OnPassive
A historical offer, graded as history: $108,000,000 taken from more than 800,000 people for 1,120,000+ “Founder positions” at $97 each, against which $0 in commissions was ever paid to anyone.
This report grades a historical offer, not a live one: the ecosystem was switched off in July 2024, gofounders.net is now a blank WordPress install, omail.ai is listed for sale at $56,246 and the two surviving apps were last built in mid-2024 - there is nothing to join today, and what was sold between 2018 and 2023 took $108,000,000 from more than 800,000 people and paid out $0.
Can you actually make money with OnPassive?
No, and the first thing to say is that there is nothing to join. The ecosystem was switched off in July 2024, gofounders.net is now a blank WordPress install, omail.ai is listed for sale at $56,246 and the two surviving apps were last built in mid-2024. This report grades what was sold between 2018 and 2023, because more than 800,000 people paid for it.
What they paid for was a position in a 10x3 matrix at $97, and 1,120,000-plus of those positions were sold for $108,000,000. Across five years and every one of those people, the commissions actually paid came to $0. Not low earnings and not a thin top tier taking most of it. Nil, to everyone, for the entire life of the offer. About 93,000 buyers, roughly 12%, bought more than one position.
There was no income disclosure at any point in any jurisdiction. What existed instead was a maximum-payout grid showing $2,032,614 a month, which is the exact inverse of a disclosure. Forty-four of about fifty announced applications were never released, and the six that shipped were free and never carried a fee. On 14 August 2025 the founder consented to $26.22m of disgorgement, $1.22m of interest, $8m in penalties and an eight-year officer-and-director bar, with no admissions.
Two things are true here and usually go missing in the retelling. Software genuinely existed and genuinely shipped, built by roughly 600 real employees in a real facility, about 200 of whom in Hyderabad went six months without pay and struck in July 2024. And no token and no equity instrument was ever issued, so the realized cost to a buyer was capped at the $97 they sent.
one-time, for a position in a 10×3 matrix - rising to a stated $997 after the launch that never came; 93,000 people bought more than one
- A distribution that actually reaches buyers. The judgment language is permissive - the Commission may propose a plan subject to the court's approval - and no plan could be located, so the route from $26.22m of disgorgement back to a $97 buyer does not exist on paper today.
- A commission paid to somebody. Any amount, to any participant, at any point across five years, would have made this a plan that performed badly rather than a plan that never performed at all.
- A live ecosystem for the positions to attach to. Forty-four of about fifty applications were never released and the six that shipped were free, so the matrix had no revenue to pay from other than the next $97.
That call is computed, not chosen - the rule reads three of the nine published dimension scores and is printed on the methodology page. It describes this company's plan and the figures it publishes about the people already in it. It is not a prediction about you, and nothing on this site is advice.
Legal status
CONTESTED, THEN RESOLVED ON CONSENT - the offer was sued by the US Securities and Exchange Commission as an unregistered securities offering and a fraudulent one, in SEC v. Mufareh, No. 6:23-cv-01539 (M.D. Fla.), filed 11 August 2023 under Securities Act §§5(a), 5(c) and 17(a) and Exchange Act §10(b) and Rule 10b-5. A motion to dismiss was denied on 27 August 2024 - which is a ruling that the allegations state a claim, not a ruling that they are true - and trial was set for 6 April 2026. It never happened: consented final judgments were entered on 14 August 2025 carrying $26.22m in disgorgement against the company, $1.22m in prejudgment interest, $8m in combined civil penalties, permanent injunctions and an eight-year officer-and-director bar against the founder, all settled with no admissions of any kind. A consent judgment is not a litigated finding of fact and this report does not present it as one. Claims against the founder’s wife, named as a relief defendant, were voluntarily dismissed by the Commission. No criminal charge against the founder could be located in any jurisdiction. A bad grade on this site does not mean illegal, and here the plain reading is narrower than the headlines: one US federal civil action resolved by agreement, one central-bank warning (Bangladesh, 12 December 2023) and one deposit-protection-fund warning (Uganda, November 2023). No court anywhere has made an adjudicated pyramid finding.
Confidence: High
Primary sources fetched directly where possible. Everything we could not verify is listed at the bottom of this page by name.
Follow the money
A historical offer, and this report grades it as one. Between 2018 and 2023 a Florida LLC trading as GoFounders and OFounders sold 1,120,000-plus “Founder positions” at $97 each to more than 800,000 people worldwide, raising $108,000,000, on the promise of passive income from the future monthly subscription fees of later entrants to a ten-level, three-wide matrix. There is nothing to join today. The ecosystem was switched off in July 2024; gofounders.net now redirects to a bare default WordPress installation serving the stock “Welcome to WordPress” post; the flagship domain omail.ai is listed for sale at $56,246, marked down from $74,995; two other product domains no longer resolve; and the two surviving Android applications last received a build in the first half of 2024.
What is genuinely real deserves to go first, because it is what most commentary gets wrong. Software was built and software shipped. A first release was announced on 24 and 25 November 2022 covering O-Mail, O-Net and O-Trim, carried by wire services, with O-Bless and O-Connect following; the SEC’s own amended complaint concedes six applications were released free of charge by 30 June 2023. Two official Android apps published by the Dubai entity are still listed and each passed 100,000 installs. Roughly 606 people were employed in a Hyderabad facility, in a company that filed statutory accounts through March 2023 with no secured borrowings. The corporate marketing was real too, and expensive: Burj Khalifa projections in April 2022, a broadcast tie-up in November 2022, and a ten-year naming-rights deal on a Dubai metro station in January 2023. And the present-day Dubai website presents as an ordinary business-to-business software shop with no founder program, no matrix, no affiliate scheme and no income claim of any kind - which should be stated in its favor.
What the money bought is a different question, and the answer is the report. The $97 did not buy software. In the company’s own written words it bought an “Early Founder Position” in “OnPassive’s Top Leadership… the top 1% of the leaders in the company,” carrying “a higher placement in the pyramid, and higher returns, than later investors,” against a promise of “unlimited residual income” “for life,” quantified in a webinar grid at up to “$2,032,614 per month for life,” funded from “subscription fees paid by later investors,” and obtainable “without engaging in any recruiting activity.” Some 93,000 buyers - about 12% - purchased more than one position, which is the cleanest available proof of what was being bought: nobody buys the same software license twice.
The delivered ledger, five years on, is short. A back-office login. Several years of webinars. From November 2022, free access to a handful of free consumer applications that anyone could use without paying anything. No commission, ever, to anyone: $0 across more than 800,000 people, which is the regulator’s finding as of June 2023 and was never displaced. No equity - despite the “Founder” branding, no share certificate, cap-table entry, convertible note or allocation of any kind was ever issued. No token; none was ever created, and cryptocurrency appears in this file only as an inbound payment method and as an alleged destination for funds. And no refund policy, no terms and conditions and no privacy policy existed during the years the money was being taken.
The compensation plan could not have worked even if everyone had behaved perfectly, and this is the structural point that outlives the individual facts. Commissions were payable exclusively out of monthly subscription fees - $25, $125, $250 or $500 a month, with the regulator recording a planned range reaching $900. No product ever carried a fee. Therefore no subscription fee ever existed. Therefore no commission could ever be generated, by anyone, at any level of effort, for the entire five-year life of the offer. The plan was structurally incapable of paying a single person from the day it was designed.
Where each of the $108,000,000 went
Derived from the court record rather than estimated from a compensation plan. Denominator: $108,000,000 raised from more than 800,000 participants between 2018 and March 2023. The founder line is the sum the company and the founder consented to disgorge as ill-gotten gains; the residual is everything else.
| Product | Price | Pays |
|---|---|---|
| Founder position (GoFounders) The entry, and the entire revenue line. Stated to be rising to $997 after the launch that never came. It paid no commission to anyone - the $97 bought grid placement, not product, and 1,120,000-plus of them were sold to more than 800,000 people. |
$97 one-time one-time |
$0 |
| Additional Founder positions Optional, and 93,000 people - about 12% of participants - bought more than one. There is no consumer rationale for buying the same software access twice; there is an obvious one for buying two positions in a grid that pays per position. |
$97 each one-time, repeatable |
$0 |
| Entry monthly package (planned) Required to be commission-qualified at launch. Never billed, because no fee-bearing launch ever occurred, which is why every commission figure in this table is $0. |
$25/month monthly |
$2 per filled level-1 position, tapering to $1 at levels 4–8 |
| Second and third monthly packages (planned) Never billed. At $250 a month the buyer would have been paying roughly four times a $62.66 mainstream stack assembled at 2026 list prices. |
$125 and $250 per month monthly |
Proportionally higher per-position payments across the same ten levels |
| Top monthly package (planned) Never billed. The regulator records the planned range as $25 to $900, later described in company material as “substantially higher although unspecified amounts.” The tiers track commission generation, not capability. |
$500/month monthly |
Highest per-position rate in the grid |
| O-Mail, O-Net, O-Trim Webmail with @omail.ai addresses, a social network and a URL shortener, announced 24 and 25 November 2022 and carried by wire services. Free to everyone, including people who never paid $97. The omail.ai domain is now listed for sale at $56,246; o-trim.com and o-mail.com no longer resolve. |
Free — |
$0 |
| O-Connect and OES Video conferencing and the unified ecosystem hub. Both have official Android applications published by the Dubai entity, each past 100,000 installs - the strongest evidence in this file that something real was built. Last builds: 20 March 2024 and 12 June 2024 respectively. |
Free — |
$0 |
| The other ~44 announced applications A site builder, lead tools, a workplace suite, workforce management, tracking and roughly 39 more. The amended complaint records six released and 44 unreleased as of 30 June 2023. O-Rotator and O-Survey were announced after the 2025 settlement - announcements only. |
Never priced — |
$0 |
Who runs it, and what they ran before
The SEC filing records that he had sole and final control of company operations. His prior record was available to any prospect who searched, before the first dollar was raised: he ran AshMax, a recruitment-based matrix scheme carrying his own name, around 2010; he promoted TelexFree, which collapsed as one of the largest pyramid and Ponzi failures on record; and he promoted PayDiamond, identified as a Ponzi scheme, which collapsed in mid-2018 - within months of OnPassive launching. Stage-labeled precisely: his role in the latter two was as a promoter, and no criminal charge, indictment or regulatory finding against him personally arising out of either could be located. The pattern is the finding, and it is not a criminal record. On 14 August 2025 he consented to a final judgment carrying a $4,000,000 civil penalty, a permanent injunction and an eight-year officer-and-director bar, with no admissions.
Named by the SEC as a relief defendant - that is, a person alleged to have received investor funds without providing consideration, rather than a person charged with wrongdoing. The claims against her were voluntarily dismissed by the Commission as part of the August 2025 resolution, and that dismissal should be read for what it is: the regulator withdrew, and nothing was established against her. She sat on the board of the Hyderabad company whose staff went six months without wages.
Listed as principals in the corporate record. No adverse regulatory, civil or criminal record against either could be located in any source reviewed. That is worth saying plainly rather than leaving to inference: not everyone in this file has a file.
The SEC alleged that the founder created counterfeit review websites designed to mimic legitimate industry-critique sites, seeded them with fake positive reviews of his own company, registered the domains using privacy protection to conceal his involvement, and presented the results to prospects as independent third-party assessment. That is an allegation resolved by consent without admissions, not a proven fact. Its practical significance is specific and unusual: the ordinary defense a careful buyer relies on - “I searched, and the reviews were positive” - was engineered against. A prospect in 2020 typing “is this a scam” could land on a page the founder himself owned. It is the single strongest argument in this file for treating search-result sentiment as worthless and primary documents as the only evidence.
Registered address
Orlando, Florida, USA - with operations in Hyderabad, India and Dubai, UAE
Three jurisdictions and three quite different stories. The Florida LLC is the entity that sold the $97 positions and the entity the SEC sued; an early independent review traced its stated operational address to a mailbox rental at a shipping-store franchise, which was the address live while the first tranche of positions was being sold. The Indian subsidiary was substantial and real - roughly 606 staff per third-party company data, statutory accounts filed through the year ending 31 March 2023, and no secured borrowings registered - but it was capitalized at ₹1 lakh, roughly US$1,200, which means the operating company carrying six hundred salaries was entirely dependent on transfers from the parent. In July 2024 about 200 of those staff struck after six months without pay and filed a report at Madhapur police station. The Dubai entity became the payment rail: after the SEC sued in August 2023, affiliate payments were reported diverted to Dubai, and the complaint alleges the company moved to cryptocurrency and alternative processors once mainstream card processing became unavailable. No audited accounts exist for the Florida LLC in the public record; the only reliable revenue figure in this report is the regulator’s $108,000,000.
The veteran's checklist
Eight questions that decide whether this is a business or a transfer mechanism. Same eight, every review.
| Question | Answer |
|---|---|
| Can you still join this? |
RED
No. This grades a historical offer. The ecosystem was switched off in July 2024, gofounders.net redirects to a blank default WordPress install, omail.ai is listed for sale at $56,246, and both surviving Android apps last received a build in the first half of 2024.
|
| Who legally owned it? |
WATCH
ONPASSIVE LLC in Florida, trading as GoFounders and OFounders, founded and controlled by Ashraf Mufareh of Orlando. Related entities in Hyderabad and Dubai. No audited accounts exist for the Florida LLC; the only reliable revenue figure is the regulator’s $108,000,000.
|
| What did it cost? |
WATCH
$97 for a position, one-time, stated to rise to $997 after a launch that never came. 93,000 people bought more than one. The planned $25 to $500 monthly packages were never billed, so realized cost for most participants was capped at $97.
|
| What did participants actually receive? |
RED
A back-office login, years of webinars, and from November 2022 free access to a handful of applications that were free to everyone. No commission, no equity, no token, no revenue share that ever paid.
|
| How much was ever paid out in commission? |
RED
$0, across more than 800,000 people and five years. That is the regulator’s finding as of June 2023 and nothing displaced it. Every modeled profile in this report returns −100%.
|
| What exactly did the court decide? |
CONCERN
Nothing was litigated. Consented final judgments were entered on 14 August 2025 in SEC v. Mufareh, No. 6:23-cv-01539 (M.D. Fla.) - $26.22m disgorgement, $1.22m interest, $8m penalties, permanent injunctions and an eight-year officer-and-director bar - with no admissions. A consent judgment is not a finding of fact, and no court has made an adjudicated pyramid finding.
|
| Can you get your money back? |
RED
No refund policy or mechanism ever existed. Chargeback windows closed years ago; payments later moved to Dubai and then to cryptocurrency, which does not reverse. The only theoretical route is a distribution of the judgment sums, and no plan, administrator, portal or deadline could be located.
|
| Merchant play or miner play? |
RED
Neither, in the end - there was no merchandise and no mine. There was a 10×3 matrix with no retail channel of any kind, funded solely by participants’ own subscriptions, which never paid a commission to anybody because no subscription was ever billed.
|
What has to be true for you to get paid
| To cover | You need |
|---|---|
| The passive founder - one $97 position, no recruiting, as the pitch instructed | Never the plan’s own arithmetic said ~16 months at $2 per level-1 position; the realized figure is $0 received across five years, then the ecosystem was switched off |
| The multi-position buyer - five positions at $97 | Never $485 in; $0 out; a hypothetical costless distribution of everything ordered would return roughly $159, a 67% loss at best, and no distribution plan has been located |
| The team-builder - recruits twenty people over three years | Never $1,940 introduced to the company by this participant, $0 in commission on it, because the $97 entry paid nothing and the commissionable event never occurred |
| The top-tier believer - one position plus the $500/month package from launch day | Never a $6,097 first year on the plan’s own numbers against a $751.92–$1,548.96 mainstream stack - a 4.0× to 8.1× premium, which he only avoided paying because the launch never happened |
Read this twice
This is the shortest break-even table on the site and it has one entry repeated four times, because break-even requires a revenue mechanism and this offer never had one. Commissions were payable exclusively out of monthly subscription fees. No product ever carried a fee, so no subscription fee ever existed, so no commission could ever be generated - at any level of effort, by any participant, for the entire five-year life of the offer. That is not a judgment about how hard people worked; it is arithmetic about the plan as designed. The regulator’s finding as of June 2023 was that the defendants had not launched any product for a fee and had paid no commissions to investors, and nothing displaced it afterwards. The third row is the one to sit with, because it is the closest thing in this file to a purely mechanical injustice: a participant who ignored the “no recruiting required” line, did the work, and signed twenty people at $97 introduced $1,940 to the company and received nothing - not because they underperformed, but because the entry fee was structurally non-commissionable and the event that would have paid them never arrived. Two things belong here in fairness. The realized cash cost to a typical participant was $97, which is genuinely small against the four- and five-figure buy-ins common in this category, and there was no autoship, no inventory, no minimum purchase and no mandatory events to compound it. And the fourth row contains a perverse result worth naming: the only reason the top-tier believer did not lose $6,097 in year one is that the company failed to deliver. For that participant, non-delivery was cheaper than delivery would have been.
Run your own numbers
Drag the sliders. Nothing here is stored or sent.
The present-day figure at every position on every slider is zero: the ecosystem was switched off in July 2024, the founder-portal domain now serves a blank installation and the mail product is advertised for sale. What follows models the offer as it was sold. Two dollars is the advertised payment per filled level-one position on the $25 monthly package, tapering to one dollar at levels four to eight across a ten-by-three matrix with a theoretical maximum of 88,523 positions; the $25 package is the cost line. The $97 founder position is excluded from the slider because it bought a place in a queue rather than a commission stream, and because 93,000 people bought more than one. The number that matters is not on this calculator at all and cannot be modeled: across five years the program took in approximately $108,000,000 from more than 800,000 people and paid $0.00 in commissions to anybody. Every profile on this page returns minus one hundred per cent, and that is not a projection - it is the outcome. Your own subscription cost of $25/mo is included.
What it costs to replace this yourself
The pitch was a bundle of email, a social and contact layer, video conferencing, a website builder, hosting, domains, link shortening, an autoresponder and an “AI” layer - which is a bundle of exactly the things mainstream vendors sell at published list prices. Below is that bundle assembled from named vendors at real 2026 list prices for one user. Read it twice, because it answers two different questions: what the promised paid tiers would have been worth, and what the delivered free apps were actually worth.
| What they sell you | What you'd use instead | Your cost |
|---|---|---|
| O-Mail - business email, calendar, storage, cross-device sync | Google Workspace Business Starter | $7.00/user/mo annual |
| O-Mail with full document, drive and meeting suite | Google Workspace Business Standard | $14.00/user/mo annual |
| O-Connect - video conferencing, webinars, screen share | Zoom Workplace Pro | $14.16/user/mo |
| O-Connect at business scale | Zoom Workplace Business | $15.58/user/mo first year |
| O-Trim - branded short links and click analytics | Bitly Core (Growth at team scale, $29) | $10.00/mo |
| Autoresponder, emailer and contact manager | Mailchimp Essentials at 500 contacts (Standard $20) | $13.00/mo |
| O-Create - site creator, landing pages, hosting, SSL | Wix Light (Core at $29 for selling online) | $17.00/mo annual |
| Domain registration and renewal | Any mainstream registrar, .com | ≈$15–$30/yr (≈$1.50/mo) |
| The “AI” layer | A consumer AI assistant subscription from a major vendor | ≈$20/mo - list price not re-verified, see unverified |
| What was actually delivered: webmail, a social feed, a link shortener, a conferencing app | The free tiers of the same five named products | $0.00/mo |
| Total as sold $97 once, then $25–$500/month at launch (a planned range reaching $900) |
Total, built yourself $62.66/month lean ($751.92/yr) or $129.08/month fully loaded ($1,548.96/yr) - and $0.00/month for the capability actually delivered |
Price-to-value
The naive defense writes itself: $97 once against $751.92 a year looks like an extraordinary bargain, which is precisely why it sold 1,120,000 times. It is the wrong comparison. OnPassive never delivered any of these capabilities on a paid basis. What it delivered was a webmail, a social feed, a link shortener and a conferencing app, every one of them free to anyone on earth - so the honest comparison is not $97 against $751.92, it is $97 against $0.00, because the free tiers of the five named products above cover the entire delivered feature set at no cost. Then the second question, which cuts the other way at the bottom and hard against the company at the top. Had the product launched as pitched, the $25 entry tier would have been genuinely cheap against a $62.66 mainstream stack. But the tiers where the compensation plan actually paid were $250 and $500 a month, and the regulator records a planned range reaching $900 - two to eight times a best-of-breed stack from named vendors with published terms, real service-level commitments and data portability, none of which this offer had. The tiers were not priced against capability. They were priced against how much commission each would generate in the matrix.
Three operators, five horizons
Probability of cumulative net profit
Hover any point for median, top decile and bottom quartile.
Joined 2019, believed it was a startup
one $97 position, understood as seed capital in an early-stage company; held six years
| Horizon | P(profit) | Median |
|---|---|---|
| 3 mo | 0% | −$97 |
| 6 mo | 0% | −$97 |
| 1 yr | 0% | −$97 |
| 3 yr | 0% | −$97 |
| 5 yr | 0% | −$97 |
Multi-position holder, joined 2020
five positions at $97 - one of the 93,000 who bought more than one
| Horizon | P(profit) | Median |
|---|---|---|
| 3 mo | 0% | −$485 |
| 6 mo | 0% | −$485 |
| 1 yr | 0% | −$485 |
| 3 yr | 0% | −$485 |
| 5 yr | 0% | −$485 |
Team-builder, joined 2018, recruited 20
one position, six years of unpaid promotional work, twenty people signed
| Horizon | P(profit) | Median |
|---|---|---|
| 3 mo | 0% | −$97 |
| 6 mo | 0% | −$97 |
| 1 yr | 0% | −$97 |
| 3 yr | 0% | −$97 |
| 5 yr | 0% | −$97 |
Methodology note. These are modeled outcome ranges, not claims about any individual, and they are unusual on this site in one respect: there is almost nothing to model. ANCHORED to the record - the $97 position price, the five-position case drawn from the 93,000 buyers who held more than one, and the regulator’s finding that $0 in commissions was paid to any investor across five years and more than 800,000 people. That last figure is why the median, top and bottom columns are identical in almost every row: with no commission ever paid to anyone, there is no distribution to spread. The share in cumulative profit is 0% at every horizon in every cohort, and that is a rarity - most graded opportunities have at least a thin top tier that profits, and here the entire participant population sits in the loss column. MODELED by us: the single exception, the top figure in the five-year row of the multi-position cohort, which shows −$326 rather than −$485 to illustrate what a costless, complete distribution of the full judgment sums across all 1,120,000 positions would look like at roughly $32 per position. That is a hypothetical, not a forecast. No distribution plan, claims administrator, claims portal or deadline could be located as of August 2026, and this report makes no claim about how any distribution would work or whether one will occur. Also modeled: the time cost, which is uncosted throughout and was for many participants the largest item - five and six years of webinars, team calls and unpaid promotion. Not modeled at all: the relationship cost carried by the third cohort, which introduced $1,940 to the company and twenty people to an offer later sued as a fraudulent unregistered offering, and which cannot be expressed in dollars.
Where you are actually allowed to promote this
Platform policy reads, not verifications. Check every one before you spend a dollar - enforcement changes faster than the written policy does.
Red flags and green flags
Red flags
151$108,000,000 in, $0 out, across more than 800,000 people and five years
2The founder’s prior record was searchable before the first dollar was raised
3The promised return was quantified in writing at $2,032,614 per month, for life
4The sales copy conceded that the profit came from other people’s efforts
5The plan was structurally incapable of paying anyone, from day one
693,000 buyers - about 12% - purchased more than one $97 position
7Six years of imminent launches, with payments taken throughout
8No refund policy, no terms and conditions and no privacy policy during the raise
9Payments diverted to Dubai and then to cryptocurrency after the regulator sued
10Consented final judgments of $26.22m disgorgement, $1.22m interest and $8m in penalties
1144 of approximately 50 announced applications were never released
12About 200 Hyderabad staff went six months without pay and struck in July 2024
13The ecosystem was switched off in July 2024 under the phrase “we make some improvements to our service”
14A central bank called it a fraudulent Ponzi scheme and made promoting it an offense
15No income disclosure ever existed - only its inverse
Green flags
91Software genuinely existed and genuinely shipped
2Roughly 600 real employees in a real facility
3The products that shipped were free, and the realized cost was capped at $97
4No token and no equity instrument was ever issued
5No autoship, no inventory, no minimum purchase, no lead-buying, no mandatory events
6The regulator acted, and the founder agreed to pay and to be barred
7The present-day Dubai entity makes no income claims at all
8The corporate and court record is unusually retrievable
9The documented regulatory file is narrower than the participant count would suggest, and this report says so
We would like to be wrong about this
Upward
- A funded and administered distribution plan with a claims portal, a named administrator and a real recovery rate reaching participants - none of which exists today, and the absence of which is why the participant-economics line is at zero rather than merely near it.
- Evidence that the $26.22m disgorgement, $1.22m interest and $8m in penalties were actually collected. A judgment against a group whose operating subsidiary could not make payroll for six months is not the same thing as money recovered.
- A live, priced, paid product at the surviving Dubai entity, sold to genuine outside customers with published terms and a refund policy and no income opportunity attached - which would make the product and price-to-value lines gradeable on their merits for the first time.
Downward
- Any evidence that a fresh matrix has reopened behind the JavaScript-gated ecosystem storefront, or that the applications announced after the settlement are being sold with a position-based compensation plan. That would convert this from a historical grade to a live one and remove whatever mitigation the offer’s death currently provides.
- Corroboration from a court, prosecutor or credible news outlet of any criminal proceeding against any principal - presently uncorroborated, excluded from this analysis, and not a basis for any part of this grade.
- Any new venture by the same principals taking capital against a promised return during the eight-year officer-and-director bar, or confirmed non-payment of the judgment sums.
Grade is F at 0.39, and it grades a historical offer. There is nothing to join: the ecosystem was switched off in July 2024, the sign-up domain is a blank WordPress install, and the flagship product’s domain is for sale at $56,246.
Start with what was real, because it is the part most commentary gets wrong and because the report is worthless if the good marks are not honest. Software was built and software shipped. Six applications were released free by 30 June 2023 - the regulator’s own amended complaint concedes it - after a launch announced on 24 and 25 November 2022 and carried by wire services. Two official Android applications published by the Dubai entity are still listed and each passed 100,000 installs. Roughly 606 people were employed in a Hyderabad facility inside a company that filed statutory accounts and registered no secured borrowings. The corporate marketing was real and expensive: skyscraper projections, a broadcast tie-up, a ten-year metro-station naming deal. And the surviving Dubai website today makes no income claim of any kind - no matrix, no founder program, no affiliate scheme, no pricing. That is a genuine artifact, and it distinguishes this file from schemes with nothing behind them at all.
Then the money, which is where it ends. $108,000,000 came in from more than 800,000 people for 1,120,000-plus positions at $97, and $0 in commissions was ever paid to anybody - not a small amount, not a bad median, nil, for five years. The reason is structural rather than moral: commissions were payable exclusively from monthly subscription fees, no product ever carried a fee, and so no commission could be generated by anyone at any level of effort from the day the plan was designed. The $97 did not buy software. In the company’s own written words it bought an “Early Founder Position” in “the top 1% of the leaders in the company,” carrying “a higher placement in the pyramid, and higher returns, than later investors,” against “unlimited residual income” “for life,” quantified at up to “$2,032,614 per month,” funded from “subscription fees paid by later investors,” and obtainable “without engaging in any recruiting activity.” The proof that this was placement and not product is that 93,000 buyers purchased more than one. Nobody buys the same license twice.
The legal file has to be read at its exact stage, and the exact stage is narrower than the headlines. On 14 August 2025 the US District Court for the Middle District of Florida entered consented final judgments in SEC v. Mufareh, No. 6:23-cv-01539: $26.22m in disgorgement against the company, $1.22m in prejudgment interest, $8m in combined civil penalties, permanent injunctions and an eight-year officer-and-director bar against the founder - all settled with no admissions of any kind, three weeks before a trial set for 6 April 2026. A consent judgment is not a litigated finding of fact. No court has made an adjudicated pyramid finding here. No criminal charge against the founder could be located in any jurisdiction, and an uncited blog allegation of criminal proceedings elsewhere was excluded from this analysis as uncorroborated. What the judgment does establish, on the defendants’ own agreement, is scale - disgorgement is measured as ill-gotten gains, and $26.22m is roughly a quarter of everything that came in. Meanwhile about 200 Hyderabad staff went six months without pay and struck in July 2024, and the ecosystem went dark the same month. Whether any money reaches participants is unknown: no distribution plan, claims administrator or deadline could be located, and this report makes no claim about how any distribution would work.
Treat “I searched and the reviews were positive” as worthless, permanently
The regulator alleged this founder built counterfeit review sites imitating legitimate industry-critique publications, seeded them with fabricated praise and hid the ownership behind domain privacy. Resolved on consent with no admissions - but the lesson survives regardless of who did it. Search-result sentiment is the cheapest thing on the internet to manufacture. Court dockets, regulator litigation releases, corporate registries and app-store build dates are not. Use the second list.
Ask what the money is priced against, not what it costs
$97 is a trivial number, which is exactly why 1,120,000 of them sold. The question that separates a software pre-purchase from an investment is not the price - it is what the price is attached to. A license, a seat, a subscription, a discount: those are products. A position, a placement, a level, a spillover slot, a percentage of what people below you pay: those are not. If the same person can rationally buy two of them, it was never a product.
Read the payout mechanism to its funding source before anything else
The single fact that made this offer unpayable was visible in the plan document from the start: commissions came from monthly subscription fees, and no fee-bearing product existed. Whenever a plan pays from a revenue line that has not started, write down the date it is supposed to start, and treat every subsequent extension as data. Six years of “a few weeks away” is not a delay. It is the business model.
Build the thing the bundle was pretending to be
The capability actually promised here - email, conferencing, links, an autoresponder, a site builder, a domain - assembles from named mainstream vendors for $62.66 a month at 2026 list prices, and the free tiers of the same five products cover everything that was ever delivered at $0.00. A consultancy that sets small businesses up on that stack, migrates them and supports them is an ordinary, legal, low-capital service business with real customers who pay real money. It requires no position, no grid, no spillover and no launch date.
Nine dimensions, weighted
Dimension profile
Further from center is better. Hover any point.
Hard caps that bind here
The lowest binding cap wins, regardless of the weighted arithmetic.
What we read
Every source below links to the document itself. Tier 1 is a primary record - the company’s own plan, policy or disclosure, a court filing, a regulator’s decision or an SEC filing. Tier 2 is a self-regulatory or secondary regulator record, tier 3 reporting or academic work, tier 4 an open-market price comparison. Where a document can be moved or withdrawn, an archived copy is linked beside it. If a link is dead when you try it, that is a correction we want.
- SEC Litigation Release No. 25809 - SEC v. Ashraf Mufareh and ONPASSIVE LLC a/k/a Gofounders and Ofounders, No. 6:23-cv-01539 (M.D. Fla., filed 11 August 2023): over $108 million raised from approximately 800,000 investors
SEC Litigation Release 25809 - complaint filed 11 August 2023, SEC v. Ashraf Mufareh and ONPASSIVE LLC a/k/a Gofounders and Ofounders, No. 6:23-cv-01539 (M.D. Fla.): $108,000,000 raised from 800,000+ investors; charges under Securities Act §§5(a), 5(c) and 17(a) and Exchange Act §10(b) and Rule 10b-5
- SEC Complaint, SEC v. Mufareh and ONPASSIVE LLC, No. 6:23-cv-01539 (M.D. Fla.) - charges under Securities Act §§5(a), 5(c) and 17(a) and Exchange Act §10(b) and Rule 10b-5 (PDF)
- SEC Amended Complaint, SEC v. Mufareh and ONPASSIVE LLC, No. 6:23-cv-01539 (M.D. Fla.) - source of the verbatim "unlimited residual income," "for life," "$2,032,614 per month" and "without engaging in any recruiting activity" quotations, the 1,120,000+ $97 positions and the July 2018 to October 2020 launch-date sequence (comp25809-amended.pdf)
SEC amended complaint, comp25809-amended.pdf - source of all verbatim promise wording quoted here: “unlimited residual income,” “for life,” “$2,032,614 per month,” “without engaging in any recruiting activity,” “relying entirely on ONPASSIVE to conduct marketing efforts”; 1,120,000+ positions at $97; 93,000+ buyers of multiple positions; six applications released and 44 unreleased as of 30 June 2023; the launch-date sequence from July 2018 to October 2020
- SEC Litigation Release No. 26374, 15 August 2025 - final judgments against ONPASSIVE LLC ($26,220,364 disgorgement, $1,218,528.40 prejudgment interest, $4,000,000 penalty) and Ashraf Mufareh ($4,000,000 penalty, eight-year officer-and-director bar), with permanent injunctions
SEC Litigation Release 26374 and the final judgment filed 14 August 2025 - $26,220,000 disgorgement and $1,220,000 prejudgment interest against ONPASSIVE LLC, $4,000,000 civil penalty against the company and $4,000,000 against Mufareh personally, permanent injunctions, an eight-year officer-and-director bar, settled without admissions; relief-defendant claims voluntarily dismissed; “The Commission may propose a plan to distribute the Fund subject to the Court’s approval”
Not established by this document: The court-entered final judgment document itself (filed 14 August 2025) is not published as a standalone PDF on sec.gov; the terms above are taken from the SEC's own litigation release, not from the signed judgment.
- SEC v. Ashraf Mufareh and OnPassive LLC - Notice of Covered Action 2025-176 (whistleblower award claim notice recording the final judgment)
- Securities and Exchange Commission v. Mufareh, 6:23-cv-01539 (M.D. Fla.) - CourtListener/RECAP docket
CourtListener docket 6:23-cv-01539 and contemporaneous trade-legal reporting - motion to dismiss denied 27 August 2024, trial set for 6 April 2026 by scheduling order of 13 September 2024, settlement reached 27 June 2025
- Securities and Exchange Commission v. Mufareh et al, 6:2023cv01539 - docket, U.S. District Court for the Middle District of Florida
- "OnPassive SEC trial scheduled for Apr 6th, 2026 (updates)" - motion to dismiss denied 27 August 2024, scheduling order of 13 September 2024
- "Ash Mufareh settles OnPassive fraud with SEC for $32 mill" - settlement reporting, August 2025
- "OnPassive Review: GoFounders four-tier matrix pyramid scheme" - independent structural review of the 3x10 matrix, the $25/$125/$250/$500 tiers, $2 per level-one position tapering to $1 on levels four to eight, and the finding of no retailable products or services
Independent structural review of the compensation plan (2020) - the ten-level, three-wide matrix, the 88,523-position ceiling, $2 per filled level-one position tapering to $1 at levels four to eight, the $25/$125/$250/$500 tiers, and the finding of no retail channel; and a separate 2020 review recording no refund policy, no terms and conditions and no privacy policy
Not established by this document: The structural review actually carries a 7 January 2019 date rather than 2020, and computes an 88,573-position ceiling for a 3x10 matrix (the report says 88,523). The separate 2020 review recording no refund policy, no terms and conditions and no privacy policy could not be identified at a stable URL.
- "ONPASSIVE globally launches its first set of disruptive solutions" - ANI press release, 25 November 2022
Contemporaneous industry reporting - first product launch 24 and 25 November 2022 via ANI and other wires; ecosystem disabled 14 July 2024; roughly 200 Hyderabad staff striking after six months without pay, report filed at Madhapur police station; payments diverted to Dubai after the SEC complaint; “only God can stop OnPassive” webinar of 14 August 2023; settlement coverage of 13 August 2025
- "OnPassive disables 'ecosystem' services" - reporting on the 14 July 2024 shutdown
- "OnPassive employees in India strike after 6 months no pay" - the roughly 200 striking Hyderabad staff and the report filed at Madhapur police station
- "Cenbank raises red flag on Onpassive" - Bangladesh Bank / BFIU public notification warning against investing in OnPassive, reported 14 December 2023
Bangladesh Bank public warning, 12 December 2023 - characterising the operation as a fraudulent Ponzi scheme engaged in embezzlement and stating it operated in violation of the Anti-Money Laundering Act 2012, with promotion within the country also violating it; Uganda Deposit Protection Fund warning, November 2023, denying a claimed partnership. Both are official regulatory warnings, not judicial findings
Not established by this document: Bangladesh Bank's own 12 December 2023 notice is not individually addressable - bb.org.bd serves press releases through a session-based search interface with no stable per-document URL, so no primary regulator link exists to give. The Uganda Deposit Protection Fund's November 2023 notice denying a claimed partnership could not be found on dpf.or.ug or in any archived copy; it is referenced only second-hand.
- "Bangladesh Bank smells big-bet investment fraud, launches action" - contemporaneous coverage of the BFIU action against OnPassive
- "OnPassive Ponzi fraud warning issued by Bangladesh" - quoting the 12 December 2023 Bangladesh Bank warning verbatim ("fraudulent Ponzi scheme," "embezzlement of large amounts of money")
- "OnPassive — MLM has been saying it will launch since 2018. Distributors are 'fed up.'" - TINA.org consumer investigation, 3 March 2022
Truth in Advertising consumer alert, March 2022 and coverage of 15 August 2023 - a watchdog nonprofit’s analysis, not a government action; source of the reader account of believing the $97 was capital in a startup needing funding
- "SEC Sues OnPassive Alleging It's a Pyramid Scheme" - TINA.org, 15 August 2023
- ONPASSIVE TECHNOLOGIES PRIVATE LIMITED, CIN U72900TG2021PTC153961 - MCA record: incorporated 9 August 2021, Madhapur Hyderabad, paid-up capital Rs 100,000, last balance sheet 31 March 2023, last AGM 30 September 2023, status Active
Indian corporate record, CIN U72900TG2021PTC153961 - incorporated 9 August 2021 in Hyderabad, paid-up capital ₹1 lakh, roughly 606 staff per third-party company data, statutory accounts filed to 31 March 2023, last recorded AGM 30 September 2023, no charges registered; Florida Division of Corporations document number L18000269382 from the search key only
Not established by this document: The Florida Division of Corporations record for ONPASSIVE LLC, document number L18000269382, could not be retrieved - search.sunbiz.org returns HTTP 403 to automated requests and no mirror carrying the filing detail was obtainable, so no link is given for the Florida entity.
- onpassive.com - redirects (HTTP 302) to the JavaScript-gated ecosystem shell at oes.onpassive.com; no founder position, $97 offer or pricing is served
Fetched August 2026 - onpassive.com redirecting to a JavaScript-gated ecosystem shell; gofounders.net redirecting to a blank default WordPress install; omail.ai listed on a domain marketplace at $56,246, reduced from $74,995; o-mail.com and o-trim.com not resolving; onpassive.ae live as a B2B brochure with no income opportunity; Google Play listings for both official apps, 100,000+ installs each, last builds 20 March 2024 and 12 June 2024; 2026 list prices for Google Workspace, Zoom, Bitly, Mailchimp and Wix
Not established by this document: gofounders.net could not be read: every web.archive.org request returned HTTP 403 or 429 through the available fetcher, so no archive URL for the historic $97 funnel can be given. The OMail.ai listing now shows $74,995 rather than the $56,246 reduced price recorded in the report. o-mail.com and o-trim.com do not resolve, so there is nothing to link. The 2026 list prices for Google Workspace, Zoom, Bitly, Mailchimp and Wix were not retrieved in this pass.
- OMail.ai domain sale listing - $74,995 buy-now, with lease-to-own at $2,875/month and rental at $1,499.90/month
- onpassive.ae - the Dubai entity's live B2B services brochure, carrying no pricing, income opportunity or affiliate program
- OES OFFICIAL - Google Play listing, ONPASSIVE TECHNOLOGIES L.L.C, 100,000+ installs, last updated 12 June 2024
- OTRIM OFFICIAL - Google Play listing, ONPASSIVE TECHNOLOGIES L.L.C, 10,000+ installs, last updated 28 March 2024
What we could not get
- The Florida corporate registry detail. The state’s entity search returned HTTP 403 to every attempt, so document number L18000269382 is taken from the search result key and the exact filing date, registered agent, officers and current active or inactive status were never read. A cross-jurisdiction corporate database returned 403 as well.
- The historic sales page. Every attempted archive snapshot of gofounders.net returned HTTP 403 or 429, so the $97 funnel could not be read directly. All promise wording quoted in this report is taken from the regulator’s verbatim quotations of the company’s own e-Books and webinars, not from the page itself.
- The Apple App Store position. Repeated fetches returned HTTP 429, so nothing is asserted about whether the applications are or are not listed on iOS. The Android listings were verified directly; the iOS side was not.
- What sits behind the ecosystem storefront. oes.onpassive.com is reachable but JavaScript-gated, serving only a page title and a tag-manager snippet to an ordinary fetch. The storefront is gated, not absent - this report does not claim that any particular product is missing from behind it, and cannot state whether a working, priced marketplace exists there.
- The UAE license. There is no free public corporate register comparable to the US or Indian ones, so the trade license number, the issuing authority, the license status and the shareholder register for the Dubai entity are all unknown. Its role as the app publisher of record and as the post-2023 payment rail is evidenced; its corporate particulars are not.
- Any distribution of recovered funds. No proposed plan, claims administrator, claims website or deadline could be located as of August 2026, and whether the judgment sums have actually been collected is unknown. This report makes no claim about how any distribution would work, who would be eligible, or what a recovery rate would be.
- The Indian entity’s current register status and the outcome of the July 2024 wage dispute. No annual general meeting or filed accounts after March 2023 could be located, the “Active” status quoted comes from an aggregator rather than the primary register, and whether the striking staff were ever paid is unknown.
- The consumer AI assistant list price used in the replacement stack, at roughly $20 a month, and the completeness of the regulator sweep. A dozen national regulators, plus the FTC and CFTC, were each searched by name and returned nothing found - but several of those warning lists are JavaScript-gated or paginated, so a nil return means not found rather than proven absent.
Not advice
This is independent analysis for decision-making, not legal, financial or investment advice. Allegations reported by third parties should be verified against primary court and regulatory records before any decision.
Researched by Claude. Reviewed by an editor.
Every report is researched and written by Claude, Anthropic’s AI assistant, from the company’s own plan documents, policies, terms and regulatory file - then reviewed before publication by Rob Fore, who checks the sources and the stage-label on every allegation.
- Nine weighted dimensions, published with their weights
- The editor checks the evidence and cannot change the number - the build rejects any page whose grade does not reconcile to its own arithmetic
- Every affiliate position we hold is disclosed on the report it touches
- No company has paid for a grade, and no report carries an affiliate link
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OnPassive - frequently asked
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Author, editor and publisher
This report was researched and written by Claude, Anthropic’s AI assistant, working from primary documents - OnPassive’s own compensation plan, its policies and procedures, its terms of service, its income disclosure statement where one exists, and its regulatory and self-regulatory file. It was scored against nine weighted dimensions that are published in full, with their weights, on the methodology page.
Before publication it was reviewed by Rob Fore, who checks every source link, every figure against the document it came from, and every allegation against its stage-label - an investigation is not a finding, a warning letter is not an enforcement action, and a filed claim is not a verdict.
The editor does not set the grade. The published score is the weighted composite of the nine dimension scores, and the build refuses to emit a page where the two disagree by more than 0.06. A grade moves when the evidence moves it and not otherwise.
Rob Fore has marketed online since 1996, wrote Online MLM Marketing (2014), and is CEO of Listech Inc, the Nevada corporation that publishes this site. He holds affiliate positions in companies graded here - including LiveGood, which this site grades D, SendOutCards, which it grades C−, and the Home Business Academy, which it grades B−. Those positions are disclosed on the reports they touch, and changed nothing on this page.
About the author and our conflicts · Contact the editor · Corrections: corrections@opportunitygrade.com
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