Date: 19990610
Docket: A-315-99
OTTAWA, ONTARIO, THURSDAY, JUNE 10, 1999
BEFORE: LÉTOURNEAU J.A.
BETWEEN:
JEAN-ALAIN BISAILLON
- and -
HYPNAT LTÉE
- and -
HYPNAT LTÉE, COURTIER,
APPELLANTS
(Plaintiffs),
AND:
HER MAJESTY THE QUEEN
- and -
MINISTER OF NATIONAL REVENUE
- and -
CAROLE GOUIN, in her capacity as Director of the
Montreal Taxation Services Office, Revenue Canada,
RESPONDENTS
(Defendants),
- and -
LAURENTIAN BANK OF CANADA,
RESPONDENT
(Defendant).
ORDER
The motion for a temporary stay of execution is allowed, with costs to follow the outcome of the appeal on the merits from the order of the motions judge made by the latter on May 12, 1999 in case T-291-99, dismissing the applicants' motion for a stay.
The Court orders that the peremptory requirement of information and documents made by Revenue Canada to the Laurentian Bank regarding Hypnat Ltée, Courtier on January 26, 1999 be stayed until judgment is rendered by this Court on the appeal on the merits from the said order by the motions judge.
It is further ordered that the appeal in the case at bar proceed in accordance with the following requirements and schedule:
| (a) for the length of one day, the appeal will be heard at Montréal on Tuesday, September 21, 1999; |
| (b) the appeal record, to be filed by the parties jointly, shall include the following exhibits: |
| (i) the appellants" record of a motion for a stay order in the Federal Court Trial Division, including the motion, the sworn statement of Jacques Matte and supporting exhibits; |
| (ii) the record of the respondents" reply to the appellants" motion for a stay and the statement by Jean-Pierre Lemay, including the exhibits, among them the peremptory demand made; |
| (iii) the transcript of the cross-examinations on sworn statements of Jacques Matte and Jean-Pierre Lemay; |
| (iv) the order made by the motions judge on May 12, 1999 and the supporting reasons; and |
| (v) the appellants" notice of appeal filed on May 18, 1999; |
| (c) the appeal record of the parties shall be filed with the Registry by June 29, 1999 at the latest; |
| (d) the appellants" Memorandum of Fact and Law shall be served and filed in the Registry by July 15, 1999 at the latest; |
| (e) the respondents" Memorandum of Fact and Law shall be served and filed with the Registry by August 16, 1999 at the latest; |
| (f) the appellants and the respondents may file separate Books of Authorities, avoiding repetition, but such Books must be filed with the Registry by August 23, 1999 at the latest. |
In the event that the appellants fail to comply with this schedule, the respondents may apply to a judge of the Court by motion to quash the instant stay.
Gilles Létourneau
J.A.
Certified true translation
Bernard Olivier, LL.B.
Date: 19990610
Docket: A-315-99
CORAM: LÉTOURNEAU J.A.
BETWEEN:
JEAN-ALAIN BISAILLON
- and -
HYPNAT LTÉE
- and -
HYPNAT LTÉE, COURTIER,
APPELLANTS
(Plaintiffs),
AND:
HER MAJESTY THE QUEEN
- and -
MINISTER OF NATIONAL REVENUE
- and -
CAROLE GOUIN, in her capacity as Director of the
Montreal Taxation Services Office, Revenue Canada,
RESPONDENTS
(Defendants),
- and -
LAURENTIAN BANK OF CANADA,
RESPONDENT
(Defendant).
Hearing held at Montréal, Quebec on Wednesday, June 9, 1999
Order made at Ottawa, Ontario on Thursday, June 10, 1999
REASONS FOR ORDER: LÉTOURNEAU J.A.
Date: 19990610
Docket: A-315-99
CORAM: LÉTOURNEAU J.A.
BETWEEN:
JEAN-ALAIN BISAILLON
- and -
HYPNAT LTÉE
- and -
HYPNAT LTÉE, COURTIER,
APPELLANTS
(Plaintiffs),
AND:
HER MAJESTY THE QUEEN
- and -
MINISTER OF NATIONAL REVENUE
- and -
CAROLE GOUIN, in her capacity as Director of the
Montreal Taxation Services Office, Revenue Canada,
RESPONDENTS
(Defendants),
- and -
LAURENTIAN BANK OF CANADA,
RESPONDENT
(Defendant).
REASONS FOR ORDER
LÉTOURNEAU J.A.
[1] The Court has before it a motion for directions and for a temporary stay of execution made pursuant to ss. 358 et seq. of the Federal Court Rules (1998).
[2] The motion for directions seeks a ruling on the content of the appeal record in case A-315-99, the fixing of a schedule for an expedited hearing of this appeal and, finally, the fixing of a date for it to be heard.
[3] The motion for a temporary stay of execution order concerns a requirement of production of information and documents made to the Laurentian Bank of Canada regarding Hypnat Ltée, Courtier by Revenue Canada pursuant to s. 231.2(1) of the Income Tax Act ("the Act").
[4] The applicants are seeking a stay of execution of the requirement of production of documents until judgment is rendered by this Court on appeal from the order made by a judge of the Trial Division on May 12, 1999. By that order the motions judge dismissed an application by the applicants to stay the production of documents requested until judgment is rendered by the Federal Court in the action brought by the applicants in case T-291-99, asking the Court to quash Revenue Canada"s requirement of production of documents.
Facts and procedure
[5] The facts of the case at bar are as follows. The applicant Jean-Alain Bisaillon is a businessman with interests in the two applicant companies, Hypnat Ltée ("Hypnat") and Hypnat Ltée, Courtier ("Courtier"). These companies both work in the field of brokering mortgage loans and real estate development. Hypnat owes Revenue Canada large sums of money in respect of the 1989 to 1992 taxation years, against which objections have been filed. For 1994 the amount unquestionably owed to Revenue Canada, confirmed by a certificate registered in the Court, which Revenue Canada is trying to collect, amounts to over $230,000.
[6] Additionally, Revenue Canada learned that Courtier, founded in 1993, owed Hypnat the sum of $1,664,078.80 at the close of its fiscal year, which ended on January 31, 1996. Hypnat was sent an initial requirement of information in June 1998. It produced no reply. Revenue Canada then sent Courtier a requirement of information in this regard and a formal request for payment on July 8, 1998. As it received no reply or payment from Courtier Revenue Canada then sent the Laurentian Bank on January 26, 1999 a requirement of information and documents concerning the affairs of its customer Courtier pursuant to s. 231.2(1) of the Act. That subsection reads as follows:
| 231.2 (1) Notwithstanding any other provision of this Act, the Minister may, subject to subsection (2), for any purpose related to the administration or enforcement of this Act, by notice served personally or by registered or certified mail, require that any person provide, within such reasonable time as is stipulated in the notice, |
| (a) any information or additional information, including a return of income or a supplementary return; or |
| (b) any document. |
[7] The requirement of information made to the Laurentian Bank sought information on Courtier"s banking activities and sought to determine whether it had made payments to Hypnat despite the peremptory requirement of payment made to it.
[8] The applicants objected to this requirement and brought an action in the Federal Court. This action asked the Court to declare that the request made to the Laurentian Bank by Revenue Canada was illegal and void on the ground that it was unduly vague and in fact was merely a fishing expedition, which is not authorized by s. 231.2(1) of the Act. The applicants alleged that by this request the Minister was seeking to obtain evidence that could be used against Bisaillon and Hypnat in criminal proceedings brought against them pursuant to s. 239(1)(a) and (d) for the 1991 and 1992 taxation years. The applicants further alleged that s. 231.2(1) of the Act is constitutionally invalid because in the circumstances of the case at bar it infringes s. 8 of the Charter of Rights and Freedoms ("the Charter").
[9] These are the circumstances in which the applicants filed their motion to stay the production of documents and information until judgment is rendered on the merits on their challenge at trial to the said requirement of documents and information. In order to obtain the stay sought the applicants had to meet the three criteria laid down by the Supreme Court in Metropolitan Stores,1 namely that their action raises a serious question to be tried, that they would suffer irreparable harm if the stay was not granted and that the balance of convenience is in their favour.
Decision of motions judge
[10] Before the motions judge the applicants relied heavily on 143471 Canada Inc. v. Quebec (A.G.),2 in which the Supreme Court ordered that documents seized be impounded until the constitutional validity of the provisions authorizing searches and seizures was determined. He considered the Supreme Court judgment and concluded that that case concerned searches and seizures made in residential and business premises, which were much more intrusive than mere requirements of production of documents as in the case at bar.
[11] The judge further noted that in the instant case the request to the Laurentian Bank for information was made in an administrative context in which expectations of privacy are much lower than in a criminal context.
[12] The judge went on to note that in McKinlay Transport Ltd.3 the Supreme Court had held that the forerunner of s. 231.2(1) was constitutionally valid on the ground that the word "unreasonable" in s. 8 of the Charter should be interpreted less strictly in an administrative and regulatory situation. Relying on that case, the judge concluded that a request made under s. 231.2(1) of the Act did not need to meet the very strict standards applicable in a criminal situation as set out in Hunter v. Southam ,4 since the Income Tax Act is regulatory legislation and in so far as the scope of the provision has been limited to situations in which the information sought by the Minister is useful in determining a taxpayer"s tax debt, the seizure was valid.
[13] The judge attached no weight to the applicants" argument that McKinlay had not considered the position of taxpayers already involved in criminal proceedings brought against them by Revenue Canada, and that in such circumstances there was a higher expectation of privacy. In the judge"s opinion, this argument was purely speculative. There was no factual basis for the allegation as there was nothing to indicate that by requesting information from the Laurentian Bank the Minister intended to obtain evidence against Bisaillon and Hypnat.
[14] The judge further noted that Courtier had been founded in 1993 while the criminal charges against Hypnat and Bisaillon related to the 1991 and 1992 taxation years. Accordingly, in the judge"s opinion, as the requirement of information was for the legitimate purpose of recovering Hypnat"s tax debt there was no nexus between the request and the criminal charges.
[15] Finally, the judge noted that in any case if incriminating evidence was discovered counsel for the accused could ask that it be excluded under s. 24(2) of the Charter. The judge accordingly held that the applicants" action raised no serious issue to be tried.
[16] On the question of the irreparable harm which the applicants might suffer, the judge found that no harm was alleged in the sworn statement made on the applicants" behalf in support of their motion and, in any case, there was nothing to show that the information and documents held by the Bank could provide incriminating evidence. Thus, in his opinion there was no evidence of irreparable harm.
[17] On the balance of convenience, the judge felt that this was in the government"s favour in view of its legitimate interest in recovering a debt, which might be compromised by a delay in obtaining information. The motion was accordingly dismissed since the Metropolitan Stores tests had not been met by the applicants.
Analysis of applicants" arguments
[18] In this Court the applicants maintained that since the Supreme Court judgments in Labatt Breweries of Canada Ltd.5 and 143471 Canada Inc., supra, it has been well established that the courts prefer to protect the rights of litigants until judgment on the merits in order to avoid their being irretrievably compromised and the litigants being deprived of a valid remedy.
[19] In the recent judgment in RJR-MacDonald,6 the Supreme Court repeated that the test applicable is that laid down in Metropolitan Stores, supra:
| Metropolitan Stores adopted a three-stage test for courts to apply when considering an application for either a stay or an interlocutory injunction. First, a preliminary assessment must be made of the merits of the case to ensure that there is a serious question to be tried. Secondly, it must be determined whether the applicant would suffer irreparable harm if the application were refused. Finally, an assessment must be made as to which of the parties would suffer greater harm from the granting or refusal of the remedy pending a decision on the merits. It may be helpful to consider each aspect of the test and then apply it to the facts presented in these cases. |
[20] Looking at the motion before the Court, it is clear that the parties are not seeking a stay of the requirement of production of documents until judgment is rendered on the action seeking to quash the requirement. This Court does not have to sit in appeal from the judgment of the motions judge: it simply has to determine whether a temporary stay should be granted until the Court of Appeal has decided on the merits of the motions judge"s judgment refusing to grant a stay until a decision is rendered on the merits of the proceedings brought by the applicants in the Trial Division.
[21] It is clear that if the applicants do not obtain the stay sought in the instant case and the Minister is given the information and documents requested before a decision is rendered on the appeal, which will quite probably be the case, the appeal will become moot. It is in these specific and limited circumstances, disregarding any serious reservations the Court may have regarding the success of the appeal on the merits, that it must examine the instant motion for a stay.
Serious question to be tried
[22] To begin with, therefore, the Court must determine whether the applicants" appeal raises a serious question to be tried. The principal grounds contained in the applicants" Notice of Appeal may be summarized as follows:
| (1) the judge erred in concluding that the requirement of information was made in an administrative context, and that accordingly a more flexible standard of constitutional protection applied, whereas there are criminal charges against Bisaillon and Hypnat; |
| (2) the judge erred in concluding that use of the evidence obtained by the requirement of information in criminal proceedings was purely speculative: he thus ignored the evidence before him, and in particular the cross-examination of Jean-Pierre Lemay; |
| (3) the judge erred in concluding that there was no nexus between the requirement of information and the criminal proceedings; |
| (4) the judge erred in failing to consider in his analysis of the motion for a stay the vague and imprecise nature of the requirement of information and documents; |
| (5) the judge erred (a) in concluding that there was no serious question to be tried in the applicants" action, in light of 143471 Canada Inc. v. Quebec (A.G.) ; (b) in concluding that the disclosure of confidential information would not cause the appellants irreparable harm contrary to 143471 Canada Inc.; and (c) by concluding that the balance of convenience was in the government"s favour when there was not even any evidence of any harm whatever to the Crown. |
[23] In light of McKinlay, supra, and Grimwood,7 it appears that the requirement of documents and information mentioned by the provision in question, that is s. 231.2(1) of the Act, quite certainly exists in a regulatory context. The purpose of this provision is to enable the Minister to determine and collect a taxpayer"s tax debt using information and documents which he may request from certain persons. In Grimwood , the Supreme Court held that "the purpose of ss. 231(3) and 238(2), when read together, is not to penalize criminal conduct but to enforce compliance with the Act"8 and in McKinlay, supra, the same Court wrote that s. 231(3) is not legislation in relation to a criminal or quasi-criminal proceeding. In that case Wilson J. went on to say that in implementing s. 8 of the Charter a lesser standard may apply in an administrative or regulatory context.
[24] The appellant argued that because of the criminal proceedings brought against Bisaillon and Hypnat this was no longer an administrative context, and so the judge erred in applying a flexible standard. In my humble opinion, so long as there is no evidence that the provision is being used for the indirect purpose of gathering evidence for a criminal proceeding, I do not see why the existence of criminal proceedings should prevent the Minister using the power conferred by s. 231.2(1) in keeping with its purpose, especially against a taxpayer other than the one concerned in the proceedings. It cannot be assumed that there is an inevitable nexus between the existing criminal proceedings and the requirement of production of information, especially as the criminal proceedings against Bisaillon and Hypnat refer to the 1991 and 1992 taxation years and the requirement of production to the Laurentian Bank is concerned with Courtier, which was not created until 1993.
[25] Having said that, however, the applicants maintained that the statements by Jean-Pierre Lemay of Revenue Canada, made in cross-examination, showed that Revenue Canada would use the documents and information so obtained in the criminal proceedings. Accordingly, if that is the case, the appeal on the merits casts doubt on the motions judge"s conclusion that it was purely speculative that the documents would be used in connection with criminal proceedings. The Court of Appeal will then have to consider whether the statements made by Mr. Lemay showed that the government intended to use the documents and information in the criminal proceedings brought against Hypnat and Bisaillon and whether the motions judge ignored that evidence. The Court will then possibly have to determine whether in this new set of circumstances it should grant the stay until judgment is rendered on the action.
[26] As to the fourth ground of appeal, the applicants in my opinion properly argued that the motions judge did not consider their arguments as to the vague and imprecise nature of the requirement of production of documents, and hence the legality of the said requirement.
[27] However, I am far from persuaded that, as the applicants maintained, first, the strict rules applicable to the description of the content of search warrants are those that should govern the content of a requirement of information such as the one at issue, and second, that the instant requirement is illegal because it is nothing less than a fishing expedition. While a search warrant is most intrusive and invasive of a taxpayer"s privacy, the requirement of information in the case at bar is clearly analogous to the procedure for examining a debtor after judgment, similar to that mentioned in arts. 543 et seq. of the Code of Civil Procedure, which authorizes the examination of a third party able to supply information on a debtor"s assets and income and compulsion of the third party to produce documents relating to those assets (art. 281): but I do not have to decide that point.
[28] However, the question of whether the motions judge erred in not taking into account the applicants" argument regarding the standards or precision applicable to requirements of documents and information under s. 231.1 of the Act (especially when some of that information may be confidential) and the vague and imprecise nature of this requirement is a serious question raised by the appeal.
[29] According to precedent, for an action to raise a serious question to be tried the question must simply not be frivolous or vexatious. The applicants do not have to provide prima facie proof of the validity of their arguments. In this connection Hugessen J.A. wrote in Coppello:9
| . . . On the first branch of that test as to whether or not there is a serious question to be tried, there is no doubt whatever that this application raises very serious and difficult questions. This application is, in my view, fraught with difficulties . . . The threshold, however, is a very low one. The bar is not set high for an applicant to clear. I am satisfied that, notwithstanding the difficult questions that the applicant will have to face, the application itself is not frivolous or vexatious and that is enough to satisfy the first branch of the test. |
[30] The judgment by this Court in North American Gateway Inc. v. C.R.T.C. lays down the same rule:10
| The jurisprudence directs that the threshold of "serious issued to be tried" is a low one. The earlier jurisprudence suggested that the applicant had to establish a prima facie case before a stay would be granted. Since the decisions of the Supreme Court of Canada in Metropolitan Stores (MTS) Ltd. v. Manitoba Food and Commercial Workers Local 832 and Labour Board (Man.), [1987] 1 S.C.R. 110; 73 N.R. 341; 46 Man. R. (2d) 241, and R.J.R. MacDonald, supra, the courts have held that the threshold is much lower: the applicant need only satisfy the court that the matter on appeal is neither frivolous nor vexatious. |
[31] Accordingly, it appears that the appeal from the order by the motions judge raises serious questions to be tried within the meaning of the case law on stays of execution.
Irreparable harm
[32] According to RJR-MacDonald, supra, the concept of irreparable harm refers more to the nature of the harm caused than to its extent and involves either harm which cannot be quantified in monetary terms or harm for which there is no remedy. Beetz J. made similar comments in Metropolitan Stores, supra, when he said that irreparable harm is harm for which damages cannot compensate, or can only compensate with difficulty.
[33] In the case at bar I feel that the applicants would be likely to suffer such harm if the stay were not granted. Their appeal from the order by the motions judge will become moot or futile if Revenue Canada obtains the material requested before the appeal is decided on its merits. The harm seems especially irreparable since refusal to grant the stay is likely to deprive the applicants of the benefit of their right of appeal, which is itself concerned with obtaining a stay in a proceeding where the applicants" right to privacy is at issue as well as the legality and constitutionality of the exercise of a ministerial power. The applicants" appeal would become moot or futile from execution of the very order from which they are appealing. In this connection Stone J. wrote for this Court in New Brunswick Electric Power Commission and Maritime Electric Company Limited v. The National Energy Board :11
| These observations bring into focus the absurdity that could result if, pending an appeal, operation of the order appealed from rendered it nugatory. Our appellate mandate would then become futile and be reduced to mere words lacking in practical substance. The right of a party to an "appeal" would exist only on paper for, in reality, there would be no "appeal" to be heard, or to be won or lost. The appeal process would be stifled. It would not, as it should, hold out the possibility of redress to a party invoking it. |
[34] Further, it should be noted that when the appeal is heard on the merits this Court will have to determine whether a stay should be granted for the duration of the action brought by the applicants, in which they are alleging an infringement of their fundamental rights. If the motion for a temporary stay is not granted and the applicants ultimately win their case on appeal, their right to privacy will have been infringed since the documents and information will already have been turned over to Revenue Canada. According to 143471 Canada Inc., this infringement is irreparable harm. In that case Cory J. wrote for the Court:12
| If it is found that the respondents are correct and that the searches and seizures were unconstitutional, then the privacy right will have effectively been lost as a result of the unconstitutional provisions of the Act. Small as it may be, there is such a privacy interest. If it transpires that the respondents are correct in their constitutional contention, then I would think that the loss of that privacy interest would, in itself, constitute irreparable harm. |
[35] Whether the infringement of the applicants" right to privacy results from the unconstitutionality or the illegality of the ministerial action, I feel that the applicants meet the second branch of the test.
Balance of convenience
[36] In the third stage of the test the Court must consider which party would suffer the greatest hardship if the interlocutory relief requested is granted or denied. In the case at bar, I feel that the applicants are the ones who would suffer greater harm if the stay was not granted. Not only could their appeal become moot, but their action as well, so that in the end they could find themselves unable to forestall and prevent an infringement of their constitutional rights. On the other hand, I am not persuaded that the government would suffer major inconvenience if it has to wait a few additional weeks before having the requested documents in its possession if the appeal is dismissed.
[37] For these reasons, a motion for a temporary stay of execution must be granted in respect of the peremptory requirement of documents and information made by Revenue Canada to the Laurentian Bank regarding Hypnat Ltée, Courtier on January 26, 1999. A stay should be ordered until judgment is rendered by this Court on the appeal from an order by the motions judge made on May 12, 1999 in case T-291-99, dismissing the applicants" motion for a stay. The application should be allowed with costs to follow the outcome of the appeal on the merits from the said order by the motions judge.
[38] As a consequence of the issuing of the stay, the appeal record to be filed by the parties jointly shall include the following documents:
| (a) the record of the appellants" record of a motion for a stay order in the Federal Court Trial Division, including the motion, the sworn statement of Jacques Matte and the supporting exhibits; |
| (b) the record of the respondents" reply to the appellants" motion for a stay and the statement by Jean-Pierre Lemay including the exhibits, among them the peremptory demand made; |
| (c) the transcript of the cross-examinations on sworn statements of Jacques Matte and Jean-Pierre Lemay; |
| (d) the order made by the motions judge on May 12, 1999, and the supporting reasons; and |
| (e) the appellants" notice of appeal filed on May 18, 1999. |
[39] Additionally, to ensure expeditious disposition of the issues in the appeal on the merits, the parties" appeal record shall be filed by June 29, 1999 at the latest and the appellants" Memorandum of Fact and Law shall be served and filed by July 15, 1999 at the latest. The respondents will have until August 16, 1999 to file their own Memorandum of Fact and Law. The parties are authorized to file separate Books of Authorities, avoiding repetition, but such Books must be filed by August 23, 1999 at the latest. The appeal lasting one day will be heard at Montréal on Tuesday, September 21, 1999.
[40] Should the appellants fail to comply with the schedule as determined the respondents may by motion apply to a judge of the Court to quash the instant stay.
Gilles Létourneau
J.A.
Certified true translation
Bernard Olivier, LL.B.
FEDERAL COURT OF APPEAL
NAMES OF COUNSEL AND SOLICITORS OF RECORD
COURT FILE No.: A-315-99
STYLE OF CAUSE: Jean-Alain Bisaillon et al. v.
Her Majesty the Queen et al.
PLACE OF HEARING: Montréal, Quebec
DATE OF HEARING: June 9, 1999
REASONS FOR ORDER OF THE COURT BY: Létourneau J.A.
REASONS DATED: June 10, 1999
APPEARANCES:
Marc-André Boutin for the appellants
Maria Grazia Bittichesu for the respondents
SOLICITORS OF RECORD:
Marc-André Boutin for the appellants
Goodman, Phillips & Vineberg
Montréal, Quebec
Morris Rosenberg for the respondents
Deputy Attorney General of Canada
Ottawa, Ontario
__________________1 Attorney General of Manitoba v. Metropolitan Stores (M.T.S.) Ltd., [1987] 1 S.C.R. 110.
3 R. v. McKinlay Transport Ltd., [1990] 1 S.C.R. 627.
5 Labatt Breweries of Canada Ltd. v. Canada, [1980] 1 S.C.R. 594.
6 RJR-MacDonald Inc. v. Canada, [1994] 1 S.C.R. 311, at 334.
7 R. v. Grimwood, [1987] 2 S.C.R. 755. Section 231(3) was the forerunner of s. 231.2(1) of the Act.
9 Copello v. Canada, [1998] F.C.J. No. 1301 (Q.L.), T-1770-98, September 14, 1998 (F.C.T.D.); see also Turbo Resources Ltd. v. Petro Canada Inc., [1989] 2 F.C. 451; RJR-McDonald v. Canada, supra, note 6; Muttray v. Canada, [1998] F.C.J. No. 1289 (Q.L.), T-1750-98, September 11, 1998 (F.C.T.D.).
10 North American Gateway Inc. v. C.R.T.C. (1997), 412 N.R. 146, at 148-149.
11 (1985), 60 N.R. 203, at 211-212 (F.C.A.).
12 143471 Canada Inc. v. Quebec (A.G.), [1994] 2 S.C.R. 339, at 380.