Revised Code of Washington

Wash. Rev. Code § 21.20.430 (2026)

✓ current as of May 2026

Find cases: SyfertCases citing this section WA-LEGapp.leg.wa.gov JustiaTitle on Justia CornellLII Search CasesGoogle Scholar

(1) Any person, who offers or sells a security in violation of any provisions of RCW 21.20.010, 21.20.140 (1) or (2), or 21.20.180 through 21.20.230, is liable to the person buying the security from him or her, who may sue either at law or in equity to recover the consideration paid for the security, together with interest at eight percent per annum from the date of payment, costs, and reasonable attorneys' fees, less the amount of any income received on the security, upon the tender of the security, or for damages if he or she no longer owns the security. Damages are the amount that would be recoverable upon a tender less (a) the value of the security when the buyer disposed of it and (b) interest at eight percent per annum from the date of disposition.

(2) Any person who buys a security in violation of the provisions of RCW 21.20.010 is liable to the person selling the security to him or her, who may sue either at law or in equity to recover the security, together with any income received on the security, upon tender of the consideration received, costs, and reasonable attorneys' fees, or if the security cannot be recovered, for damages. Damages are the value of the security when the buyer disposed of it, and any income received on the security, less the consideration received for the security, plus interest at eight percent per annum from the date of disposition, costs, and reasonable attorneys' fees.

(3) Every person who directly or indirectly controls a seller or buyer liable under subsection (1) or (2) above, every partner, officer, director or person who occupies a similar status or performs a similar function of such seller or buyer, every employee of such a seller or buyer who materially aids in the transaction, and every broker-dealer, salesperson, or person exempt under the provisions of RCW 21.20.040 who materially aids in the transaction is also liable jointly and severally with and to the same extent as the seller or buyer, unless such person sustains the burden of proof that he or she did not know, and in the exercise of reasonable care could not have known, of the existence of the facts by reason of which the liability is alleged to exist. There is contribution as in cases of contract among the several persons so liable.

(4)(a) Every cause of action under this statute survives the death of any person who might have been a plaintiff or defendant.

(b) No person may sue under this section more than three years after the contract of sale for any violation of the provisions of RCW 21.20.140 (1) or (2) or 21.20.180 through 21.20.230, or more than three years after a violation of the provisions of RCW 21.20.010, either was discovered by such person or would have been discovered by him or her in the exercise of reasonable care. No person may sue under this section if the buyer or seller receives a written rescission offer, which has been passed upon by the director before suit and at a time when he or she owned the security, to refund the consideration paid together with interest at eight percent per annum from the date of payment, less the amount of any income received on the security in the case of a buyer, or plus the amount of income received on the security in the case of a seller.

(5) No person who has made or engaged in the performance of any contract in violation of any provision of this chapter or any rule or order hereunder, or who has acquired any purported right under any such contract with knowledge of the facts by reason of which its making or performance was in violation, may base any suit on the contract. Any condition, stipulation, or provision binding any person acquiring any security to waive compliance with any provision of this chapter or any rule or order hereunder is void.

(6) Any tender specified in this section may be made at any time before entry of judgment.

(7) Notwithstanding subsections (1) through (6) of this section, if an initial offer or sale of securities that are exempt from registration under RCW 21.20.310 is made by this state or its agencies, political subdivisions, municipal or quasi-municipal corporations, or other instrumentality of one or more of the foregoing and is in violation of RCW 21.20.010(2), and any such issuer, member of the governing body, committee member, public officer, director, employee, or agent of such issuer acting on its behalf, or person in control of such issuer, member of the governing body, committee member, public officer, director, employee, or agent of such person acting on its behalf, materially aids in the offer or sale, such person is liable to the purchaser of the security only if the purchaser establishes scienter on the part of the defendant. The word "employee" or the word "agent," as such words are used in this subsection, do not include a bond counsel or an underwriter. Under no circumstances whatsoever shall this subsection be applied to require purchasers to establish scienter on the part of bond counsels or underwriters. The provisions of this subsection are retroactive and apply to any action commenced but not final before July 27, 1985. In addition, the provisions of this subsection apply to any action commenced on or after July 27, 1985.

[ 1998 c 15 s 20; 1986 c 304 s 1; 1985 c 171 s 1; 1981 c 272 s 9; 1979 ex.s. c 68 s 30; 1977 ex.s. c 172 s 4; 1975 1st ex.s. c 84 s 24; 1974 ex.s. c 77 s 11; 1967 c 199 s 2; 1959 c 282 s 43.]

Notes:

Severability—1986 c 304: "If any provision of this act or its application to any person or circumstance is held invalid, the remainder of the act or the application of the provision to other persons or circumstances is not affected." [ 1986 c 304 s 2.]

Effective date—1974 ex.s. c 77: See note following RCW 21.20.040.

Notes of Decisions

Cited in 106 cases (12 in the last 5 years), 1970–2026 · leading case: Haberman v. Washington Pub. Power Supply Sys., 750 P.2d 254 (Wash. 1988).

Sort: Relevance Newest Treatment

Haberman v. Washington Pub. Power Supply Sys., 750 P.2d 254 (Wash. 1988). · cites it 144× “RCW 21.20.430 parallels section 410 of the Uniform Securities Act, which in turn is modeled after section 12(2) of the federal Securities Act of 1933.”

Hoffer v. State, 755 P.2d 781 (Wash. 1988). · cites it 17× “RCW 21.20.430(1)-(3). In the first situation, "[a]ny person, who offers or sells a security in violation of any provisions of RCW 21.”

Hines v. Data Line Sys., Inc., 787 P.2d 8 (Wash. 1990). · cites it 21× “We remand to the trial court to determine whether Cline and Zirkle had an affirmative defense pursuant to RCW 21.20.430. Facts Investors purchased $385,000 worth of stock in Data Line pursuant to a private placement of securities in 1982.”

Brin v. Stutzman, 951 P.2d 291 (Wash. Ct. App. 1998). · cites it 19× “Brin then filed a separate securities action to recover financial losses associated with options trading recommended by Stutzman, seeking damages under RCW 21.20.430(1) for Stutzman’s alleged violation of RCW 21.”

Helenius v. Chelius, 120 P.3d 954 (Wash. Ct. App. 2005). · cites it 30× “Washington State Securities Act RCW 21.20.430 Civil Remedy ¶ 19 Helenius and Tilley contend the trial court erred in construing RCW 21.”

Interlake Porsche + Audi, Inc. v. Bucholz, 728 P.2d 597 (Wash. Ct. App. 1986). · cites it 14× “Bucholz argues that a mere offer to purchase security in the absence of an actual purchase or sale will not support a civil liability action under former RCW 21.20.430. 5 *514 RCW 21.20.010, 6 unlike its federal counterpart, § 10(b) of the Securities Exchange Act of 1934, 15 U.”

In Re Metro. Sec. Litig., 532 F. Supp. 2d 1260 (E.D. Wash. 2007). · cites it 12× “Washington law provides a three-year statute of limitations for claims brought under RCW § 21.20.430. Wash. Rev.Code § 21.20.430(4)(b).”

Helenius v. Chelius, 120 P.3d 954 (Wash. Ct. App. 2005). · cites it 19× “*431 ANALYSIS Washington State Securities Act RCW 21.20.430 Civil Remedy ¶19 Helenius and Tilley contend the trial court erred in construing RCW 21.”

Go2net, Inc. v. FreeYellow.com, Inc., 143 P.3d 590 (Wash. 2006). · cites it 9× “¶6 As the trial court’s judgment acknowledged, the jury’s findings on the verdict form established Molino’s violation of the Act and mandated the trial court’s imposition of the remedies set forth in RCW 21.20.430. Go2Net and Molino *252 were directed to return the stock they…”

Kittilson v. Ford, 595 P.2d 944 (Wash. Ct. App. 1979). · cites it 16× “The adoption by the trial court of the defendant's position is inconsistent with the liberal construction given the act by the courts and does not square with the underlying protective purpose of that act.”

Ludwig v. Mut. Real Est. Investors, 567 P.2d 658 (Wash. Ct. App. 1977). · cites it 18× “, defendant Hellriegel was responsible for the prospectus and its contents, and that under RCW 21.20.430 2 he was therefore personally amenable to a suit by Mrs.”

Fed. Home Loan Bank of Seattle v. Credit Suisse Sec. (USA) LLC, 449 P.3d 1019 (Wash. 2019). · cites it 11× “Ford, we expressly rejected the argument that the words "fraud" and "misrepresentation," present in the original version of RCW 21.20.430, should be given their common law meanings.”

Show all 106 citing cases →

— Wash. Rev. Code § 21.20.430(1) — 60 cases

Haberman v. Washington Pub. Power Supply Sys., 750 P.2d 254 (Wash. 1988). “RCW 21.20.430 parallels section 410 of the Uniform Securities Act, which in turn is modeled after section 12(2) of the federal Securities Act of 1933.”

Hoffer v. State, 755 P.2d 781 (Wash. 1988). “RCW 21.20.430(1)-(3). In the first situation, "[a]ny person, who offers or sells a security in violation of any provisions of RCW 21.”

Brin v. Stutzman, 951 P.2d 291 (Wash. Ct. App. 1998). “Brin then filed a separate securities action to recover financial losses associated with options trading recommended by Stutzman, seeking damages under RCW 21.20.430(1) for Stutzman’s alleged violation of RCW 21.”

Hoffer v. State, 776 P.2d 963 (Wash. 1989).

FutureSelect Portfolio Mgmt., Inc. v. Tremont Grp. Holdings, Inc., 331 P.3d 29 (Wash. 2014).

— Wash. Rev. Code § 21.20.430(2) — 12 cases

Helenius v. Chelius, 120 P.3d 954 (Wash. Ct. App. 2005). “Washington State Securities Act RCW 21.20.430 Civil Remedy ¶ 19 Helenius and Tilley contend the trial court erred in construing RCW 21.”

Helenius v. Chelius, 120 P.3d 954 (Wash. Ct. App. 2005). “*431 ANALYSIS Washington State Securities Act RCW 21.20.430 Civil Remedy ¶19 Helenius and Tilley contend the trial court erred in construing RCW 21.”

Guarino v. Interactive Objects, Inc., 86 P.3d 1175 (Wash. Ct. App. 2004).

Guarino v. Interactive Objects, Inc., 122 Wash. App. 95 (Wash. Ct. App. 2004).

Kinney v. Cook, 150 Wash. App. 187 (Wash. Ct. App. 2009).

— Wash. Rev. Code § 21.20.430(3) — 33 cases

Hines v. Data Line Sys., Inc., 787 P.2d 8 (Wash. 1990). “We remand to the trial court to determine whether Cline and Zirkle had an affirmative defense pursuant to RCW 21.20.430. Facts Investors purchased $385,000 worth of stock in Data Line pursuant to a private placement of securities in 1982.”

Herrington v. David D. Hawthorne, Cpa, Ps, 47 P.3d 567 (Wash. Ct. App. 2002).

Hoffer v. State, 755 P.2d 781 (Wash. 1988). “RCW 21.20.430(1)-(3). In the first situation, "[a]ny person, who offers or sells a security in violation of any provisions of RCW 21.”

FutureSelect Portfolio Mgmt., Inc. v. Tremont Grp. Holdings, Inc., 309 P.3d 555 (Wash. Ct. App. 2013).

— Wash. Rev. Code § 21.20.430(4) — 6 cases

Burns v. McClinton, 135 Wash. App. 285 (Wash. Ct. App. 2006).

Burns v. McClinton, 143 P.3d 630 (Wash. Ct. App. 2006).

Golberg v. Sanglier, 616 P.2d 1239 (Wash. Ct. App. 1980).

Go2Net, Inc. v. FreeYellow.com, Inc., 126 Wash. App. 769 (Wash. Ct. App. 2005).

Aspelund v. Olerich, 784 P.2d 179 (Wash. Ct. App. 1990).

— Wash. Rev. Code § 21.20.430(4)(b) — 20 cases

First Maryland Leasecorp v. Rothstein, 864 P.2d 17 (Wash. Ct. App. 1993).

Ives v. Ramsden, 174 P.3d 1231 (Wash. Ct. App. 2008).

Go2net, Inc. v. FreeYellow.com, Inc., 143 P.3d 590 (Wash. 2006). “¶6 As the trial court’s judgment acknowledged, the jury’s findings on the verdict form established Molino’s violation of the Act and mandated the trial court’s imposition of the remedies set forth in RCW 21.20.430. Go2Net and Molino *252 were directed to return the stock they…”

Ives v. Ramsden, 142 Wash. App. 369 (Wash. Ct. App. 2008).

In Re Metro. Sec. Litig., 532 F. Supp. 2d 1260 (E.D. Wash. 2007). “Washington law provides a three-year statute of limitations for claims brought under RCW § 21.20.430. Wash. Rev.Code § 21.20.430(4)(b).”

— Wash. Rev. Code § 21.20.430(5) — 13 cases

Golberg v. Sanglier, 639 P.2d 1347 (Wash. 1982).

Dunlap v. Wild, 591 P.2d 834 (Wash. Ct. App. 1979).

Garmo v. Dean, Witter, Reynolds, Inc., 681 P.2d 253 (Wash. 1984).

Cellular Eng'g, Ltd. v. O'Neill, 820 P.2d 941 (Wash. 1991).

— Wash. Rev. Code § 21.20.430(6) — 1 case

— Wash. Rev. Code § 21.20.430(7) — 3 cases

Hoffer v. State, 755 P.2d 781 (Wash. 1988). “RCW 21.20.430(1)-(3). In the first situation, "[a]ny person, who offers or sells a security in violation of any provisions of RCW 21.”

In Re Washington Pub. Power Supply Sys. Sec. Litig., 673 F. Supp. 411 (W.D. Wash. 1987).

— Wash. Rev. Code § 21.20.430(l) — 1 case

Hoffer v. State, 755 P.2d 781 (Wash. 1988). “RCW 21.20.430(1)-(3). In the first situation, "[a]ny person, who offers or sells a security in violation of any provisions of RCW 21.”

Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.