Full Opinion

IN THE COURT OF APPEALS OF THE STATE OF WASHINGTON ANDREW RADULESCU and JUSTIN GREEN, each individually and on No. 87987-1-I behalf of all others similarly situated, DIVISION ONE Respondents, PUBLISHED OPINION v. WEST COAST SECURITY, a Nevada corporation; WEST COAST SECURITY CONCEPTS INC., a Nevada corporation; ANTHONY LOMBARDI, individually and/or the marital community composed of ANTHONY LOMBARDI and JANE DOE LOMBARDI; RENAISSANCE TWO LLC; and LAKE CITY INVESTORS LLC, Defendants, PORTSMITH APARTMENTS LLC; and HARCO INSURANCE COMPANY (Bond No. 0859495), and/or SUNRISE LANE APARTMENTS LLC, Petitioners. BIRK, J. — In this class action, class representatives Andrew Radulescu and Justin Green (collectively Plaintiffs), obtained a default judgment on behalf of a class of security guards against their former employer. Plaintiffs then recorded wage liens on behalf of themselves and all others similarly situated on properties the guards had serviced that were owned by Portsmith Apartments LLC and No. 87987-1-I/2 Sunrise Lane Apartments LLC (collectively Property Owners). The Property Owners argue the court erred in denying their motion to dismiss because the Washington Wage Recovery Act (WRA), chapter 60.90 RCW, does not permit the Plaintiffs to record wage liens on behalf of absent class members and because the wage liens do not comply with the notice requirements of RCW 60.90.030. We hold that class representatives may record a wage lien on behalf of those class members having valid lien rights and that the wage lien must comply with the content requirements of RCW 60.90.030. We reverse the court’s denial of the Property Owners’ CR 12(b)(6) motion to dismiss the supplemental complaint and remand for further proceedings consistent with this opinion. I Because we are reviewing a CR 12(b)(6) motion to dismiss for failure to state a claim, we accept as true the factual allegations contained in the complaint. Jackson v. Quality Loan Serv. Corp., 186 Wn. App 838, 843, 347 P.3d 487 (2015). Documents whose contents are alleged in a complaint but which are not physically attached to the pleading may also be considered in ruling on a CR 12(b)(6) motion to dismiss. Rodriguez v. Loudeye Corp., 144 Wn. App. 709, 726, 189 P.3d 168 (2008). A Andrew Radulescu worked as an hourly-paid security officer for West Coast Security from April to June 2021. Justin Green worked as an hourly-paid security officer for West Coast Security from fall of 2018 to January 2019. In a lawsuit against West Coast Security, West Coast Security Concepts Inc., and Anthony 2 No. 87987-1-I/3 Lombardi (collectively West Coast Security), Plaintiffs alleged eight claims for relief: failure to provide rest and meal periods under RCW 49.12.020, payment of wages less than entitled under chapter 49.16 RCW and the Seattle Municipal Code (SMC) chapters 14.19 and 14.20, unlawful deductions and failure to reimburse business expenses, unpaid wages on termination under chapter 49.48 RCW, wage theft under chapter 14.20 SMC, willful refusal to pay wages under RCW 49.52.050, wrongful discharge in violation of public policy as pertaining to Radulescu, and retaliation under chapter 14.20 SMC as pertaining to Radulescu. West Coast Security defaulted. Without opposition, Plaintiffs moved for class certification, and the court certified the following class under CR 23(a) and (b)(3): All current and former hourly employees who worked for West Coast Security, West Coast Security Concepts Inc., and/or Anthony Lombardi as security guards or officers for any period of time from August 9, 2018, through 90 days before final resolution of this matter, who were based or resided in the State of Washington during such employment, and for whom Plaintiffs timely obtain last known contact information. The court appointed Plaintiffs as class representatives. After class certification, the Plaintiffs moved without opposition for default judgment against West Coast Security.1 The Plaintiffs filed the declaration of Jeff Mead, paralegal with the Plaintiffs’ counsel’s law firm, in support of their motion for default judgment. Mead explained that the Plaintiffs obtained “payroll data” from third-party vendors West Coast Security had used to “track time and pay 1 Plaintiffs did not move for a default judgment against West Coast Security Concepts Inc. because they believed it was the same entity as West Coast Security. 3 No. 87987-1-I/4 information.” Based on this information and a partial list of employees obtained from Lombardi, Mead performed a series of calculations. By these calculations, Mead sought to, among other things, “extrapolate” for certain periods for which data were lacking, and ultimately estimate “the average unpaid wages owed to each Class member per class week.” Mead summarized the amounts the Plaintiffs sought in the default judgment based on his calculations, consisting of sanctions, unpaid compensation, liquidated damages, exemplary damages, prejudgment interest, and Radulescu’s personal lost wages and emotional distress, as well as attorney fees and costs. The claimed amounts totaled $2,639,376.87. The court entered a default judgment for $2,642,144.36, which included the principal judgment amounts, interest, exemplary damages, liquidated damages, and sanctions.2 The court later entered an amended judgment, noting “there are or will be additional defendants in this action.” B The Plaintiffs invoked the WRA to collect on the default judgment from properties for which the Class provided security services. The Plaintiffs moved the court for an order seeking its authorization “to seek to obtain and distribute funds on behalf of the Class pursuant to [the WRA].” The Plaintiffs maintained that because they received detailed information of Class members’ hours at the specific 2 Mead’s declaration indicated that the Plaintiffs had incurred $2,767.50 in costs and that counsel would “request that this comes out of the Class common fund.” In the judgment, the line items totaled $2,639,376.87, the same amount supported by Mead’s declaration, but the judgment exceeded that total by $2,767.49. We surmise that the judgment presented to the court erroneously included the Plaintiffs’ litigation costs and was mis-tallied by one cent. 4 No. 87987-1-I/5 locations each class member worked, they could calculate the specific damages owed to each class member. Even though Mead had resorted to averaging to determine class-wide damages, the Plaintiffs now relied on the Mead declaration to indicate they could calculate the specific damages owed to class members based on each location where they worked. In connection with determining amounts owed for work subject to the City of Seattle minimum wage for instance, Mead had stated that “[t]he data, as produced, indicates at which location each Class member worked for every shift.” The declaration does not indicate whether location information was available for those periods for which damages were extrapolated. The court granted the motion. The Plaintiffs recorded liens against the Property Owners. The lien against Sunrise Lane identified claimants as “Andrew Radulescu, on his own behalf and on behalf of all others similarly situated [in care of the name, address, and phone number of class counsel]” and “Justin Green, on his own behalf and on behalf of all others similarly situated [in care of the name, address, and phone number of class counsel].” The recorded lien stated the principal amount for which the wage lien was claimed was $18,819.49. The Portsmith lien used identical language identifying the claimants. The principal amount for which the lien was claimed was $40,507.61. It is undisputed that neither Radulescu nor Green worked at either Sunrise Lane or Portsmith. Plaintiffs obtained leave of court and filed a supplemental complaint, naming the Property Owners as defendants. The Plaintiffs moved for declaratory relief. They asked the court to permit them to record wage lien claims on behalf of the 5 No. 87987-1-I/6 Class, even though the Plaintiffs themselves had not worked at the properties on which they had recorded liens. Plaintiffs argued that because they had been certified to fairly and adequately protect the interests of the class under CR 23(a)(4), they were authorized to record wage liens on behalf of the Class. They argued the wage lien notices complied with the WRA because the Plaintiffs recorded the wage lien notices on the properties on behalf of class members who provided security at each property respectively. The Property Owners moved to dismiss the supplemental complaint for failure to state a claim under CR 12(b)(6). They also moved to strike the Plaintiffs’ motion for declaratory relief. The Property Owners argued the Plaintiffs must strictly comply with the requirements of the WRA. They argued the liens failed because the Plaintiffs did not maintain or work at the properties, the liens did not identify class members who worked at the properties, the liens did not state who assigned the wage claim lien to the plaintiffs, and the liens did not provide the name, phone number, and address of the lien claimants. The superior court granted in part the Plaintiff’s motion for declaratory relief and denied the Property Owners’ motion to dismiss. Noting the absent class members could not act in their individual capacity, the court concluded that because the Plaintiffs were representatives of the Class under CR 23, they were the only persons who could record a wage lien on behalf of the Class. The superior court also concluded the wage lien notices substantially complied with the WRA, noting legislative intent that the statute be liberally construed as an avenue for relief for wage claimants. 6 No. 87987-1-I/7 This court granted the Property Owners’ motion for discretionary review. II The Property Owners argue class representatives are not authorized representatives permitted to record wage liens because the WRA explicitly mentions class representatives’ ability to foreclose wage liens but does not mention them as able to record liens on behalf of class members. We hold class representatives may record a wage lien on behalf of those class members having valid lien rights. We review questions of statutory interpretation de novo. PeaceHealth St. Joseph Med. Ctr. v. Dep’t of Revenue, 196 Wn.2d 1, 7, 468 P.3d 1056 (2020). “In interpreting statutes, we begin by considering the statute’s plain meaning.” Williams v. Athletic Field, Inc., 172 Wn.2d 683, 693, 261 P.3d 109 (2011). “ ‘The court’s fundamental objective is to ascertain and carry out the Legislature’s intent, and if the statute’s meaning is plain on its face, then the court must give effect to that plain meaning as an expression of legislative intent.’ ” Kovacs v. Dep’t of Lab. & Indus., 186 Wn.2d 95, 98, 375 P.3d 669 (2016) (quoting Dep’t of Ecology v. Campbell & Gwinn, LLC, 146 Wn.2d 1, 9-10, 43 P.3d 4 (2002)). “To determine this plain meaning, we look to ‘all that the Legislature has said in the statute and related statutes which disclose legislative intent about the provision in question.’ ” Id. (quoting Dep’t of Ecology, 146 Wn.2d at 11). We also consider amendments and the statutory scheme as a whole. Peacehealth, 196 Wn.2d at 8. “We regularly employ traditional rules of grammar when discerning a statute’s plain language.” Id. “When a statute’s plain language is unambiguous, meaning it is subject to only 7 No. 87987-1-I/8 one reasonable interpretation, our inquiry ends, and we will not resort to interpretative tools such as legislative history.” Id. “If the statute is ambiguous, we may consider aids to interpretation.” Williams, 172 Wn.2d at 693. “A statute is ambiguous if it is susceptible to two or more reasonable interpretations.” Id. The WRA provides that “[t]o establish a wage lien on real property pursuant to RCW 60.90.020, the lien claimant must,” among other requirements, “[f]ile for recording a notice of claim of wage lien” stating certain information. RCW 60.90.030(1)(a). A notice of claim of wage lien satisfies certain requirements if it is substantially in the form set forth in RCW 60.90.030(4). The form calls for the name of the lien claimant, and contemplates situations in which the person signing the claim of wage lien is not the claimant but is authorized to act on the claimant’s behalf, giving a list of example representative capacities. Id. This list of examples includes “representative,” but does not specifically mention “class representative.” Id. The WRA further provides that “[a] foreclosure action may be brought by the employee individual, the department, an administrative agency of a local government, the United States department of labor, the office of the attorney general, or a representative of the employee, including a collective bargaining representative or class representative.” RCW 60.90.070(6). The Property Owners argue that by expressly allowing class representatives to bring foreclosure actions but requiring that lien claimants record a lien in the first instance without mentioning class representatives, the legislature intended to deny class representatives the authority to record liens. They argue courts must construe statutory silence as intentional when the legislature has 8 No. 87987-1-I/9 expressly enumerated who may act. They rely on Washington Natural Gas Co. v. Public Utility District No. 1 of Snohomish County, 77 Wn.2d 94, 98, 459 P.2d 633 (1969). In discussing the classes or things to which the Consumer Protection Act (CPA), ch. 19.86 RCW applied, Washington Natural Gas Co. recognized that the omitted terms—municipal corporations and political subdivisions of the state— were not included in the statutory definition of applicable classes or things on which the statute operations. 77 Wn.2d at 98. Thus, the court reasoned the CPA did not apply to the disputed entity, municipal corporations. Id. Here, the statute as a whole does not suggest a legislative intent to deny class representatives the authority to record wage liens on behalf of class members having valid lien rights. It signals the opposite. RCW 60.90.070(1) authorizes a wage lien to be judicially foreclosed, and RCW 60.90.070(6) authorizes the action to be brought by the employee individually or by several other entities, including “a representative of the employee,” which is defined as “including” a “class representative.” This indicates, first, that the legislature intended that class representatives may enforce class members’ lien rights, and second, that its use of the term “representative” is inclusive of different kinds of authorized representatives. Although section .030 requires the lien claimant to record a notice of claim of wage lien, it contemplates through the model form that a representative may do so on the lien claimant’s behalf. RCW 60.90.030(4). Since section .070 identifies a “class representative” as one kind of included “representative,” it would be a strained reading to say that the same term “representative” in the model form in section .030 excluded “class representative.” 9 No. 87987-1-I/10 And, the Property Owners point to no logical reason why the legislature would intend that multiple lien claimants could foreclose their liens in a class proceeding, but only after the converging circumstance of each class member individually having recorded liens one-by-one beforehand. The plain language of the WRA permits class representatives to record a wage lien on behalf of those class members having valid lien rights. III The Plaintiffs argue the wage lien notices they recorded comply with RCW 60.90.030 because the notices contain the class representatives’ names as well as the contact information for class counsel. We disagree. A wage lien is authorized in favor of persons meeting specific requirements: “An employee, except a highly compensated employee, who complies with RCW 60.90.030 has a wage lien for wage claims on . . . [a]ny real property in the state of Washington that the wage claimant has maintained, for all wage claims for maintenance of that property.” RCW 60.90.020(1)(a)(iv). The statute defines “maintain” as “to maintain, clean, manage, improve, protect, repair, monitor, or restore real property at the instance of the owner or tenant or of any person acting by the owner’s or tenant’s authority.” RCW 60.90.010(11). “The interest in the property of any person who, prior to the commencement of the action, has a recorded interest in the property, or any part thereof, shall not be foreclosed or affected unless they are joined as a party.” RCW 60.90.080(1). The statute requires that the lien claimant file for recording a wage lien that includes “[t]he name, telephone number, and address of the lien claimant and, if the wage lien 10 No. 87987-1-I/11 has been assigned, the name of the person who assigned the lien.” RCW 60.90.030(1)(a)(i). Here, the recorded liens failed to comply or substantially comply with the content requirements of the WRA. Plaintiffs failed to identify the specific class members who maintained the properties on which they had filed liens. The recorded liens identify the claimants as the class representatives on behalf of themselves and others similarly situated, but the liens did not include any names of the class members who worked at each property. The same statutory language that indicates that a representative, including a class representative, may enforce lien rights on the lien claimant’s behalf also signals that the lien claimant who maintained the property and holds the substantive legal right is distinct from their authorized representative. Plaintiffs emphasize their acting as class representatives on behalf of the class members, arguing that it is not the case that authorized representatives cannot be named as lien claimants. Plaintiffs cite, for instance, Department of Labor & Industries v. Overnite Transportation Co., 67 Wn. App. 24, 36, 834 P.2d 638 (1992), in which the Department of Labor & Industries was permitted in an enforcement action to recover exemplary damages available to an aggrieved employee or their assignee, because, the court explained, “the Department stands in the shoes of the aggrieved employees and acts in a representative capacity on their behalf.” But this only undercuts Plaintiffs’ position: the security officers who maintained the properties would, if proceeding on their own, have to provide the content required by RCW 60.90.030 to perfect a lien. To the extent the Plaintiffs, 11 No. 87987-1-I/12 in the words of the metaphor, stand in the same shoes, they have the same obligation. While the WRA contemplates enforcement through a class action lawsuit, it does not make the class representative the claimant of the substantive right nor eliminate the requirement that the recorded lien give the owner of the property on which the lien is being recorded information about the facts giving rise to the encumbrance. This includes the identity of the person alleged to have maintained the property. Failure to comply with the content requirements of RCW 60.90.030(1)(a)(i) contravenes the summary nature of the foreclosure and show cause proceedings of the WRA. A wage lien is extinguished if an action for the underlying wage claim is not brought within eight months of the date the wage lien was recorded or if the foreclosure notice was not brought within eight months of recording the wage lien. RCW 60.90.090(1)(a). And owners of personal property may within this window move for an order directing the lien claimant to show cause no later than 15 days from date of service of the motion why the lien is not frivolous and made without reasonable cause or clearly excessive. RCW 60.90.130(1). Read together, the provisions evince a legislative intent for summary resolution of wage liens, and failure to comply with the content requirements impairs such resolution. Because the liens did not comply with RCW 60.90.030, they were not authorized under RCW 60.90.020, and the superior court erred by denying the Property Owners’ CR 12(b)(6) motion to dismiss. With this conclusion, it is not necessary to reach any other issues raised by the parties or amici. We reverse 12 No. 87987-1-I/13 the denial of the motion to dismiss, direct that the supplemental complaint be dismissed, and remand for proceedings consistent with this opinion. WE CONCUR: 13