MAXA, J.
¶ 1 The State of Washington appeals the CR 12(b)(6) dismissal of its regulatory enforcement action against the Evergreen Freedom Foundation (the Foundation). The State filed suit after learning from a citizen complaint that the Foundation had provided pro bono legal services in support of local initiatives in Sequim, Chelan, and Shelton without reporting the value of those services to the Public Disclosure Commission (PDC).
¶ 2 RCW 42.17A.255(2) requires a person to report to the PDC certain "independent expenditures," defined in RCW 42.17A.255(1) to include any expenditure made in support of a "ballot proposition." RCW 42.17A.005(4) defines "ballot proposition" to include any initiative proposed to be submitted to any state or local voting constituency "from and after the time when the proposition has been initially filed with the appropriate election officer of that constituency before its circulation for signatures."
¶ 3 The language of RCW 42.17A.005(4) tracks the procedure for statewide initiatives, in which a proposition must be filed with election officials before any signatures are solicited. However, in many local jurisdictions — including in Sequim, Chelan, and Shelton — the initiative procedure requires that the appropriate number of signatures be
¶ 4 Here, the Foundation's pro bono legal services were provided after the Sequim, Chelan, and Shelton initiatives had been filed with local election officials but also after the initiatives had been circulated for signatures. The State argues that these initiatives were "ballot propositions" under the RCW 42.17A.005(4) definition. The Foundation argues, and the trial court ruled, that the initiatives were not "ballot propositions" when the legal services were provided because the initiatives already had been circulated for signatures. Under the Foundation's argument and the trial court's ruling, a local initiative filed in a jurisdiction where signatures must be obtained before filing could never constitute a "ballot proposition."
¶ 5 We hold that (1) under the only reasonable interpretation of RCW 42.17A.005(4), the Sequim, Chelan, and Shelton initiatives qualified as "ballot propositions" because the Foundation provided services after the initiatives had been filed with the local election officials, regardless of the additional qualification that the proposition had to be filed before its circulation for signatures; and (2) the disclosure requirement for independent expenditures under RCW 42.17A.255(2) does not violate the Foundation's First Amendment right to free speech. In the unpublished portion of this opinion, we reject the Foundation's additional arguments.
¶ 6 Accordingly, we reverse the trial court's dismissal of the State's regulatory enforcement action regarding the Sequim, Chelan, and Shelton initiatives, and we remand for further proceedings.
¶ 7 In 2014, groups of citizens in Sequim, Chelan, and Shelton prepared initiatives concerning collective bargaining between municipalities and the bargaining representatives of their employees, circulated the initiatives, and obtained signatures in their communities. The proponents then submitted the initiatives and signatures to all three cities. The Sequim city council failed to take any action. The Chelan city council directed its city attorney to file an action to determine the initiative's validity. The Shelton city commission declared the initiatives invalid and took no further action.
¶ 8 In response, the proponents of each initiative filed a lawsuit against their respective cities. The lawsuits requested that the initiatives be placed on the ballot to be voted on by city residents. In each case, the proponents were represented by attorney staff members of the Foundation. Apparently, attorneys representing various labor unions opposed each lawsuit. All three lawsuits were dismissed and none were appealed.
¶ 9 In October 2015, the State filed a complaint against the Foundation. The complaint alleged that RCW 42.17A.255 required the Foundation to report to the PDC the legal services provided by its staff in support of the initiatives. The State sought the imposition of a civil penalty as well as temporary and permanent injunctive relief.
¶ 10 The Foundation moved to dismiss under CR 12(b)(6) for failure to state a claim. The trial court granted the Foundation's motion and dismissed the State's complaint. The court reasoned that the applicable statutes were ambiguous and vague as to whether the Foundation was obligated to report its legal services.
¶ 11 The State appeals the trial court's dismissal order.
¶ 12 The Foundation filed its motion to dismiss the State's complaint under CR 12(b)(6), which provides that a complaint may be dismissed if it fails to state a claim upon which relief can be granted. We review a trial court's CR 12(b)(6) order dismissing a claim de novo. J.S. v. Vill. Voice Media Holdings, LLC, 184 Wn.2d 95, 100, 359 P.3d 714 (2015). We accept as true all facts alleged in the plaintiff's complaint and all reasonable inferences from those facts. Id. Dismissal under CR 12(b)(6) is appropriate if the plaintiff
¶ 13 In 1972, Washington citizens passed Initiative 276, which established the PDC and formed the basis of Washington's campaign finance laws. Voters Educ. Comm. v. Pub. Disclosure Comm'n, 161 Wn.2d 470, 479, 166 P.3d 1174 (2007). Initiative 276 is codified in portions of Chapter 42.17A RCW, which is known as the Fair Campaign Practices Act (FCPA).
¶ 14 RCW 42.17A.001 sets forth the declaration of policy of the FCPA. The public policy of the state includes:
RCW 42.17A.001 (emphasis added). In addition, RCW 42.17A.001 states that "[t]he provisions of this chapter shall be liberally construed to promote complete disclosure of all information respecting the financing of political campaigns and lobbying."
¶ 15 The FCPA requires candidates and political committees to report to the PDC all contributions received and expenditures made. RCW 42.17A.235(1). A "political committee" includes any organization receiving donations or making expenditures in support of or in opposition to a ballot proposition. RCW 42.17A.005(37).
¶ 16 A person who violates any provision in chapter 42.17A RCW may be subject to a civil penalty of not more than $10,000 for each violation. RCW 42.17A.750(1)(c). In addition, a court may compel the performance of any reporting requirement. RCW 42.17A.750(1)(h). The attorney general and local prosecuting authorities "may bring civil actions in the name of the state for any appropriate civil remedy, including but not limited to the special remedies provided in RCW 42.17A.750." RCW 42.17A.765(1). The PDC also may refer certain violations for criminal prosecution. RCW 42.17A.750(2).
¶ 17 The requirements for reporting expenditures under chapter 42.17A RCW involve the processes for submitting ballot initiatives at the statewide and local levels. The initiative processes at each level are established by state law and involve somewhat different requirements.
¶ 18 At the state level, chapter 29A.72 RCW governs the process for submitting initiatives to the voters. A person who desires to submit a "proposed initiative measure" to the people must file a copy of the proposed measure with the secretary of state. RCW 29A.72.010. After review by the office of the code reviser, the proponent must file the proposed measure along with a certificate of review with the secretary of state for assignment of a serial number. RCW 29A.72.020. The attorney general also formulates a ballot title for the proposed initiative. RCW 29A.72.060.
¶ 19 After the proposed initiative has been filed with the secretary of state and a ballot title has been prepared, the proponent can prepare petitions for signature. RCW 29A.72.100, .120. The proponent must obtain a certain number of signatures from legal voters, after which the petitions are "submitted to the secretary of state for filing." RCW 29A.72.150. The secretary of state then verifies the signatures. RCW 29A.72.230. If the
¶ 20 At the local level, RCW 35.17.260 allows ordinances to be initiated by petition of a city's registered voters filed with the city commission. But the initiative must receive a certain number of signatures from registered voters before being filed. RCW 35.17.260. The city clerk ascertains whether the petition is signed by a sufficient number of registered voters. RCW 35.17.280. The commission must decide whether to pass the proposed ordinance or submit the proposed ordinance to a vote of the people. RCW 35.17.260(1)-(2).
¶ 21 Chapter 35.17 RCW applies to cities incorporated under a commission form of government. See RCW 35.17.010. Although Sequim, Chelan, and Shelton are noncharter "code cities" subject to title 35A RCW,
¶ 22 Under the statutes discussed above, the procedure for submitting statewide and local proposed initiatives is similar, but the first two preliminary steps are reversed. For a statewide initiative, the proponent must file the proposed measure and then circulate the measure for signatures. For a local initiative, the proponent must circulate the proposed measure for signatures and then file the measure.
¶ 23 The State argues that the trial court erred in dismissing its complaint for failure to state a claim because the Sequim, Chelan, and Shelton proposed initiatives qualified as "ballot propositions" under RCW 42.17A.005(4), and therefore the Foundation was required to report to the PDC its independent expenditures in support of the initiatives. We agree and hold that the local initiatives qualified as "ballot propositions" once they were filed with the appropriate election officials.
¶ 24 Statutory interpretation is a matter of law that we review de novo. Jametsky v. Olsen, 179 Wn.2d 756, 761, 317 P.3d 1003 (2014). The primary goal of statutory interpretation is to determine and give effect to the legislature's intent. Id. at 762, 317 P.3d 1003. To determine legislative intent, we first look to the plain language of the statute. Id. We consider the language of the provision in question, the context of the statute in which the provision is found, and related statutes. Ass'n of Wash. Spirits & Wine Distribs. v. Wash. State Liquor Control Bd., 182 Wn.2d 342, 350, 340 P.3d 849 (2015).
¶ 25 If the statute defines a term, we must apply the definition provided. Nelson v. Duvall, 197 Wn.App. 441, 452, 387 P.3d 1158 (2017). To discern the plain meaning of undefined statutory language, we give words their usual and ordinary meaning and interpret them in the context of the statute in which they appear. AllianceOne Receivables Mgmt., Inc. v. Lewis, 180 Wn.2d 389, 395, 325 P.3d 904 (2014). And "[r]elated statutory provisions must be harmonized to effectuate a consistent statutory scheme that maintains the integrity of the respective statute." Koenig v. City of Des Moines, 158 Wn.2d 173, 184, 142 P.3d 162 (2006).
¶ 26 If a statute is unambiguous, we apply the statute's plain meaning as an expression of legislative intent without considering other sources of such intent. Jametsky, 179 Wash.2d at 762, 317 P.3d 1003. If the language of the statute is susceptible to more than one reasonable interpretation, the statute is ambiguous. Id. We resolve ambiguity by considering other indications of legislative intent, including principles of statutory construction,
¶ 27 We generally assume that the legislature meant precisely what it said and intended to apply the statute as it was written. HomeStreet, Inc. v. Dep't of Revenue, 166 Wn.2d 444, 452, 210 P.3d 297 (2009). When interpreting a statute, each word should be given meaning. Id. And when possible, statutes should be construed so that no clause, sentence, or word is made superfluous, void, or insignificant. Id. However, in special cases we can ignore statutory language that appears to be surplusage when necessary for a proper understanding of the provision. Wash. Water Power Co. v. Graybar Elec. Co., 112 Wn.2d 847, 859, 77 P.2d 9, 77 P.2d 99 (1989); see also Am. Disc. Corp. v. Shepherd, 160 Wn.2d 93, 103, 156 P.3d 858 (2007).
¶ 28 In addition, when construing two statutes, we assume that the legislature did not intend to create an inconsistency. Filo Foods, LLC v. City of SeaTac, 183 Wn.2d 770, 793, 357 P.3d 1040 (2015). Whenever possible, we read statutes together to create a harmonious statutory scheme that maintains each statute's integrity. Id. at 792, 357 P.3d 1040.
¶ 29 Finally, we can avoid a literal reading of a statute if it leads to strained, unlikely, or absurd consequences. Columbia Riverkeeper v. Port of Vancouver USA, 188 Wn.2d 421, 443, 395 P.3d 1031 (2017). "We may resist a plain meaning interpretation that would lead to absurd results." Univ. of Wash. v. City of Seattle, 188 Wn.2d 823, 834, 399 P.3d 519 (2017); see also Chelan Basin Conservancy v. GBI Holding Co., 188 Wn.2d 692, 705-08, 399 P.3d 493 (2017) (avoiding an absurd interpretation that would render a statute practically meaningless).
¶ 30 RCW 42.17A.255(2) requires any person who makes an "independent expenditure" to file a report with the PDC if the expenditure by itself or added to all other such expenditures made during the same "election campaign" equals $100 or more. RCW 42.17A.255(1) defines the term "independent expenditure" as "any expenditure that is made in support of or in opposition to any candidate or ballot proposition and is not otherwise required to be reported" under other provisions, with certain exceptions. (Emphasis added).
¶ 31 RCW 42.17A.005(4) defines "ballot proposition" to mean
(Emphasis added.) RCW 29A.04.091 defines "measure" to include "any proposition or question submitted to the voters."
¶ 32 RCW 42.17A.255(2) also refers to an "election campaign." RCW 42.17A.005(17) defines "election campaign" to include "any campaign in support of, or in opposition to..., a ballot proposition."
¶ 33 Under RCW 42.17A.005(4), there are two separate prongs of the definition of "ballot proposition." First, a ballot proposition is a "measure," RCW 42.17A.005(4), which under RCW 29A.04.091 is "any proposition or question submitted to the voters." In other words, under this prong an initiative becomes a "ballot proposition" only after it is actually placed on the ballot. The parties agree that the first prong does not apply here because none of the initiatives at issue were submitted to the voters.
¶ 34 Second, a ballot proposition is a proposition that is "proposed to be submitted to the voters" of any state or local voting constituency, but only "from and after the time when the proposition [1] has been initially filed with the appropriate election officer of that constituency [2] before its circulation for signatures." RCW 42.17A.005(4). The question here is whether this second prong applies
¶ 35 For statewide initiatives, application of the second prong of the "ballot initiative" definition is straightforward and unambiguous. A state initiative must be submitted to the secretary of state both before signature collection can begin, RCW 29A.72.010, and again after the required number of signatures are collected. RCW 29A.72.150. Because there are two points at which "filing" must occur, the phrase "before its circulation for signatures" clarifies when an initiative becomes a "ballot proposition" — from and after the first filing, which is the one that occurs before circulation for signatures.
¶ 36 For local initiatives, the second prong of the definition of "ballot initiative" is confusing. Unlike for statewide initiatives, in many local jurisdictions signatures must be gathered before any filing occurs. RCW 35.17.260. Therefore, for those local initiatives there can be no period that is both after filing but before circulation for signatures.
¶ 37 The Foundation argues that under the plain language of RCW 42.17A.005(4), the phrase "before circulation for signatures" means that the second prong of the "ballot initiative" definition can never apply to local initiatives in those jurisdictions — including in Sequim, Chelan, and Shelton — where obtaining signatures is required before a proposition can be filed. Therefore, the Foundation asserts that only the first prong of the definition could possibly apply to the local initiatives here, and the first prong clearly is inapplicable.
¶ 38 The State argues that the phrase "before its circulation for signatures" in RCW 42.17A.005(4) applies only to statewide initiatives and does not limit the second prong of the definition for local initiatives where obtaining signatures is required before a proposition can be filed. According to the State, the second prong at least applies to a proposition that "has been initially filed with the appropriate election officer." RCW 42.17A.005(4). Otherwise, the second prong's express application to local jurisdictions would be meaningless.
¶ 39 On initial review, the second prong of RCW 42.17A.005(4) is ambiguous. However, we conclude that the only reasonable interpretation is the State's position that a local initiative becomes a "ballot proposition" once it is filed with the appropriate election official.
¶ 40 As noted above, applying the phrase "before its circulation for signatures" in RCW 42.17A.005(4) literally would mean that the second prong of the definition of "ballot proposition" could never apply to initiatives in many local jurisdictions. But that result is inconsistent with other language of RCW 42.17A.005(4), which expressly applies the second prong to an initiative submitted not just to state voters, but also to the voters of "any municipal corporation, political subdivision, or other voting constituency." (Emphasis added.)
¶ 41 Further, the legislature amended RCW 42.17A.005(4) in 1975 to clarify that the second prong of the definition of "ballot proposition" applied to all jurisdictions, not just to statewide initiatives, and at the same time added the phrase "before its circulation for signatures." The language of Initiative 276 and the original language of RCW 42.17A.005(4) stated that the second prong applied to an initiative submitted to "any specific constituency which has been filed with the appropriate election officer of that constituency." LAWS OF 1973, ch. 1, § 2(2).
LAWS OF 1975, 1st Ex. Sess., ch. 294, § 2(2).
¶ 43 We avoid a literal interpretation of a statute that would lead to unlikely or absurd results. Columbia Riverkeeper, 188 Wash.2d at 443, 395 P.3d 1031. The Foundation's interpretation of RCW 42.17A.005(4) would lead to an absurd result. It would make no sense for the legislature to expressly extend the second prong to all local initiatives while at the same time adopting a requirement that precluded the application of the second prong to local initiatives where signatures must be collected before filing.
¶ 44 The Foundation argues that we cannot adopt an interpretation of RCW 42.17A.005(4) that ignores the phrase "before its circulation for signatures" because we must give effect to all the statutory language. In general, we must adopt an interpretation of a statute that does not render certain language superfluous. HomeStreet, 166 Wash.2d at 452, 210 P.3d 297. But this principle does not require adoption of the Foundation's position.
¶ 45 First, the Foundation fails to acknowledge that its interpretation ignores the part of RCW 42.17A.005(4) stating that the second prong applies to an initiative submitted to the voters of "any municipal corporation, political subdivision, or other voting constituency." The Foundation's position — that the second prong can never apply to most local initiatives — would render this language completely superfluous. But under the State's interpretation, the phrase "before its circulation for signatures" applies to and provides clarification for statewide initiatives, even though it does not apply to local initiatives.
¶ 46 Second, we can and must ignore statutory language when necessary for a proper understanding of the provision. Am. Disc., 160 Wash.2d at 103, 156 P.3d 858. Here, the only way we can apply the second prong of the definition of "ballot proposition" to all local initiatives — which the legislature clearly intended — is if we disregard the phrase "before its circulation for signatures" in the context of local initiatives where signatures must be obtained before filing.
¶ 47 Third, we must be mindful of the directive in RCW 42.17A.001 that the provision of the FCPA "be liberally construed to promote complete disclosure of all information respecting the financing of political campaigns." And relevant here, RCW 42.17A.001(5) states that "public confidence in government at all levels is essential and must be promoted by all possible means." (Emphasis added.) As the State points out, adopting the Foundation's position would create a large loophole in the FCPA's reporting requirements. The public would be precluded from receiving information regarding the financing of local initiatives at the most critical time — when signatures in support of the initiatives are being collected. On the other hand, the State's position is consistent with the primary purpose of the FCPA — to fully disclose to the public political campaign contributions and expenditures. RCW 42.17A.001(1).
¶ 48 We hold that the only reasonable interpretation of RCW 42.17A.005(4) is that the second prong of the definition of "ballot proposition" applies after a local initiative has been filed with the appropriate election official even though signatures already have been collected in support of that initiative. The phrase "before its circulation for signatures" applies only to statewide initiatives or to local jurisdictions that follow the statewide procedure.
¶ 49 Here, the State's complaint alleged that the Foundation provided pro bono legal support for each of the Sequim, Chelan, and Shelton initiatives after those initiatives had been filed with the respective cities. The State further alleged that the Foundation failed to report that support as an independent expenditure in support of a ballot proposition. For purposes of CR 12(b)(6), we must assume that these allegations are true. J.S., 184 Wash.2d at 100, 359 P.3d 714.
¶ 50 Based on our interpretation above, each initiative qualified as a "ballot proposition" under RCW 42.17A.005(4) once it was filed with the cities. As a result, under RCW 42.17A.255(2) the Foundation was required to file a report disclosing any independent expenditure that, alone or in combination with all other independent expenditures, equaled $100 or more.
¶ 51 The Foundation argues that any reporting obligations in this case could not be triggered because RCW 42.17A.255(2) requires that an independent expenditure was made "during [an] election campaign." The Foundation claims that there was never an election campaign in this case because the initiatives were never submitted to the voters. But an "election campaign" is defined in RCW 42.17A.005(17) to include "any campaign in support of, or in opposition to, a ballot proposition." The Foundation's pro bono legal services were rendered in support of the local initiatives — to assist their placement on the ballot. Therefore, because we conclude that the initiatives at issue here qualified as "ballot propositions," the Foundation's support occurred during an "election campaign."
¶ 52 By alleging that the Foundation failed to report its legal support of the Sequim, Chelan, and Shelton initiatives, the State stated a claim upon which relief could be granted. Accordingly, we hold that the trial court erred in dismissing the State's claim under CR 12(b)(6).
¶ 53 The Foundation argues that if we interpret RCW 42.17A.255 to require disclosure here, the statute would impermissibly infringe on the Foundation's right of free speech under the First Amendment to the United States Constitution. We disagree.
¶ 54 Generally, a statute is presumed to be constitutional, and the party challenging its constitutionality bears the burden of proving it to be unconstitutional beyond a reasonable doubt. Voters Educ. Comm., 161 Wash.2d at 481, 166 P.3d 1174. However, in the First Amendment context the State typically has the burden to justify a restriction on speech. Id. at 482, 166 P.3d 1174.
¶ 55 The applicable standard of review differs depending on whether a law limits speech outright or merely imposes disclosure requirements on the speaker. Id. Statutes that regulate speech based on its content must survive strict scrutiny. Rickert v. Pub. Disclosure Comm'n, 161 Wn.2d 843, 848, 168 P.3d 826 (2007). By contrast, disclosure requirements, although potentially a burden on the ability to speak, impose no ceiling on campaign-related activity and do not prevent speech. Citizens United v. Fed. Election Comm'n, 558 U.S. 310, 366, 130 S.Ct. 876, 175 L.Ed.2d 753 (2010).
¶ 56 Therefore, laws that impose disclosure requirements must survive the less stringent "`exacting scrutiny'" test, which requires disclosure requirements to have a "`relevant correlation' or `substantial relation'" to a governmental interest.
¶ 57 Disclosure requirements can further multiple governmental interests, including providing information to the public, deterring corruption and the appearance of corruption, and gathering the data necessary to enforce substantive election restrictions. McConnell v. Fed. Election Comm'n, 540 U.S. 93, 196, 124 S.Ct. 619, 690, 157 L.Ed.2d 491 (2003), overruled on other grounds by Citizens United, 558 U.S. 310, 130 S.Ct. 876; see also Voters Educ. Comm., 161 Wash.2d at 482, 166 P.3d 1174. On that basis, courts that have addressed disclosure requirements and have consistently determined that they sufficiently further a governmental interest. And courts have done so when specifically addressing chapter 42.17A RCW.
¶ 58 For example, the Ninth Circuit in Human Life of Washington Inc. v. Brumsickle addressed the same "independent expenditure" disclosure requirement at issue here. 624 F.3d 990, 998 (9th Cir. 2010). The court stated that disclosure laws help shed light on contributors to and participants in public debate, providing voters with the facts necessary to evaluate the messages competing for their attention. Id. at 1005. In the context of voter-decided ballot measures, the voters act as legislators, making it important that they know who is lobbying for their vote. Id. at 1007. Therefore, the court concluded that finance disclosure requirements "advance the important and well-recognized governmental interest of providing the voting public with the information with which to assess the various messages vying for their attention in the marketplace of ideas." Id. at 1008.
¶ 59 Washington courts have reached the same conclusion. In Voters Education Committee, the Supreme Court noted as important the governmental interests in providing the electorate with information and deterring corruption. 161 Wash.2d at 482, 166 P.3d 1174. The court acknowledged that the right to free speech held by organizations who engage in political speech includes a "fundamental counterpart" that is the public's right to receive information. Id. at 483, 166 P.3d 1174 (quotation marks and citation omitted). The court explained that constitutional safeguards that protect the organization also apply to ensure that the public receives information, thereby encouraging uninhibited, robust, and wide-open political speech. Id.
¶ 60 Similarly, Division One of this court has determined that the state has a substantial interest in the disclosure of information to promote the integrity of its elections and prevent concealment that could mislead voters. State ex rel. Pub. Disclosure Comm'n v. Permanent Offense, 136 Wn.App. 277, 284, 150 P.3d 568 (2006).
¶ 61 The same governmental interests in those cases apply here. As the legislature expressly stated, chapter 42.17A adopted the policy of fully disclosing contributions and expenditures for political campaigns and lobbying. RCW 42.17A.001(1). The goal of disclosure was intended to improve public confidence in the fairness of elections and government processes and to protect the public interest. See generally RCW 42.17A.001(1)-(11). In addition to those express goals, the governmental interests in educating voters and preventing concealment noted by other courts apply with equal strength here.
¶ 62 Under the second exacting scrutiny prong, our Supreme Court has stated that in most cases, disclosure requirements "`appear to be the least restrictive means of curbing the evils of campaign ignorance and corruption.'" Voters Educ. Comm., 161 Wash.2d at 483, 166 P.3d 1174 (quoting Buckley, 424 U.S. at 68, 96 S.Ct. 612). The United States Supreme Court in Citizens United emphasized
¶ 63 The reports required under RCW 42.17A.255 are substantially related to the government's interest in disclosure. The reports themselves include only the name and address of the person who provided an independent expenditure, the name and address of the person who received the independent expenditure, the amount and date of the independent expenditure, its purpose, and the sum of all independent expenditures during the campaign. RCW 42.17A.255(5). This information is consistent with the government's interests in providing the public with information, preventing corruption, and collecting data. In addition, by emphasizing disclosure, the reporting requirement imposes significantly less of a burden than spending limitations. Permanent Offense, 136 Wash. App. at 285, 150 P.3d 568. As a result, the requirement's relationship to the relevant governmental interests is sufficiently close to be valid.
¶ 64 The Foundation argues that the disclosure requirement is invalid because disclosure in this case violates the attorney-client privilege. For support, the Foundation cites RCW 5.60.060(2)(a), which privileges communication made by the client to an attorney or the attorney's advice given in the course of his or her professional employment. The privilege exists to allow a client to freely communicate with an attorney without a fear of compulsory discovery. Dietz v. Doe, 131 Wn.2d 835, 842, 935 P.2d 611 (1997). Generally, the privilege does not protect the name of a client because that information is not a confidential communication. Id. at 846, 935 P.2d 611. A limited "legal advice" exception may privilege a client's identity where disclosure of the client's name would implicate the client in criminal activity. Id.
¶ 65 But the Foundation has not shown that disclosure of pro bono legal services violates its attorney-client privilege. The fact that the Foundation provided pro bono legal services is not itself a confidential communication. Disclosing the value of those services also does not reveal any confidential information. And the Foundation does not argue that the legal advice exception applies.
¶ 66 The Foundation also argues that under Citizens United, disclosure and reporting requirements are valid only if they are limited to speech that is functionally equivalent to express political advocacy. But Citizens United holds the opposite. The Court noted that it had previously limited restrictions on independent expenditures to express advocacy. Citizens United, 558 U.S. at 368, 130 S.Ct. 876. It then expressly "reject[ed] Citizens United's contention that the disclosure requirements must be limited to speech that is the functional equivalent of express advocacy." Id. at 369, 130 S.Ct. 876.
¶ 67 The disclosure requirement in RCW 42.17A.255(2) satisfies the exacting scrutiny standard and is not otherwise invalid as applied in this case. Accordingly, we hold that the Foundation has not shown that the FCPA violates the First Amendment either facially or as applied.
¶ 68 We reverse the trial court's dismissal of the State's regulatory enforcement action regarding the Sequim, Chelan, and Shelton initiatives, and we remand for further proceedings.
¶ 69 A majority of the panel having determined that only the foregoing portion of this opinion will be printed in the Washington Appellate Reports and that the remainder shall be filed for public record in accordance with RCW 2.06.040, it is so ordered.
¶ 98 We reverse the trial court's dismissal of the State's regulatory enforcement action regarding the Sequim, Chelan, and Shelton initiatives, and we remand for further proceedings.
We concur:
BJORGEN, C.J.
