ONTARIO
SUPERIOR COURT OF JUSTICE
B E T W E E N:
THERESA YOGARANIE PAULPILLAI, personally and in her capacity as Estate Trustee of the Estate of Richmond Gabriel Paulpillai, MANEHARRAN PAULPILLAI, and ALL SAINTS UNIVERSITY LIMITED
E.G. Upenieks and Jonah Waxman for the plaintiffs
Plaintiffs
- and -
JOSHUA AKANNI YUSUF, MEERC INC., ALL SAINTS UNIVERSITY SCHOOL OF MEDICINE LIMITED, AVONELLE PINARD, DAVID BRUNEY, FRANKIE BELLOT, MEDICAL EDUCATION EXAMINATION RESOURCE CENTRE, OPTIMUM ACADEMIC SERVICES INC., AMERICAN UNIVERSITY OF ST. VINCENT INC., JANET ADEFUNKE YUSUF, GUZIN DINCEL, MANMADHAN NAIR, JOHN DOE #1, JOHN DOE #2, JANE DOE #1, and JANE DOE #2
O.G. Barnwell, Counsel for the Respondents
Defendants
John Russo and Monty Dhaliwal for BDO Canada Limited, Court Monitor
HEARD: April 27, 2022
REASONS FOR DECISION ON MONITOR’S MOTION FOR DIRECTIONS
Daley, J.
Introduction:
1The court monitor BDO Canada Limited (the “Monitor”) as appointed by the order of Fowler Byrne J., dated February 6, 2020 (the “Order”), brought a motion for advice and directions as to its role and its Monitor’s duties and activities.
2Before dealing with the substantive issues raised by the Monitor’s motion, it is necessary to consider the procedural history following the Monitor’s appointment up to and including the time the present motion was served.
3The defendants opposed the Monitor’s motion and filed submissions outlining its position and the basis for its opposition to the relief sought.
4The plaintiffs supported the Monitor’s motion but filed no evidence or submissions on the return of the motion.
5In accordance with its mandate, the Monitor, as an officer of the court, served and filed its First Report of the Monitor, dated March 15, 2022 (“First Report”), along with the present motion.
6The defendants filed submissions only as to the Monitor’s motion, without any evidentiary record in support of their position.
7Counsel for the defendants submitted that I must consider earlier evidence that had been filed on behalf of the defendants in this proceeding, however counsel did not requisition the entire court file relating to this matter and request that it be placed before the court as is required by rule 37.0 (1) and as such no evidence was adduced by the defendants on this motion.
8Without any notice to the plaintiffs or the Monitor, counsel for the defendants submitted that I should consider various aspects of the evidentiary record relating to earlier motions and appeals in this proceeding. I declined to do so given the defendants’ failure to properly requisition file materials in accordance with rule 37.10 (1), and as well, on the basis that I would not simply search through a massive file that was not part of the evidentiary record before me, particularly where the defendants failed to specifically identify and refer to earlier evidence from motions and appeals within their submissions. In addition to being unfair to the plaintiffs and the Monitor, the position advanced by counsel for the defendants was entirely contrary to the scope and purpose of rule 37.10 (1). Clearly the purpose of that rule is to ensure that all parties on a motion are aware, in advance of the motion, of the evidentiary record that would form the basis of the submissions and legal positions taken by the parties.
Monitor’s Motion:
9On its motion the Monitor seeks a wide variety of relief and directions from the court in order to allow it to carry out its mandate and duties as set out in the Order.
10As outlined in the reasons for the decision of Fowler Byrne J., this action has its origin in a dispute relating to the partnership and corporate ownership of two medical schools located in the Caribbean. The court’s reasons for the decision outlined in detail the orders made at paragraph [94] which provided as follows:
[94] For the reasons set forth herein, I make the following orders:
i. Unless otherwise varied herein, the Order of February 1, 2019 remains in force;
ii. BDO is appointed as a Monitor, an officer of this Court, to monitor the business operations and financial affairs of MEERC Inc., the Medical Education Examination Resource Centre, All Saints University Limited, All Saints University School of Medicine Limited and the American University of St. Vincent (collectively “the Corporate Respondents”);
iii. For the purposes of any Order made on this day, any monitoring or investigation with respect to the American University of St. Vincent shall commence only from the date that the Respondent Joshua Akanni Yusuf acquired any degree of ownership, management or control of the American University of St. Vincent;
iv. The Applicants, Yusuf and the Corporate Respondents shall forthwith provide the necessary written direction or authorizations that permit the Monitor to speak to the people the Monitor requires, obtain information or documentation from third parties that it requires, or take any action that is required to facilitate the Monitor in completing its mandate in a timely and efficient manner in Ontario, Dominica and St. Vincent and the Grenadines;
v. The Monitor is hereby directed and empowered to monitor the business operations and financial affairs of the Corporate Respondents, including the power to:
Have full and complete access to the books, records, data, including data in electronic form, and other financial documents of the Corporate Respondents to the extent that is necessary to adequately assess the Corporate Respondents’ business and financial affairs or to perform its duties arising under this Order;
Have full and direct access to banking and accounting systems of the Corporate Respondents electronically over the internet;
Make inquiries of the existence of any property owned by or that ought to be owned by the Corporate Respondents, including the location of the property, and to have immediate and continued access to this property and require the delivery of all such property to the Monitor upon the Monitor’s request;
Make inquiries into the past business practices of the Corporate Respondents, subject to subparagraph 94(c);
Facilitate payment of operating expenses for the Corporate Respondents on just and equitable terms and consistent with past practices, which includes any expenses for advertising or marketing;
Audit the current and historical books and records of the Corporate Respondents, subject to subparagraph 94(c);
Compel the production of documents from third parties;
Report to the parties and the Court on the Monitor’s findings;
Report or apply to this Court as the Monitor may deem appropriate with respect to the matters relating to the business of the Corporate Respondents, compliance with any Orders issued by this Court, and such other Matters as may be relevant to the proceedings here; and
Take any steps reasonable incidental to the exercise of the Monitor’s powers and duties, or the performance of any statutory obligations.
vi. All funds, monies, cheques, instruments and other forms of payments received or collected by the Corporate Respondents, prior, and subsequent, to this Order and by the Monitor, if any, from and after the making of this Order from any source whatsoever, including without limitation the sale of all or any of the assets or property of the Corporate Respondents and the collection of any accounts receivable in whole or in part, whether in existence on the date of this Order or hereafter coming into existence, shall be deposited into one or more new accounts to be opened by the Monitor (“the Post Order Accounts”) and the monies standing to the credit of such Post Order Accounts from time to time, net of any disbursements provided for herein for the continued operations of the Corporate Respondents shall be held by the Monitor to be paid in accordance with the terms of this Order or any further Order of this Court;
vii. The Monitor is hereby directed and empowered to determine the appropriate equalization payments as between the parties and to make said equalization payments upon the agreement of the parties or order of the court;
viii. The Monitor shall take no part whatsoever in the management of the business of the Corporate Respondents and shall not, by fulfilling its obligations hereunder, be deemed to have taken or maintained possession or control of the business of the Corporate Respondents;
ix. In addition to the rights and protections afforded to the Monitor herein, the Monitor shall incur no liability as a result of its appointment or the carrying out of the provisions of this Order, save and except for any gross negligence or willful misconduct on its part. Nothing in this Order shall derogate from the protections afforded to the Monitor as an officer of the Court;
x. The Applicants, Corporate Respondents and Yusuf shall provide written instruction, direction and authorization to others who have notice of this order to forthwith advise the Monitor of all material steps taken by the Corporate Respondents pursuant to this Order, and shall co-operate fully with the Monitor with the assistance that is necessary to enable the Monitor to adequately carry out the Monitor’s functions.
xi. The Corporate Respondents, the Applicants and Yusuf themselves shall provide written instruction, direction and authorization to others who have notice of this order to forthwith advise the Monitor of the existence of any books, documents, securities, contracts, orders, corporate and accounting records, and any other papers, records and information of any kind related to the business or affairs of the Corporate Respondents, and any computer programmes, computer tapes, computer disks, or other data storage media containing any such information (the foregoing, collectively, “the Records”) in that person’s possession or control, and shall provide to the Monitor or permit the Monitor to make, retain and take away copies thereof and grant to the Monitor unfettered access to and use of accounting, computer, software and physical facilities relating thereto, provided however that nothing in this paragraph or the preceding paragraph shall require the delivery of the Records, or the granting of access to Records, which may not be disclosed or provided to the Monitor due to the privilege attaching to solicitor-client communication or due to statutory provisions prohibiting such disclosure;
xii. If any of the Records are stored or otherwise contained on a computer or other electronic system of information storage, whether by independent service provider or otherwise, the Applicants, Yusuf and Corporate Respondents shall authorize or direct all persons in possession or control of such Records to forthwith give unfettered access to the Monitor for the purpose of allowing the Monitor to recover and fully copy all of the information contained therein whether by way of printing the information onto paper or making copies of computer disks or such other manner of retrieving and copying the information as the Monitor in its discretion deems expedient, and shall not alter, erase or destroy any Records without the prior written consent of the Court. Further, for the purposes of this paragraph, the Corporate Respondents, Yusuf, the Applicants or any of those persons so authorized in writing by the aforementioned, shall provide the Monitor with all such assistance in gaining immediate access to the information in the Records as the Monitor may in its discretion require, including providing the Monitor with instructions on the use of any computer or other system and providing the Monitor with any and all access codes, account names and account numbers that may be required to gain access to the information;
xiii. The Monitor and counsel to the Monitor shall be paid their reasonable fees and disbursements, in each case at their standard rates and charges unless otherwise ordered by the Court on the passing of accounts, and the Monitor and counsel to the Monitor shall be entitled to and are hereby granted a charge (“the Monitor’s Charge”) on the assets of the Corporate Respondents as security for such fees and disbursements, both before and after the making of this Order in respect of these proceedings, and that the Monitor’s Charge shall form a first charge on the assets of the Corporate Respondents in priority to all security interests, trusts, liens, charges and encumbrances, statutory or otherwise;
xiv. The Applicants and Respondents shall forthwith authorize the release of $500,000 to the Monitor as a retainer for their services, or any other sum as agreed by the parties, to be replenished as required, which sum shall be paid from the funds of the partnership;
xv. The Monitor and its legal counsel shall pass its accounts from time to time, and for this purpose the accounts of the Monitor and its legal counsel are hereby referred to a Judge of the Ontario Superior Court of Justice, or master;
xvi. The parties shall immediately authorize the release of $1 million dollars from the partnership funds to the Applicants for the purpose of operating ASU SVG; the Applicants shall provide a full accounting of these funds to the Monitor; this payment shall be considered an advance on any sum found to be payable to the Applicants;
xvii. Any further release of interim funds shall be at the sole discretion of the Monitor;
xviii. On a without prejudice basis, Yusuf is hereby restrained from, either individually or in partnership or jointly or in conjunction with any person or persons, as principal, agent or shareholder, or in any manner whatsoever, carrying on or being engaged in or concerned with or interested in, or managing, advising, lending money to, guaranteeing the debts of or obligations of, or permitting his name or any part thereof to be used or employed or associated with any company or any of their parents, subsidiaries, affiliates or associated companies who carry on the business of providing medical education in St. Vincent and the Grenadines, except with respect to the American University of St. Vincent;
xix. With respect to the American University of St. Vincent, Yusuf is restrained from further employing or otherwise engaging the services of individuals who have worked for ASU SVG anytime in the previous 12 months, unless they are so employed or engaged as of the date of this order, or from further enrolling or otherwise participating in the education of any student who had previously been enrolled with ASU SVG in the previous 12 months, unless they are so enrolled as of the date of this order, except by agreement between the parties or by further court order; this order is made without prejudice to any claim the Applicants may have in the action with respect to this alleged improper competition or alleged breach of fiduciary duty;
xx. This application is converted into an action;
xxi. The applicants shall be the plaintiffs and the respondents shall be the defendants;
xxii. The plaintiffs shall deliver a statement of claim within 30 days from today’s date.
xxiii. The plaintiffs have leave to add the American University of St. Vincent and related individuals as Defendants in these proceedings;
xxiv. The Affidavit of Joshua Akanni Yusuf, entitled “Confidential, Subject to Sealing Order” dated April 18, 2019 shall remain sealed;
xxv. The Affidavit of Maneharran Paulpillai, entitled “Confidential – Subject to Sealing Order”, dated April 24, 2019, shall remain sealed;
xxvi. The motion to seal the entire court file is otherwise dismissed, without prejudice to either party seeking a similar order in the action;
xxvii. With the exception of costs, I am no longer seized of this matter.
xxviii. The parties are encouraged to resolve the issue of costs themselves. If they are unable to do so, both parties are to provide their written costs submissions, double spaced, single sided, limited to 2 pages, exclusive of Costs Outline and case law, to be served and filed no later than February 28, 2020; responding submissions, with the same size restrictions, shall be served and filed no later than March 20, 2020; if submissions are not received by both parties on or before February 28, 2020, costs will be reserved to the trial judge.
11Richmond Gabriel Paulpillai (“Richmond”), now deceased, and represented by his wife the plaintiff, Theresa Yogaranie Paulpillai, as estate trustee, was a director and shareholder in the corporate defendants (as referred to as the “Corporate Respondents” in the Order).
12The defendant Joshua Akanni Yusuf (“Yusuf”) was a partner with Richmond in the ownership and operation of the corporate defendants, including two medical schools.
13Following Richmond’s death, the parties to this action have been unable to resolve disputes as to the ownership and management of the corporate defendants.
14It was as a result of the breakdown of the business relationship among these parties following Richmond’s death that BDO was appointed as Monitor in accordance with the terms of the Order.
15It is the position of the Monitor that the defendants have refused or failed to comply with the terms of the Order so as to allow it to carry out all of its duties as established by the Order and thereafter report to the court accordingly.
16As set out in the First Report, the Monitor states that the defendants have refused or failed to provide access to financial records and information of a wide variety that are necessary for the Monitor’s review in accordance with the terms of the Order and in its role as an officer of the court.
17I have reviewed the First Report and hereby approve of the Monitor’s report. There was no opposition taken to the approval of the report, although the defendants continue to take issue with several aspects of the Order as well as the terms of appointment and scope of review provided to the Monitor.
18In summary, the Monitor, in its First Report outlines its activities and the results of its inquiries and investigations since its appointment in February 2020.
19In addition to the requirement that the defendants provide very substantial documentary and financial disclosure to the Monitor, the Order also provided that the defendants authorize the release of the sum of $500,000 to the Monitor as a retainer for its services as set out in paragraph [94] set out above. The retainer amount remains unpaid despite the fact that this Order came into effect in February 2020.
20Since the Order, the defendants have taken several steps to set aside or vary the Order including:
I -October 19, 2020 – Court of Appeal quashes defendants’ motion for leave to appeal on the basis that the proper jurisdiction to appeal the Order rests the Divisional Court;
II -January 29, 2021 – Divisional Court dismisses motion for leave to appeal the Order;
III -March 10, 2021 – Court of Appeal dismisses defendants’ motion for reconsideration of Court of Appeal decision of October 19, 2020;
IV -June 21, 2021 – Court of Appeal dismisses defendants’ motion for leave to appeal Divisional Court decision of June 29, 2021;
V- February 24, 2022 – Supreme Court of Canada dismisses defendants’ application for leave to appeal the Court of Appeal decision of June 21, 2021;
VI-April 19, 2022 – defendants were denied leave to bring further motion to set aside or vary the Order.
21In addition to detailing the history of this litigation in its First Report, the Monitor provides details as to its efforts at obtaining the defendants’ compliance with the terms of the Order, including their payment of the retainer amount and as well, providing the documentary and financial disclosure required by the Order.
22The First Report sets out in detail the timeline during which the Monitor took steps to enforce compliance of the Order and those steps can be summarized as follows:
(a) August 27, 2021- the Monitor sent correspondence to the defendant Yusuf (Exhibit 28 in First Report) which set out the Monitor’s requirements.
(b) August 27, 2021- the defendant Yusuf responded by email to counsel for the defendants with a copy to the Monitor directing that counsel “deal with this matter FULLY….” (Exhibit 29 in First Report).
(c) August 27, 2021 – the defendants’ counsel responded to the Monitor advising that the defendants were in the process of perfecting an application for leave to appeal to the Supreme Court of Canada and that depending on the outcome of that application compliance with the terms of the Order would be revisited.
(d) October 19, 2021 – counsel for the Monitor wrote to counsel for the defendants advising that it would be moving before the court for advice and directions given the defendants’ failure to comply with the terms of the Order. Counsel for the defendants acknowledged that there was no stay of proceedings in place as a result of the defendants’ application for leave to appeal to the Supreme Court of Canada.
23As a result of the cooperation of Dr. Maneharran Paulpillai (“Mane”), the son of Theresa Yogaranie Paulpillai, who is the manager of the defendant All Saints University Limited, the Monitor has been made aware of funds on hand in the defendant MEERC Inc. of CAD $22,394.06 plus USD $145,569.56 and the defendant Medical Education Examination Resource Centre in the sum of CAD $4,573,405.64.
24Mane further authorized the release of $500,000 in retainer funds to be paid to the Monitor, however these funds have never been advanced in accordance with the terms of the Order.
25In its report, the Monitor raises several concerns, including the fact that it is not in control of any of the funds possessed by the defendants. The Monitor, as a result, cannot carry out its assigned duties, which include administering such funds in accordance with the terms of the Order. The Monitor further expressed concerns in its report that funds in the possession of the defendants may be dissipated.
Analysis:
26The position put forward by the Monitor’s counsel is simple – it requires that the terms of the Order be complied with by the defendants and nothing more.
27The defendants, in responding to the Monitor’s motion, have simply repeated submissions that have been made on several occasions and rejected by multiple courts for the entirely transparent purpose of blockading any effort on the part of the Monitor to ensure that the interests of all those involved are protected and the terms of the Order are complied with.
28Counsel for the defendants, presumably with his clients’ authority, has been relentless in his efforts to completely stonewall the authority of this court and its officer, the Monitor. I have already concluded that the defendants’ effort to restart another chain of motions and likely appeals to set aside or vary the Order amounted to an abuse of process and as such leave was denied to the defendants to proceed with further motions attacking the Order.
29It was submitted on behalf of the defendants that it was a condition precedent to the Order having any binding effect on the defendants that the order must first be registered in the court in St. Vincent and the Grenadines (“SVG”). The record shows that the Order was registered with the court in SVG, however that order was later vacated by that court.
30Counsel for the defendants urged that the court accept his submissions which have absolutely no basis in the evidence or the applicable law.
31The defendants attorned unconditionally to the jurisdiction of this court, and therefore absent any evidence or case authority to indicate otherwise, the defendants are fully bound by the terms of the Order.
32Although not clearly articulated by counsel for the defendants, it appears that his clients are advancing a position that conflates the concepts of jurisdiction and enforcement when it comes to the terms of the Order.
33Furthermore, notably the defendants Yusuf, MEERC Inc. and The Medical Education Examination Resource Centre, a Canadian partnership, are all resident in Ontario.
34Given that the defendants have offered no evidence nor any basis in law to support their position that they are not required to comply with the terms of the Order, I have concluded that the relief sought by the Monitor is clearly necessary and appropriate in order to allow it to carry out its lawful mandate as an officer of the court.
35Counsel for the plaintiffs have submitted a draft order in keeping with the prayer for relief in their notice of motion. Although the defendants’ approval as to the form and content of the order is not a term of the order I propose to have issue, counsel for the defendants did provide uninvited submissions as to the form of the order and I have considered those submissions.
36Attached to these reasons for decision as Appendix “A” is an Order in the form which shall issue without any approval as to either form or content or content by the defendants. I will sign an Order in the attached form, which will be released to counsel with these reasons for decision.
37Counsel for the Monitor and plaintiffs shall deliver submissions as to costs of this motion within 20 days from the release of these reasons, with submissions on behalf of the defendants to be served and filed within 20 days thereafter. The submission shall be limited to two pages. along with a costs outline. No reply submissions shall be filed without leave.
Daley, J.
Released: June 14, 2022
Attached: Appendix A
Court File No. CV-19-306
ONTARIO
SUPERIOR COURT OF JUSTICE
THE HONOURABLE
WEDNESDAY , THE 27TH
MR. JUSTICE DALEY
DAY OF APRIL, 2022
B E T W E E N:
(Court Seal)
THERESA YOGARANIE PAULPILLAI, in her capacity as the ESTATE TRUSTEE FOR THE ESTATE OF RICHMOND GABRIEL PAULPILLAI, THERESA YOGARANIE PAULPILLAI and MANEHARRAN PAULPILLAI
Plaintiffs
and
JOSHUA AKANNI YUSUF, MEERC INC., MEDICAL EDUCATION EXAMINATION RESOURCE CENTER, ALL SAINTS UNIVERSITY LIMITED and ALL SAINTS UNIVERSITY SCHOOL OF MEDICINE LIMITED
Defendants
ORDER
THIS MOTION, made by the Monitor, BDO Canada Limited (the “Monitor”), for directions with respect to the Order of the Honourable Justice Fowler-Byrne dated February 6, 2020 (the “Fowler-Byrne Order”), was heard by video conference on this day.
ON READING the Motion Record of the Monitor, dated March 15, 2022, the First Report of the Monitor, dated March 15, 2022 (the “First Report”), the Written Submissions of the Defendants Yusuf et al. dated March 30, 2022, on being advised that the John M. Yeboah Professional Corporation and John M. Yeboah (collectively the “Accountants”) had notice of this Motion, but did not attend despite being duly served, and on hearing the submissions of counsel for the Monitor, the Defendants, and the Plaintiffs,
THIS COURT ORDERS that the Canadian Imperial Bank of Commerce (“CIBC”) shall pay to BDO Canada Limited the sum of $500,000.00, from the account of Medical Education Examination Resource Center, CIBC Account Number 35-74415, Branch Transit Number 08152, within fourteen (14) days of the receipt of this order;
THIS COURT ORDERS that the Defendants, including Joshua Akanni Yusuf (“Yusuf”), shall forthwith disclose to the Monitor, or make available to the Monitor all original physical and electronic records of All Saints University Limited (“ASU-SVG”), All Saints University School of Medicine Limited (“ASUSM Ltd.”), MEERC Inc. (“MEERC”), Medical Education Examination Resource Center (“Center”, and collectively with ASU-SVG, ASUSM Ltd. and MEERC, referred to as the “Entities”) and/or American University of St. Vincent (“AU-SV”, as limited by the Fowler-Byrne Order) in their power, possession or control, including (without limiting the generality of the foregoing):
(a) Financial Statements (Audited, Review Engagement or Notice to Reader) for the Entities and AU-SV for fiscal years 2015 – 2020;
(b) Available interim financial statements for the Entities and AU-SV for 2021;
(c) Particulars of all bank accounts held by the Entities and AU-SV, including the names and addresses of the financial institutions, jurisdictions, contact information, account numbers and signing authorities;
(d) Bank Statements (including Cancelled Cheque copies) for all known bank accounts of the Entities and AU-SV for calendar years 2016 - current, including but not limited to:
(i) Royal Bank of Canada – 1019918
(ii) Royal Bank of Canada – 1019959
(iii) Royal Bank of Canada – 1011568
(iv) Royal Bank of Canada – 1021568
(v) Bank of Nova Scotia – 5068771
(vi) Bank of Nova Scotia – 5068772
(vii) Bank of Nova Scotia – 5068650
(viii) Bank of Nova Scotia – 1811321
(ix) CIBC - 31-53916
(x) CIBC · 02-39216
(xi) CIBC - 35-74415
(xii) TD account of Asudom Academy of Science
(e) The updated balances currently residing in the various bank accounts referred to immediately above;
(f) Identification of known bank accounts of the Entities and AU-SV, whether active or not, not listed above;
(g) Confirmation of whether the Entities maintain any account or any funds in PayPal accounts or any other money transferral services (i.e. Paypal, Venmo, etc.);
(h) PayPal account statements of the Entities and AU-SV from 2016 to date closed;
(i) General Ledgers of the Entities and AU-SV for fiscal years 2016 - current;
(j) Trial balances for fiscal years 2016 - current;
(k) Income tax filings for the Entities and AU-SV for calendar years 2016 - 2020;
(l) A copy of any shareholder agreement;
(m) A copy of any partnership agreement;
(n) Minutes of Meetings and Resolutions of Shareholders of the Entities and AU-SV;
(o) Articles of Association, By-laws of the Entities and AU-SV;
(p) Listing of all current and past staff of the Entities and AU-SV and their positions with contact info for the current staff;
(q) Summary of the student enrollment for calendar years 2016 - 2021 for ASU-SVG and ASUSM Ltd.;
(r) Identification and bankruptcy records for the US entity that owned real property;
(s) Identity and location of other known corporations, businesses or assets owned jointly by the late Richmond Paulpillai and Joshua Yusuf;
(t) any correspondence (in any form) of the Entities and AU-SV;
(u) All original electronic accounting data of the Entities and AU-SV (as limited by the Fowler-Byrne Order), including audit trail information, or copies of them if originals are not available;
(v) Any and all other records requested by the Monitor pursuant to the Fowler-Byrne Order and/or this Order;
(w) To the extent that originals of any of the foregoing are not available, copies of them; and
(x) Any and all usernames and/or passwords that may be required to access anything referred to in the Fowler-Byrne Order, and/or this Order, inclusive of the bank accounts.
- THIS COURT ORDERS that the Accountants shall forthwith deliver to the Monitor, or make available to the Monitor, all original records relating to the Entities, and AU-SV (as limited by the Fowler-Byrne Order) that are in their power, possession, or control, whether physical or electronic, including (without limiting the generality of the foregoing):
(a) Physical records of MEERC contained in boxes in the possession of the Accountants, which were identified by the Accountants in their email correspondence dated October 8, 2021 to Yusuf and Mare Paulpillai;
(b) Quickbooks data and/or other electronic accounting records of the Entities and AU-SV, including audit trail information;
(c) Tax records of the Entities and AU-SV, in draft or final format;
(d) correspondence relating to the Entities and AU-SV, in any format;
(e) If originals of any of the records referred to in paragraph 3 herein are not available, copies of them; and
(f) Any and all usernames and/or passwords that may be required to access any information referred to in the Fowler-Byrne Order, or this Order.
THIS COURT ORDERS that John M. Yeboah Professional Corporation and John Michael Yeboah shall meet with the Monitor within fourteen (14) days of this Order to answer any questions the Monitor may have in the exercise of its powers under the Fowler-Byrne Order or this Order.
THIS COURT ORDERS that the First Report and the actions and activities of the Monitor as set out therein are hereby approved.
THIS COURT ORDERS that the parties shall deliver cost submissions to this Court on the following timetable:
(a) The Monitor shall deliver cost submissions within seven (7) days of this Order;
(b) The Plaintiffs shall deliver cost submissions within seven (7) days of this Order;
(c) The Defendants shall deliver responding cost submissions, if any, within fourteen (14) days of this Order; and
(d) There shall be no reply.
(Signature of judge, officer or registrar)