Executive Summary: Key Legal and Evidentiary Issues

• Dispute centered on fraudulent misrepresentation regarding immigration services and qualifications.

• Validity and enforceability of multiple contracts, including the Immigration Agreement and device sales, were challenged.

• The court examined whether the corporate veil should be lifted due to improper use of corporate entities.

• Evidence focused heavily on the credibility and reliability of the parties’ testimony and supporting documentation.

• Claims of unconscionability and breach of contract were raised in relation to a summary agreement and device transactions.

• Damages and punitive awards were determined based on the extent of harm and misconduct proven at trial.

Facts and outcome of the case

Background and parties

The plaintiffs, Roshy Skincare Clinic Inc. and its principal, Roshanak Kazemian, brought a civil action against several defendants, including Vrossis Investment Group Inc., Vrossis Cosmetics Inc., Silk Road Tours Ltd., and Hossein Lotfi. The dispute arose from a series of business and immigration-related agreements and transactions, primarily involving Ms. Kazemian’s efforts to immigrate to Canada and establish a business in British Columbia.

Allegations and contractual disputes

Ms. Kazemian alleged that Mr. Lotfi fraudulently represented himself as qualified to provide immigration services and induced her to enter into an Immigration Agreement with Silk Road Tours Ltd. She paid $80,000 USD under this agreement, expecting qualified immigration assistance to secure permanent residency through the British Columbia Provincial Nominee Program (BC PNP). In addition, Ms. Kazemian purchased business devices from Vrossis Cosmetics Inc. for her clinic, paying $120,000 CAD, but claimed the devices were unsuitable and largely non-functional. A further dispute involved a summary agreement that would have required her to transfer half her business shares and profits to Vrossis Investments, which she argued was unconscionable.

The defendants counterclaimed, seeking additional payments under the Immigration Agreement and device sales, and alleged breach of the summary agreement.

Key legal and evidentiary findings

The court found that Mr. Lotfi was not a qualified immigration consultant or lawyer and that he fraudulently misrepresented his qualifications to Ms. Kazemian. The court determined that Ms. Kazemian relied on these misrepresentations to her detriment, entering into the Immigration Agreement and incurring significant expenses. The court also found that the device sales were problematic, as the equipment provided did not meet the needs of the business and lacked proper warranties or functionality. The summary agreement was declared void for unconscionability, as it unduly favored the defendants and was signed under circumstances of unequal bargaining power.

The court placed significant weight on the credibility of the witnesses, preferring Ms. Kazemian’s detailed and consistent testimony over that of Mr. Lotfi, whose evidence was found to be unreliable and inconsistent with documentary records.

Outcome and damages

The court ruled in favor of the plaintiffs on the primary claims. It ordered the return of $80,000 USD paid under the Immigration Agreement, repayment of $40,000 CAD lent by Ms. Kazemian to Mr. Lotfi, punitive damages of $50,000 CAD, and repayment of $120,000 CAD for the devices. The court also lifted the corporate veil, holding Mr. Lotfi personally liable alongside his companies. The summary agreement was declared void, and all counterclaims by the defendants were dismissed. The plaintiffs were entitled to costs, with the specific amount to be determined if not agreed upon by the parties.