Retirees cannot be regular members and cannot vote in Union meetings or for Union officers. Retirees also cannot hold Union office or be elected a delegate to a Union convention or conference.

ARTICLE III

Dues, Initiation Fees, Fines and Assessments

Section 1.    Effective January 1, 1993 initiation fees will be Forty Dollars ($40.00). Each member shall pay the minimum dues and initiation fees as per the International Union or current Unit dues levels whichever is higher. Each unit will increase their dues by twice the average hourly negotiated wage increase in each contractual increase or:

• Any Unit whose dues are structured to two (2) times the hourly rate shall increase their dues by two (2) times the negotiated hourly increase. Any Unit whose negotiated contract with their employer calls for contractual bonus or lump sum payments in lieu of wage rate increases shall increase their dues by a formula of the amount of each bonus or lump sum, divided by the number of nationally recognized work hours per month, times the number of months remaining on the current Labor Agreement with their employers.

• Any Unit whose Labor Agreement with their employer stipulates commission payment shall increase their dues by two (2) times the average dues increase to the Local annually.

• A dues structure higher than or in addition to that established by this Section may be imposed upon by recommendation of the Executive Board and approval by a vote by secret ballot of a majority of the Local 379 membership present at a regular or special meeting. At least fifteen (15) days’ notice, by posting on plant bulletin boards, mailing or otherwise, of the vote on the proposed change must be provided prior to such meeting.

• The amount is ratified by a delegate vote at a convention of the Retail, Wholesale and Department Store Union/UFCW.

Section 2.    Members of any Unit may impose an assessment upon themselves for their own welfare and benefit providing a notice of such intent is posted fifteen (15) days on their plant bulletin board prior to any regular or special membership meeting of the Unit.

• Such assessment must be ratified by a secret ballot vote of a majority of the members present at such meeting.

• Assessments, if ratified, remain the property of the Local.

• All unit funds must be properly recorded, with a copy given to the Local with receipts attached, each calendar quarter and at the close of the calendar year.

• All unit expenditures must be authorized by the unit committee and the Local President using the proper authorization form.

Section 3.    No assessment monies may be used to pay neither any unit officers a salary nor any unit officers dues.

Article IV Units

Section 1.     Any one plant operation or segment thereof, organized under the jurisdiction of RWDSU Local 379 shall be a Unit.

Section 3.   All Officers of such Unit shall be elected by secret ballot for a term not to exceed two (2) years. The Chairperson, Vice-Chair, Executive Secretary-Treasurer, Chief Steward and/or combination of officers.

Section 4.    The Officers of the Unit shall be a Chairperson, Vice Chairperson, Executive Secretary-Treasurer, and Chief Steward as may be agreed upon by the membership of the Unit. The offices of Trustee and Sergeant-At-Arms shall be optional.

Section 5.    Units may choose to combine or separate the office of Secretary- Treasurer and Recorder into one office of Executive Secretary Treasurer.

Section 6.    Grievance Committee and/or department Stewards of each Unit shall be elected by the membership of the Unit in accordance with the terms of the agreement in effect at that particular Unit. In the absence of such contract terms the Chairperson, Vice Chairperson, Executive Secretary-Treasurer and Chief Steward shall constitute the Grievance Committee.

Section 7.    Each Unit shall be responsible for the negotiations and ratification of all Company-Union agreements pertaining to their respective Unit.

• • • The Negotiating Committee shall consist of the four (4) elected Committee Members. Two (2) additional members will be elected to assist as part of the Negotiating Committee. One (1) of the Negotiating Committee members must be from the maintenance department.

    • The Unit membership shall furnish the Negotiating Committee with all contract proposals for contract alterations prior to negotiations.

    • The Negotiating Committee shall report to the Unit membership all contract settlement proposals and request their direction.

    • The Negotiating Committee shall sign agreements only after ratification by secret ballot vote of the majority of the members present.

    • All Company-Union agreements must be approved and signed by a Representative of the International Union.

Section 8.    Each Unit may have its own by-laws, but in the absence of Unit by- laws the Unit must operate under the Local by-laws, but the Unit by-laws must not conflict with the International Constitution or Local by-laws and must be approved by the membership.

Section 9.    Any Unit desiring to do so, may create a Unit fund to be expended as approved by the Unit Membership. Such fund expenditures shall be subject the Local 379 By-Laws covering such fund.

Section 10.   The duties of the Unit Officers are as follows:

Chairperson

Duties are to preside over all membership meetings, see that everyone has a chance to speak and that meetings are run orderly. He is automatically a member of all Committees if he chooses to be present at any such meetings. He makes all official statements to the Company, Local Union President and International Union. He jointly must sign all checks issued by the Unit. He is a member of all-important Unit Committees. He arranges all meetings for membership, and meetings with the Company. He must see that all officers serving on his Executive Board carry out their duties as prescribed by the Constitution and Local by-laws.

He is to make a report at each regular Unit meeting; he issues invitations to any guest to attend regular Unit meetings. He has the authority to appoint persons to fill out unexpired terms of office and to appoint special committees.

Vice Chairperson

The Vice Chairperson shall assist the Chairperson on any of the Chairperson's duties so assigned to him; he has the privilege of attending any meetings in the Chairperson's capacity if so directed by the Chairperson. It is the duty of the Vice Chairperson to be informed of all Union activities carried on by the Unit. In case of Chairperson vacancies during the term of office, the Vice Chairperson automatically steps into the Chairperson's position for unexpired term of office.

Executive Secretary-Treasurer

(Subject to Article IV, Section 5)

Duties are to keep all records of the Unit, minutes of meetings and financial reports for at least five (5) years; he must handle all financial problems that may arise between the Units membership and the company. He must check all dues check-off sheets reported to the Local Union. He must bank all monies in the name of the Unit, in a local bank and jointly sign all checks drawn from the fund. He must report a financial statement at each regular membership meeting and be able

to answer all questions pertaining to finances to the Unit. He must read the minutes of the past membership meeting at each regular membership meeting. He serves on all Committees as an official with a vote where the Chairperson is conducting the meeting for the purpose of keeping record of such meeting. He is to handle all financial problems that might arise between his Unit and the Local Union. He is to carry on the normal correspondence in behalf of his Unit.

Chief/Steward

The Chief Steward is to receive all grievances direct from the worker and to investigate the grievance as to merit the legality. Help and advise all stewards. He then must approach the supervisor in charge and try to get a satisfactory settlement; he shall then submit the grievance in writing to the Company and then give the Chairperson of the Unit the full details of the grievance informing him of the Company's answer in the first step. He should keep informed on any changes in his

department or floor, watch for safety hazards and report such to the supervision in charge. He should cooperate with the Company in all safety programs, department improvements, welfare programs, and notify Unit Chairperson of any seriously sick or deaths in his department. He should report any news items to the shop news reporter. He should keep department bulletin boards clear of unnecessary literature. He should inform members of membership meetings and urge their attendance. Contact new employees in his department and have them sign membership cards of the Union, also inform them of their rights in the Union.

Steward

The Steward is to receive all grievances direct from the worker and to investigate the grievance as to merit the legality. He then must approach the supervisor in charge and try to get a satisfactory settlement; he shall then submit the grievance in writing to the Company and then give the Chairperson or Committee person of the Unit the full details of the grievance informing him of the Company's answer in the first step.

He should keep informed on any changes in his department or floor, watch for safety hazards and report such to the supervision in charge. He should cooperate with the Company in all safety programs, department improvements, welfare programs, and notify Unit Chairperson of any seriously sick or deaths in his department. He should report any news items to the shop news reporter. He should keep department bulletin boards clear of unnecessary literature. He should inform members of membership meetings and urge their attendance. Contact new employees in his department and have them sign membership cards of the Union, also inform them of their rights in the Union.

Section 11.  Any Unit receiving a dues refund shall bank such monies in a local bank; the Chairperson and Executive Secretary-Treasurer must sign all checks. Any Unit operating in Franklin County, Ohio shall place all regular dues and initiation money in the general fund of the Local Union and then operate their Unit out of the general funds subject to the approval of the Local Union Executive Board.

Section 12.  Any and all funds in the name of or belonging to a Unit shall become the property of Local 379 and shall be immediately turned over to the Treasurer of Local 379 when the Unit no longer contains employees in a bargaining unit represented by Local 379 or when the Unit is dissolved, decertified, or otherwise ceases to function.

Article V Election procedure

Section 1.     Nominations and Elections for the Union Committee will be held during the months of June and July every two (2) years. Steward positions will be elected by the membership during the month of September the same year as the Nominations/Elections of the Union Committee.

Section 2.   Nominations will be held at a regular or special meeting.

Section 3.   Nomination and Election notices will be posted for a minimum of two

(2) weeks or fourteen (14) calendar days.

Section 4.    Members will have five (5) calendar days to respond to being nominated or the name will be removed as a nominee.

Section 5.    6% of the union membership will be elected as Union Stewards. (2% per shift). If a steward leaves a shift. the Steward will lose his/her stewardship.

His/her replacement will be appointed mid-nomination by the Unit Board.

Section 6.    Only members in good standing will be allowed to run for office provided they are:

a.             Current of all member obligations (dues, probation time any other contractual obligations).

b.             Not terminated.

c.             Not retired or in a management position.

d.             In compliance with Article II Section 2.

Section 7.    All elections will be held at a location accessible to all employees (at the plant if possible).

Section 8.    All elections will be monitored by an RWDSU International Representative to be named by the RWDSU International President.

Section 9.    A sample ballot will be posted for all employees to see at the same time as the election posting.

Section 10.  Two (2) tellers will be appointed by the standing Chair Person, candidates for office may not serve as Tellers.

Section 11.   Any position vacated will be appointed by the Unit Executive Board within the time restraints allowed by the International Constitution.

Section 12.   The Oath of office may be administered by an official of the International National Union.

"I                                                       , do hereby sincerely pledge my

honor to perform the duties of my office as required by the laws of Local No. 379, Division of the Retail, Wholesale and Department Store Union and the United Food and Commercial Workers Union to bear true allegiance to my Country, to my Fellow Workers. I will deliver to my successor in office all books and other property of the Union that may be in my possession. To all of this I solemnly promise, with full knowledge that to violate this pledge is to stamp me as a person devoid of principal and destitute of honor."

ARTICLE VI

Committees

The Unit Chairperson may appoint the following Standing Committees and their duties shall be:

• Organizing Committee: This Committee shall be responsible for extending Unionism through the jurisdiction of the Local, and shall meet regularly to consider means for same.

• Educational Committee: This Committee shall see that speakers, literature and other means are used to acquaint the membership with the problems and progress of the Union and the Labor movement in general.

• Committee on Political Education: This Committee shall keep informed on legislation, legislative and political problems affecting Labor and shall make reports and recommendations to the Unit membership.

ARTICLE VII

Grievances and Strikes

Section 1.    Grievances shall be handled as outlined in each Unit Agreement.

Section 2.    A report of each grievance handled shall be submitted to the member involved within ten (10) working days (excluding weekends and holidays, vacations and approved leaves of absences) from the response by the Company.

Section 3.    Arbitration of a grievance may be instituted by an International Representative directed to do so by the Unit Executive Committee.

Section 4.    In event a dispute should arise between an International Representative and the Unit Executive Committee regarding the advisability of submitting a grievance to Arbitration, the Local No. 379 Executive Board shall be notified immediately and called into session. They will hear the evidence of both parties and rule on the dispute. Such rulings by the Local No. 379 Executive Board shall be final and binding on all parties. Until such ruling is made, the International Representative involved shall be charged with the responsibility of processing the grievance to arbitration under the time limits imposed by the Agreement.

Section 5.    The cost of Arbitration as prescribed in each Unit Agreement shall be considered a normal expenditure of the Local Union. Arbitration entered into by individual members or non-members on their own initiative shall be the total financial responsibility of such member or non-member.

Section 6.    Strikes may be voted as follows: A strike may be called by any one Unit of the Local Union provided, the Unit membership affected has been properly notified and has approved such action by two-thirds (2/3) majority vote taken by secret ballot at a meeting of their Unit, and further provided that, after such vote, authorization for such action has been given by the RWDSU International President and then by the UFCW International Executive Committee.

Section 7.    The Local No. 379 Executive Board shall participate in the Retail, Wholesale, and Department Store International Strike Fund. The Local shall remain a member in good standing at all times of the Strike fund and shall pay all required fees to the fund in a timely manner.

Section 8.    The Local Union President with the approval of the Local Executive Board shall appoint two (2) officers of the Local Executive Board; to administer any required strike activity.

Section 9.    The Local Union Strike Fund Officers along with the three (3) Executive Unit Officers of the Unit on strike is the Relief Committee. Their duties shall include the proper assigning of strike duty and recording and passing on to the RWDSU strike fund all required documentation.

(a)             Every member in good standing of the Unit on strike shall be entitled to assignment for picket or other strike pay.

(b)             It shall be each members responsibility to report on time and stay the assigned hours on his assignment.

(c)             Attendance records shall be kept showing any member on any tour of strike duty who was absent without establishing in advance a replacement by mutual agreement.

Section 10.  Starting with the second week of any authorized strike, the Strike Relief Committee shall request from the RWDSU International strike fund a strike benefit for each week, for each member in good standing assigned to picket or other strike duty, provided such member does not absent himself from any tour of assigned duty. Strike pay is determined by the RWDSU International Strike fund.

Each such absence shall reduce that members strike relief by an amount determined by the strike committee or by an amount determined by the RWDSU strike fund.

ARTICLE VIII

Trials

Section 1.    Charges against any member of any Unit shall be submitted to the Unit Executive Committee in writing and signed by the member making such charges. The Unit Executive Committee shall have the power to determine whether or not charges are worthy of trial. Then the Unit Recorder shall furnish by registered mail to the accused member at his last known address a copy of such charges together with the notice of time and place of the trial. The foregoing notice shall be sent by the Unit Chairperson in the event the charges are preferred against the Unit Secretary. All parties shall have the right to be present at all hearings.

Members of Local 379 may be expelled, suspended, fined or otherwise disciplined for violation of any of the provisions of the International Constitution or for any violation of any of the provisions of the Local Constitution or by-laws or for any other conduct detrimental to the best interests of the Local Union and its Membership.

Section 2.    Such trials shall take place not less than ten (10) days nor more than thirty (30) days after date of mailing such notice.

Section 3.    The Unit Executive Committee shall select a Trial Committee of five (5) and designate a Chairperson thereof, except that no Local Executive Board Officer shall serve on a Unit Trial Committee. The Trial Committee shall hear the accused and the accusers and their respective witnesses and shall report their findings to the Unit Executive Committee with their recommendations as to penalties, if any. The Unit Executive Committee shall make a recommendation to the membership of the Unit in which the accused member holds membership, who may accept, amend or reject the findings of the Trial Committee and the Unit Executive Committee. The accused and the accuser shall have the right to be represented by counsel, provided said counsel shall not be a member of the Local Executive Board.

Section 4.    In the event of the failure of a member called for trial to appear at the time and place fixed for the trial without presenting satisfactory excuse for his absence, the trial shall proceed as if he were present.

Section 5.    The finding of the Unit may be appealed to the Local Executive Board. No disciplinary action shall be taken against the accused until the Local Executive Board has ruled on the appeal. The Local Executive Board may accept, amend or reject the findings of the Unit. Any monetary fines shall be returned to the Unit. All notices of disciplinary action by the Local Executive Board of any kind shall be mailed to accused by registered mail to his last known address over the signature of the Local President.

Section 6.    Any Unit or Local Officer found guilty as charged under this trial procedure shall be automatically removed from office for the remainder of his term.

Section 7.     Further appeal shall be made as follows:

(a)  To the next regular International Executive Board Meeting.

(b)  To the next regular International General Council Meeting.

(c)  To the next regularly scheduled International Convention.

The above procedure for appeal in sub-divisions (a), (b) and (c) shall be invoked by the member serving notice in writing to be sent by registered mail to the International President of his intentions to appeal, within thirty (30) days following the decision from which the appeal is taken.

ARTICLE IX

Unit Meetings

Section 1.    Regular meetings must be held monthly on periodically set dates by Unit members, unless, the Unit membership in attendance shall have voted to eliminate such monthly meeting by a two-thirds (2/3) majority vote; but in no case can a Unit eliminate regular membership meetings for a period in excess of three (3) months.

Section 2.    Special meetings of the Unit membership may be called by order of the Unit Chairperson, Unit Executive Board or when petitions representing ten percent (10%) of the membership in good standing are submitted to the Unit Executive Board.

Section 3.    In order to form a quorum at a meeting, seven members of the Unit membership in good standing must be present including the committee.

All meetings of the Unit membership shall be chaired by the highest-ranking Unit Executive Committee member in attendance.

Section 4.   Order of Business

•      Call meeting to order: (Pledge of Allegiance)

"I pledge allegiance to the flag of the United States of America, and to the republic for which it stands, one nation under God, indivisible, with liberty and justice for all."

•      State if regular or special meeting

•      If special, state reason

•      Secretary to read minutes of the last meeting

•      Chair Person to get approval

•      Secretary to read Financial Report

•      Chair Person to get approval

•      Chair Person to ask for any questions

•      Chair Person to read any correspondence

•      Chair Person to discuss agenda/New Business. No actions can be taken up unless presented to the Executive Board fifteen (15) before the meeting.

•      Chair Person to ask for any questions and get approvals for any actions.

•      Committee reports. Grievances, Safety, Education, Political Action.

•      Review old business

•      Adjournment

ARTICLE X

Affiliations

The Local may affiliate with the State AFL-CIO Council and their Local County or City AFL-CIO Council.

ARTICLE XI

Loss of Membership and Reinstatement

Section 1.  Members shall pay in advance, all dues and shall promptly pay all Unit assessments. Any member who shall be two (2) months in arrears in the payment of dues, assessments or other payments required to be made by the Local Union or Unit, shall cease to be in good standing and shall automatically be suspended from all rights and privileges of membership. In the event of illness or other extra-ordinary cases, the Local Executive Board may remit Local dues only.

Section 2.    Members shall immediately notify the Union office of any change of address and they shall attend all meetings of their Units.

Section 3.    An active member who is not actively working due to layoff, illness, disability, or a contractually provided leave of absence, and has applicable recall or reemployment rights which have not expired under the collective bargaining agreement, or who has been discharged and has a grievance pending under the collective bargaining agreement, may elect, (1) to continue to pay dues and maintain active membership for the temporary period for which said recall or reemployment rights are valid or said grievance is pending, but in neither event for longer than two years, (2) to apply for another classification of membership for which the member may be eligible or, (3) to apply for a withdrawal card.

Section 4.    Members in good standing who are no longer active employees are to be issued withdrawal cards without cost. Any member who has withdrawn his name from membership or has been suspended for failure to pay dues or Unit assessments, or has otherwise ceased to be a member of this Local Union, may be reinstated to membership as follows:

Any member who leaves the employment over sixty (60) days shall be readmitted as a new member unless he has taken a withdrawal from the Local.

Any member who has been suspended for failure to pay dues or Unit assessments shall be required to pay such dues or Unit Assessments before being reinstated as a member in good standing.

Any member in good standing who enters the Armed Forces shall be readmitted without payment of initiation fee, provided he makes application for Union membership not later than six (6) months after date of release from active duty.

A former member on a valid withdrawal card, from the Local or any other RWDSU or UFCW Local, is entitled to renewed active membership without the payment of any initiation or reinstatement fee.

Article XII Miscellaneous

All reports submitted by any Officer or by the Executive Board of the Local to the UFCW must be simultaneously sent to the RWDSU.

ARTICLE XIII

Amendment

Proposals to amend the Unit by-laws may be made only by the Unit Board or by a petition signed by twenty percent (20%) of the Unit’s active membership, or if the Unit membership is more than 2,000, the greater of ten percent (10%) of the active membership or 400 members. Amendments to these by-laws may be made by a two- thirds (2/3) majority vote of the General membership by secret ballot voting, provided, that notices of the proposed amendments are posted on the Unit bulletin Boards seven (7) days prior to said voting.

ARTICLE XIV

These by-laws shall be in full force and effect December 1, 2012. BY-LAWS COMMITTEE:

 Jeff Hendricks Chair Person

 Stuart Hill  Vice-Chair

 Charlie Pickering Chief Steward

 Carl Green Executive Secretary

RESOLVED, that in order to comply with the Constitution and By-Laws of the International Retail, Wholesale and Department Store Union, and the Constitution of the United Food and Commercial Workers, the by-laws of Autoneum Local No. 379, Retail,

Wholesale and Department Store Union, are hereby amended this                                                 day

of                            , 2012, to be effective January 1, 2012, to read as follows: