Court File and Parties

CITATION: Turlo et al. v. 2455655 Ontario Corporation, 2026 ONSC 1785

DIVISIONAL COURT FILE NO.: DC-25-00000876-00ML

DATE: 20260324

SUPERIOR COURT OF JUSTICE – ONTARIO

DIVISIONAL COURT

RE: ROMAN TURLO and 2384419 ONTARIO INC. Plaintiffs/ Respondents

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2455655 ONTARIO CORPORATION Defendant/Moving Party

AND RE:

DIVISIONAL COURT FILE NO.: DC-25-00000875-00ML

SOHAIL SHAH, 2413913 ONTARIO LTD., 2421955 ONTARIO INC. and 2395305 ONTARIO CORPORATION Plaintiffs/ Respondents

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2455655 ONTARIO CORP. Defendant/Moving Party

BEFORE: L. Brownstone J.

COUNSEL: Eli Karp and Taek Soo Shin, for the defendant/moving party on the leave motion Peter Smiley, Jesse Watts and Justin Perry-Daiter, for the plaintiffs/responding parties on the leave motion Brian Shiller, for Jonathane Ricci, proposed intervenor

HEARD: In writing March 24, 2026

ENDORSEMENT

[1] 2455655 Ontario Corporation (245), has sought leave to appeal the decision of Koehnen J. dated October 6, 2025, (the Decision), which imposed a Mareva injunction against it. The Decision applies to two separate actions. It ordered 245 to pay about $6.1 million into court pending the determination of the proceedings or further order of the court.

[2] In this motion, Jonathane Ricci seeks leave to intervene as an added party in 245’s motion for leave to appeal. Mr. Ricci states he has no interest in the funds that Koehnen J. ordered to be paid into court or in the outcome of the appeal of the Mareva injunction. He submits that he is an interested party because Koehnen J. made significant adverse findings about Mr. Ricci’s integrity and his conduct.

[3] 245 supports Mr. Ricci’s motion for leave to intervene; the plaintiffs/ responding parties on the leave motion oppose Mr. Ricci’s motion.

The Decision

[4] In the actions in which the injunction was granted, the plaintiffs claimed they were induced into investing money in real estate by three people, Mr. Estrabillo, Mr. Mohammed, and Mr. Ricci, through a vehicle called “1PLUS12”. The plaintiffs paid money into Mr. Ricci’s trust account to be invested. Through 1PLUS12 and a company known as Curah Capital Corporation, funds were paid into investments controlled by Mr. Arash Missaghi, an undischarged bankrupt who appears to have defrauded investors of millions of dollars. Mr. Missaghi was shot and killed by one of his victims in 2024.

[5] 245 received about $6.1 million in what the parties refer to as settlement funds. The plaintiffs allege that their investment funds form part of the $6.1 million and they are entitled to repayment from those funds. The defendant denies this is the case and states that the funds properly belong to 245.

[6] 245 has a single shareholder, Curah. Mr. Estrabillo is the sole director of Curah. There was various evidence before Koehnen J. about who owns Curah. There was evidence that the plaintiffs were told at the time of investing that Mr. Ricci was the beneficial owner of Curah. There was a 2024 email that, according to 245, signified that Mr. Ricci “gave his shares back.” Justice Koehnen did not accept 245’s characterization of that email. Mr. Estrabillo was cross-examined by the plaintiff’s counsel in advance of the motion before Koehnen J. Justice Koehnen noted that Mr. Estrabillo refused to respond to a question on cross-examination about who owns Curah. Justice Koehnen also rejected evidence 245 delivered after the motion was heard that stated that Mr. Estrabillo was the owner of Curah’s shares.

[7] The defendant noted that the settlement funds were to be distributed to 245 and Curah, with Curah receiving most of the funds. Investors in Curah, several of whom are directly or indirectly related to Mr. Estrabillo, were then to receive the funds.

[8] In his cross-examination, Mr. Estrabillo also refused a request to produce Mr. Ricci’s trust ledger so the plaintiffs could investigate where their funds went and determine the source of Curah’s funds. The motion judge stated: “Once again, I am left to draw an adverse inference from the refusal. Although Estrabillo may not have had direct access to Ricci’s trust ledger, as the sole director of Curah and 245 Co., he had access to information about where the investments funds were coming from and presumably had better access to Ricci than the Plaintiffs did. He does not appear to have made any effort to obtain the information requested.”

[9] In the course of his reasons, Koehnen J. made findings about Mr. Ricci. Mr. Ricci disputes the accuracy of these findings and of some of the evidence relied upon by Koehnen J. in support of those findings. These include findings that:

a. Mr. Ricci is an undischarged bankrupt; b. Mr. Ricci is the ultimate beneficial shareholder of 245; c. Mr. Ricci is the directing mind of 245; d. Mr. Ricci misappropriated and laundered funds through a complex Ponzi scheme; e. There were “complex, opaque practices of 245 Co. and its associates, Estrabillo, Ricci, and Curah.”

Motion for leave to appeal

[10] 245 seeks leave to appeal the Decision. Mr. Ricci states that he is an interested party in the motion for leave both because of the findings about his integrity and because he figures in 245’s grounds for leave to appeal. Mr. Ricci is presumably referring to the following grounds for leave to appeal, the first alleged to be a finding unsupported in the record, the second a general error:

The Motion Judge’s determination that the pleadings and evidence give rise to a strong prima facie case of fraud against 245. The Motion Judge based his determination inter alia on the fact that Ricci was the owner of 245. Ricci was not put on notice of the claim and was not called as a witness. There was no evidence from Ricci or anyone else that he was the owner of 245. The Motion Judge committed an error in reversing the onus to have the Defendant disprove Ricci’s ownership. The best evidence would have come from Ricci, who was not called as a witness.

The Motion Judge erred in finding that Ricci was the beneficial owner of Curah, and that therefore, a claim lay against 245. Even if such were true, which is denied, Shah should and could have sued Ricci directly and brought a motion to amend the claim he already had. Issuing a new claim against a corporation to which he is a complete stranger is an abuse of process;

Intervention on a motion for leave

[11] Leave to intervene as an added party is governed by rule 13.01, which provides:

13.01 (1) A person who is not a party to a proceeding may move for leave to intervene as an added party if the person claims,

(a) an interest in the subject matter of the proceeding;

(b) that the person may be adversely affected by a judgment in the proceeding; or

(c) that there exists between the person and one or more of the parties to the proceeding a question of law or fact in common with one or more of the questions in issue in the proceeding. R.R.O. 1990, Reg. 194, r. 13.01 (1).

(2) On the motion, the court shall consider whether the intervention will unduly delay or prejudice the determination of the rights of the parties to the proceeding and the court may add the person as a party to the proceeding and may make such order as is just.

[12] Mr. Ricci submits that he is directly affected by the decision and has a direct interest in the subject matter of the leave to appeal. As noted above, he submits that some of 245’s grounds for leave to appeal relate to him. Mr. Ricci submits he was denied natural justice because he was not provided with notice of the proceedings and was effectively labelled the mastermind of a Ponzi scheme. He submits that this adversely affects him, and he will be affected permanently if the decision stands.

[13] Mr. Ricci’s interest is not an interest in the disposition of the motion below or the appeal, in terms of the order made by the motion judge, but an interest in righting what he says are factual errors made without notice to him that affect him personally and professionally.

[14] An interest in the subject matter of a proceeding may exist when a person’s credibility and integrity are at issue: Beardon v. Lee, 2005 15470 (ON SC) at para. 9; Butty v. Butty, 2009 92125 (ON CA), 98 O.R. (3d) 713 (C.A.) at para. 8.

[15] However, there is no general right of a non-party in a civil action to make submissions whenever an adverse credibility finding about them may be made: Meridian Credit Union Limited v. Baig, 2016 ONCA 150 at para. 53. Further, as the Court of Appeal stated in Meridian, at para. 56, “[n]on-parties should not be able to lurk in the shadows and then spring up to challenge a decision whenever the outcome – or findings of fact – may affect them in some manner they do not like.”

[16] Granting intervener status in a motion for leave is a “rare and extraordinary event”: McFarlane v. Ontario (Education), 2019 ONCA 641 at para. 3; ING Canada Inc. v. Aegon Canada Inc., [2004] S.C.C.A. No. 50. This is equally true in the Divisional Court: Capital Sports Management Inc. v. Trinity Development, 2022 ONSC 4774.

[17] It is unusual to grant intervener status in private litigation: Beardon at para. 13.

[18] Once a criterion of rule 13.01 is met, the court must determine whether to exercise its discretion in favour of the person who seeks to intervene. Relevant factors include the nature of the case, the issues that arise, the likelihood of the proposed intervenor being able to make a useful contribution to the resolution of the motion without causing injustice to the immediate parties, and whether the intervention will unduly delay or prejudice the determination of the rights of the parties to the proceeding: Beardon, at para. 12.

Analysis

[19] I find Mr. Ricci has an interest in the subject matter of the proceeding. Applying Beardon and Butty, I find that the Decision makes adverse findings about Mr. Ricci’s integrity, which can suffice to create an interest for the purposes of rule 13.01.

[20] I turn to whether to exercise my discretion to permit Mr. Ricci to intervene in the leave motion. In considering the nature of the case, the issues, and whether the intervention will assist in resolving the motion without unduly delaying or prejudicing the determination of the rights of the parties, I find the following to be relevant.

[21] Mr. Ricci deposed that his intervention will be limited to providing a factum and oral argument if such is permitted. It has already been determined that the motion for leave will proceed in writing. Mr. Ricci does not seek leave to adduce fresh evidence in the leave motion and does not depose that he wishes to do so. Mr. Ricci has not provided a draft factum. I infer from his factum on this motion that Mr. Ricci would make submissions that the motion judge’s conclusions were based on mistaken facts on the record before him. 245’s notice of motion for leave to appeal refers to many, if not all, of the same alleged errors as does Mr. Ricci. This is quite different than the case in Butty, where neither party was likely to protect the witness’s position.

[22] Mr. Ricci also deposed that he is “severely impacted by the decision.” He did not provide any evidence of that impact. This is also unlike the case in Butty, where the court had before it evidence that the impugned decision had been circulated, queries had been made to the aggrieved person about the decision, and the decision had had a specific professional impact on him. I also note that, unlike Butty, in this case 245 is likely to advance the same arguments that Mr. Ricci wishes to make.

[23] Further, the Decision exists in the context of other ongoing litigation between Mr. Shah as plaintiff and Mr. Estrabillo, Mr. Ricci, and Mr. Mohammad as defendants. Mr. Karp, counsel for 245 in this litigation, acts for the three personal defendants in the other suit. The plaintiffs state that they intend to seek an order that the lawsuits be heard together.

[24] A number of things flow from this. First, unlike the situation in Butty, there will likely be further opportunities for Mr. Ricci to participate in the litigation. The motion at issue here is an interim motion, not a final disposition of litigation. The facts remain to be found on a final basis at trial. Further, that trial may occur in together with other litigation in which Mr. Ricci is a named party. He will have an opportunity to defend his reputation.

[25] Second, there is an element of lurking in the shadows here. I note that Mr. Karp, counsel for 245 who attended with Mr. Estrabillo on his cross-examination in this litigation, is counsel for Mr. Estrabillo and Mr. Ricci in the related litigation. During Mr. Estrabillo’s cross-examination, Mr. Karp refused to produce Mr. Ricci’s trust ledger when Mr. Estrabillo was asked to do so. He also refused to provide information about the ownership of Curah. Mr. Ricci claims the motion judge erred in determining, based on other evidence, that Mr. Ricci was Curah’s beneficial owner. The conduct of Mr. Ricci was clearly put in issue in Mr. Shah’s statement of claim in this litigation as well as in the cross-examination of Mr. Estrabillo. His counsel was clearly aware of this. It is difficult to accept Mr. Ricci’s statement that he learned about all of this for the first time when he did a case law search and found the Decision.

[26] For these reasons, in balancing the factors, I find that this is not an exceptional case in which I should exercise my discretion to permit Mr. Ricci to intervene in the leave to appeal motion. I decline to do so.

[27] Mr. Ricci’s notice of motion also sought an order that he be granted leave to intervene in the appeal if leave is granted. I adjourn that part of the motion. If the court grants 245 leave to appeal the decision, Mr. Ricci may renew his motion for leave to intervene in the appeal.

[28] No costs were sought and none are ordered.

L. Brownstone J.

Date: March 24, 2026