OVERIFY: ONPASSIVE's Asmahan Mufareh Fails Know Your Customer Verification

O-No she didn't!

We have learned that Asmahan Mufareh, the wife of ONPASSIVE's Founder and CEO Mr. Ashraf "Ash" Mufareh, has recently had her Director Identification Number (DIN) suspended by India's Ministry of Corporate Affairs (MCA). In addition to sharing her ONPASSIVE business with her husband Mr. Mufareh, the couple are enjoined as defendant and relief defendant in a civil case brought against them and ONPASSIVE by the United States Securities and Exchange Commission for operating a fraudulent multi-level marketing scheme, amongst other accusations.

Mrs. Mufareh's Complete Legal Control of ONPASSIVE's India Operations

Mrs. Mufareh was one of the original directors of ONPASSIVE Technologies Private Limited, responsible for all of ONPASSIVE's operations in India, owning 99.99% of company's shares. She remains the overwhelming majority holder of the company. Mrs. Mufareh shares ownership on OPTPL with one Indian national, as required by Indian law, who owns a paltry 0.01% of the company (1 of 10,000 shares.)

While there have been changes in directorship over the years, Mrs. Mufareh retains full control of the Indian corporation based on her outstanding share ownership.

The Role of DINs in Indian Businesses

Since 2006, any person acting as a director for an India-based business must establish and maintain a Director Identification Number (DIN), a process managed by India's Ministry of Corporate Affairs (MCA). Any initial directors of a company established after 2006 are required to have a validated DIN before the company can officially be established and registered with the Registrar of Companies (ROC), itself overseen by the MCA.

The DIN must be periodically renewed by each individual director. Renewal is a short, straight-forward process that can usually be completed in a matter of minutes. Failure to renew a DIN can result in a suspension and eventual cancellation, and additional penalties may be levied against both the assignee and any companies to which the DIN is associated.

Asmahan Mufareh's DIN Suspended

Mrs. Mufareh's DIN was suspended by the MCA in late 2024. The suspension was due to Mrs. Mufareh failing to complete the required Know Your Customer (KYC) process as mandated by the MCA. We find this especially ironic given how many thousands of times Mr. Mufareh, ONPASSIVE Leadership Council members, and founders have spoken about the robust, above-market-value O-Verify KYC solution that was to be offered by ONPASSIVE. The O-Verify solution has allegedly been ready to go live at any moment for over two years at the time of publishing.

The requirements for renewing a DIN are minimal compared to the requirements of many countries, and something one would expect a director of a supposedly-unicorn company would ensure was completed. After all, those mythical billions of dollars are put at risk by not spending fifteen minutes and approximately USD $60 to complete the renewal KYC process.

As a foreign director, the only requirements for Mrs. Mufareh to renew her DIN are:

• Complete an electronic personal information form (already pre-filled from her initial DIN application)
• Enter and verify her foreign (United States) telephone number with a One-Time Password (OTP)
• Upload a copy of a recent utility bill or other proof of address for Mrs. Mufareh
• Enter the information from, and upload a copy of, a valid, non-expired, non-revoked, valid-for-travel passport issued by the country of residence (United States)
• Electronically sign the renewal
• Pay the approximately USD $60 fee

Again, this is a straight-forward process that thousands of foreign directors complete on a daily basis. While, based solely on the records provided by the MCA, we don't know why Mrs. Mufareh was unwilling or unable to complete the process. However, based on additional information we have from other sources, we know there is something preventing an easy renewal for Mrs. Mufareh, which we encourage readers to conclude for themselves.

Implications for ONPASSIVE India and Mrs. Mufareh

As any official filings by a business must be signed for or electronically endorsed its directors, identified by each director's personal DIN. Without a valid, active DIN for a director, the company is unable to file any required documents or forms. This includes mandatory annual reports, changes in directors, changes in ownership, and voluntary winding down of the businesses associated with a suspended director.

ONPASSIVE's India corporation has subsequently fallen out of compliance with the ROC. Unless corrective action is taken, not only does the company face potential fines and penalties; it also risks being struck off involuntarily.

In addition, a company out of compliance with the ROC, or any other MCA-controlled group, may lose complete access to financial institutions. This could potentially prevent access to any funds remaining in ONPASSIVE's cash accounts at Standard Chartered bank. It also prevents ESWAR & Co, ONPASSIVE India's statutory auditors, from attesting to the validity of any financial standing claims of the company.

Mrs. Mufareh could personally face fines and a complete, permanent ban from being a director for any company in India. While her DIN suspension is active, Mrs. Mufareh is unable to form a new company, and is enjoined from being named as a director to any existing company within India.

100% Legal, 100% Compliant, 100% Registered in Every Country 😏

Regardless of the constantly repeated claims made by Mr. Mufareh and nearly everyone involved with ONPASSIVE, ONPASSIVE has never been legally registered with every country in the world. In fact, they were only ever legally registered in five countries at their peak. Now they risk adding India to the list of countries in which they are not registered. India is the latest country, but not the first, in which ONPASSIVE is now out of compliance with the country's laws. As ONFusion Technologies continues to ramp up, India will not have any legal operations for the new company.

Founders are encouraged to ask themselves if they can trust their futures with companies - regardless of what they call themselves - whose owners and directors are either careless or unable to do the bare minimum to maintain compliance for legal operations.