Section 51-23-08 - Liability of principals, controlling persons, and others1. The act, omission, or failure of any official, agent, or other person acting for any individual, association, partnership, corporation, limited liability company, or trust within the scope of the person's employment or office must be deemed the act, omission, or failure of such individual, association, partnership, corporation, limited liability company, or trust, as well as of such official, agent, or other person.2. Every person who directly or indirectly controls another person liable under any provision of this chapter, every partner, officer, or director of such other person, every person occupying a similar status or performing similar functions, and every employee of such other person who materially aids in the violation is also liable jointly and severally with and to the same extent as such other person, unless the person who is also liable by virtue of this provision sustains the burden of proof that the person 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.