Rothstein
J.:-There
are
three
applications
by
the
plaintiff
before
the
Court.
The
first
is
to
strike
out
the
statement
of
defence
or
alternatively
for
particulars
and
for
production
of
copies
of
all
the
documents
referred
to
in
the
statement
of
defence.
The
plaintiff
has
agreed
to
withdraw
this
application
and
to
get
on
with
the
production
of
documents
and
discovery
stages
of
the
proceedings.
The
second
is
to
amend
the
statement
of
claim
by
adding
two
paragraphs.
The
defendant
does
not
object
to
this
application.
The
application
to
amend
the
statement
of
claim
is
granted.
The
defendant
is
given
leave
to
file
an
amended
statement
of
defence
to
respond
to
the
new
allegations.
The
third
motion
is
for
summary
judgment
on
behalf
of
the
plaintiff.
The
defendant
had
seized
Canada
Pension
Plan
moneys
payable
to
the
plaintiff
on
account
of
unpaid
income
taxes.
The
plaintiff
says
the
seizures
were
unlawful.
On
this
motion,
it
was
agreed
by
the
parties
that
no
income
tax
moneys
were
owing
by
the
plaintiff
for
the
years
1986
to
1991.
The
seizures
were
originally
effected
to
recover
a
debt
owed
for
this
period.
It
has
been
determined
that
the
plaintiff
was
not
a
resident
of
Canada
during
that
period.
Nonetheless,
the
defendant
says
that
the
plaintiff
owes
more
than
$117,000
in
income
tax
from
a
period
during
the
1970s
and
that
the
Canada
Pension
Plan
moneys
seized
should
apply
to
this
debt.
The
plaintiff
says
he
was
released
from
this
obligation
or
that
the
obligation
has
been
forgiven.
On
this
dispute
there
is
a
genuine
issue
for
trial
and
it
cannot
be
decided
on
summary
judgment.
However,
two
legal
arguments
raised
by
the
plaintiff
may
be
addressed
and
resolved.
Section
224.1
of
the
Income
Tax
Act,
R.S.C.
1985
(5th
Supp.),
c.
1
(the
"Act”),
provides:
224.1
Where
a
person
is
indebted
to
Her
Majesty
under
this
Act
or
under
an
Act
of
the
province
with
which
the
Minister
of
Finance
has
entered
into
an
agreement
for
the
collection
of
the
taxes
payable
to
the
province
under
that
Act,
the
Minister
may
require
the
retention
by
way
of
deduction
or
set-off
of
such
amount
as
the
Minister
may
specify
out
of
any
amount
that
may
be
or
become
payable
to
the
person
by
Her
Majesty
in
right
of
Canada.
It
is
on
the
basis
of
this
section
that
the
plaintiffs
Canada
Pension
Plan
payments
have
been
retained
on
account
of
alleged
past
due
income
taxes.
The
plaintiff
relies
on
subsection
65(1)
and
paragraph
108(3)(a)
of
the
Canada
Pension
Plan,
R.S.C.
1985,
c.
C-8:
65(1)
A
benefit
shall
not
be
assigned,
charged,
attached,
anticipated
or
given
as
security,
and
any
transaction
purporting
to
assign,
charge,
attach,
anticipate
or
give
as
security
a
benefit
is
void.
108(3)
There
shall
be
paid
out
of
the
Consolidated
Revenue
Fund
and
charged
to
the
Canada
Pension
Plan
Account
(a)
all
amounts
payable
under
this
Act
as
or
on
account
of
benefits
or
otherwise....
The
plaintiff
says
that
Canada
Pension
Plan
payments
are
insulated
from
the
seizure
action
of
the
defendant
by
virtue
of
these
provisions.
I
cannot
agree.
Section
224.1
uses
the
words
"retention
by
way
of
deduction
or
set-off...out
of
any
amount
that
may
be
or
become
payable
to
such
person
by
Her
Majesty
in
right
of
Canada”.
Subsection
65(1)
of
the
Canada
Pension
Plan
refers
to
assignments,
charges,
attachments
and
security.
A
deduction
or
set-off
under
section
224.1
is
between
Her
Majesty
on
the
one
hand
and
the
recipient
of
moneys
from
Her
Majesty
on
the
other.
The
assignment,
charge,
attachment
or
security
envisaged
by
subsection
65(1)
is
to
be
given
to
or
exercised
by
a
third
party,
pertaining
to
moneys
payable
by
Her
Majesty
as
a
benefit
under
the
Canada
Pension
Plan
to
the
recipient
thereof.
Subsection
65(1)
does
not
affect
the
right
of
deduction
or
set-off
in
section
224.1
of
the
Income
Tax
Act.
Paragraph
108(3)(a)
of
the
Canada
Pension
Plan
provides
that
all
amounts
payable
under
the
Canada
Pension
Plan
on
account
of
benefits
shall
be
paid
out
of
the
Consolidated
Revenue
Fund
and
charged
to
the
Canada
Pension
Plan
Account.
Section
224.1
allows
the
Minister
to
retain,
by
way
of
deduction
or
set-off,
amounts
that
may
be
or
become
payable
to
a
person
by
Her
Majesty.
Clearly
the
amounts
that
are
payable
to
a
person
in
respect
of
the
Canada
Pension
Plan
are
amounts
that
may
be
retained
by
way
of
deduction
or
set-off
by
the
Minister
under
section
224.1.
The
plaintiffs
arguments,
based
on
subsection
65(1)
and
paragraph
108(3)(a)
of
the
Canada
Pension
Plan
are
without
merit.
This
finding
is
without
prejudice
to
any
other
basis
for
claim
the
plaintiff
may
have.
The
matter
is
otherwise
inappropriate
to
be
decided
by
way
of
summary
judg-
ment
and
shall
be
referred
to
trial.
Application
to
amend
granted;
Motion
for
summary
judgment
denied.
Conseil
de
la
Santé
et
des
Services
Sociaux
de
la
Région
[Indexed
as:
Conseil
de
la
Santé
et
des
Services
Sociaux
(Montréal)
v.
City
of
Montréal]
Supreme
Court
of
Canada
(
Gonthier
J.
),
on
appeal
from
the
Quebec
Court
of
Appeal,
September
30,
1994
(
Court
File
No.
23604).
Income
tax-Municipal-Act
respecting
Municipal
Taxation,
R.S.Q.,
c.
F-2.1-1,
The
appellant
Buanderie
was
a
non-profit
corporation
created
to
provide
laundry
services
to
hospitals
and
reception
centres.
Until
its
creation,
the
hospitals
had
their
own
laundry
services.
In
1973,
however,
it
was
realized
that
the
equipment
had
reached
a
level
of
obsolescence
or
saturation
that
would
require
a
sizable
investment.
In
an
obvious
effort
to
rationalize
operations
and
reduce
costs,
the
hospitals,
in
conjunction
with
the
Ministère
des
affairs
sociales
and
the
appellant
Regional
Council,
therefore
decided
to
combine
their
laundry
services
into
a
single
community
laundry.
Not
only
did
this
decision
entail
a
transfer
of
laundry
operations
to
the
new
entity,
but
it
also
meant
a
commitment
by
the
hospitals
to
participate
in
its
management.
On
June
14,
1979,
the
Buanderie
began
official
operations
as
the
lessee
of
the
immovable
owned
by
the
Regional
Council.
From
the
beginning
of
their
existence
until
December
1985,
the
Regional
Council
and
the
Buanderie
had
been
exempt
from
real
estate
and
business
tax
respectively
as
public
establishments
pursuant
to
subsections
204(14)
and
236(1.1)
of
the
Act
respecting
Municipal
Taxation
("A.M.T.").
During
that
period,
the
city
received
grants
from
the
provincial
government
proportionate
to
the
taxes
they
might
otherwise
have
collected
from
these
establishments.
On
October
18,
1985,
however,
the
provincial
government
informed
the
city
that
the
grants
were
being
terminated.
As
a
result,
the
city
issued
assessments
for
real
estate
tax
and
business
tax
against
the
Regional
Council
and
the
Buanderie
respectively.
The
Regional
Council
and
the
Buanderie
appealed
to
the
Superior
Court
and
the
Quebec
Court
of
Appeal
which
both
dismissed
their
appeals.
The
Regional
Council
and
the
Buanderie
then
appealed
to
the
Supreme
Court
of
Canada.
HELD:
The
alter
ego
concept
advanced
on
the
part
of
the
appellants
was
not
determinative
of
the
appeal
because
the
hospitals
did
not
exercise
effective
control
of
the
Buanderie.
However,
the
search
for
the
legislative
intent
revealed
a
fundamental
purpose,
namely
efficiency
in
the
operation
of
hospital
laundries.
In
its
concrete
efforts
this
objective
took
the
following
form:
first,
for
administrative
purposes
a
sector
of
the
hospital
activity
was
allocated
by
the
legislature
to
an
independent
third
party
which
incurred
no
risk
in
the
undertaking;
second,
from
the
standpoint
of
patrimony
there
was
an
almost
complete
identity
between
the
appellants
and
the
establishments
for
whose
benefit
they
operated.
The
Regional
Council
and
the
Buanderie
formed
a
single
"conduit"
to
the
establishments
they
served.
In
pursuing
its
objective
the
legislature
made
no
essential
change
to
the
substance
of
the
patrimony
of
the
establishments
as
a
whole,
whether
in
terms
of
financial
responsibility
or
ownership
of
property.
Taxation
relates
solely
to
patrimony.
Accordingly,
it
was
concluded
that,
in
requiring
the
creation
of
a
community
laundry,
the
legislature
did
not
intend
to
affect
the
exempt
status
which
had
always
applied
to
the
public
establishments
before
they
merged.
In
the
result,
the
Buanderie
could
use
subsection
236(1.1)
of
the
A.M.T.
in
order
to
benefit
from
the
exemption
from
business
tax
for
1986,
1987
and
1988.
For
the
same
reasons,
the
Regional
Council
was
exempt
from
real
estate
for
1984,
1985,
1986
and
1988
pursuant
to
subsection
204(14)
of
the
A.M.T.
However,
since
the
Regional
Council’s
appeal
for
1987
was
filed
outside
the
one-year
prescription
period
of
section
172
of
the
A.M.T.,
its
appeal
for
1987
was
quashed
because
it
was
statute
barred.
Appeal
allowed
in
part.
Pierre
Boyer
for
the
appellants.
Serge
Barrière
for
the
respondent,
the
City
of
Montréal.
Gérard
Beaupré,
Q.C.,
Réjean
Rioux
and
George
Kovac
for
the
respondent,
the
Communauté
urbaine
de
Montréal.
Cases
referred
to:
Québec
(Communauté
urbaine)
v.
Corp.
Notre-Dame
de
Bon-Secours
(1992),
47
Q.A.C.
47;
City
of
Halifax
v.
Halifax
Harbour
Commissioners,
[1935]
S.C.R.
215,
[1935]
1
D.L.R.
657;
Ville
de
Montréal
v.
Association
des
chirurgiens
dentistes
du
Québec,
[1990]
R.J.Q.
2155;
Bronfman
Trust
v.
The
Queen,
[1987]
1
S.C.R.
32,
[1987]
1
C.T.C.
117,
87
D.T.C.
5059;
Corporation
municipale
de
Shannon
v.
Maple
Leaf
Services,
[1971]
C.A.
433;
Maple
Leaf
Services
v.
Townships
of
Es
sa
and
Petawawa
[1963]
1
O.R.
475,
37
D.L.R.
(2d)
657;
Montreal
v.
Montreal
Locomotive
Works
Ltd.,
[1947]
1
D.L.R.
161,
[1946]
3
W.W.R.
748;
Regina
Industries
Ltd.
v.
City
of
Regina,
[1947]
S.C.R.
345,
[1947]
3
D.L.R.
81;
Lennard’s
Carrying
Co.
v.
Asiatic
Petroleum
Ltd.,
[1915]
A.C.
705,
[1914-15]
All
E.R.
280;
Clarkson
Co.
v.
Zhelka,
[1967]
2
O.R.
565,
64
D.L.R.
(2d)
457;
Smith,
Stone
&
Knight
Ltd.
v.
Birmingham
Corp.,
[1939]
4
All
E.R.
116;
Aluminum
Co.
of
Canada
v.
City
of
Toronto,
[1944]
S.C.R.
267,
[1944]
C.T.C.
155;
Abel
Skiver
Farm
Corp.
v.
Town
of
Sainte-Foy,
[1983]
1
S.C.R.
403,
54
N.R.
345;
Immeubles
Port
Louis
Ltée
v.
Lafontaine
(Village),
[1991]
1
S.C.R.
326,
78
D.L.R.
(4th)
175.
Gonthier
J.:-This
case
raises
the
question
of
whether
the
appellants,
the
Conseil
de
la
santé
et
des
services
sociaux
de
la
région
de
Montréal
métropolitain
("Regional
Council")
and
the
Buanderie
centrale
de
Montréal
Inc.
("Buanderie"),
may
respectively
benefit
from
the
tax
exemptions
provided
for
in
subsections
204(14)
and
236(1.1)
of
the
Act
respecting
Municipal
Taxation,
R.S.Q.,
c.
F-2.1
("AMT"),
regarding
real
estate
and
business
tax.
The
appeal
raises
two
main
questions:
(1)
What
are
the
principles
that
should
guide
the
courts
in
interpreting
tax
legislation?
(2)
In
light
of
these
principles,
can
the
Regional
Council
and
the
Buanderie
be
regarded
as
the
alter
ego
of
the
public
establishments
served
by
them,
or
be
assimilated
to
them
in
any
way,
so
as
to
come
within
the
scope
of
sections
10
and
11
of
the
Act
respecting
Health
Services
and
Social
Services,
R.S.Q.,
c.
S-5
("AHSSS"),
indirectly
referred
to
in
subsections
204(14)
and
236(1.1)
of
the
AMT?
Facts
acts
The
Buanderie
is
a
non-profit
corporation
created
by
letters
patent
issued
on
March
6,
1979
pursuant
to
Part
III
of
the
Companies
Act,
R.S.Q.
1964,
c.
271,
the
purpose
of
which
is
to
provide
establishments
in
the
regional
social
affairs
network
with
the
laundry
and
linen
services
they
require.
Until
its
creation
the
hospital
establishments
had
their
own
laundry
services.
In
1973,
however,
it
was
realized
that
the
equipment
had
reached
a
level
of
obsolescence
or
saturation
that
would
require
a
sizeable
investment.
In
an
obvious
effort
to
rationalize
operations
and
reduce
costs,
the
hospital
establishments,
in
conjunction
with
the
Ministère
des
affaires
sociales
and
the
Regional
Council,
therefore
decided
to
combine
their
laundry
services
into
a
single
community
laundry.
Not
only
did
this
decision
entail
a
transfer
of
laundry
operations
to
the
new
entity,
but
it
also
meant
a
commitment
by
the
hospitals
to
participate
in
its
management.
On
June
30,
1976
the
legislature
specifically
authorized
the
Communauté
des
Soeurs
de
la
Charité
de
la
Providence
and
the
Hôpital
Louis-Hippolyte
Lafontaine
to
convey
the
necessary
land
to
the
Regional
Council
by
an
emphyteutic
lease,
on
the
express
condition
that
a
building
be
constructed
on
it
to
house
a
community
laundry
(S.Q.
1976,
c.
75).
The
conveyance
was
made
on
June
27,
1977
and
construction
of
the
Buanderie
was
completed
in
1979.
Under
an
agreement
between
the
latter
and
the
Regional
Council,
which
was
made
on
June
14,
1979,
the
Buanderie
began
official
operations
as
the
lessee
of
the
immovable
owned
by
the
Regional
Council
within
the
meaning
of
section
I
of
the
AMT.
The
Buanderie
staff
was
initially
taken
from
employees
of
the
hospital
centres;
it
is
still
subject
to
the
hospital
employees’
collective
agreement
and
still
contributes
to
the
same
pension
fund
as
they
do.
On
November
27,
1985,
under
Order-in-Council
2507-85,
(1985)
117
G.O.
II
6900,
the
Buanderie
was
treated
as
a
public
hospital
centre
for
the
purposes
of
negotiating
collective
agreements
in
the
public
and
semi-public
sectors.
Its
member
establishments
are
exclusively
public
hospital
centres
or
reception
centres,
within
the
meaning
of
sections
10
and
11
of
the
AHSSS.
In
the
same
way
the
Buanderie
is
the
exclusive
supplier
of
laundry
services
to
these
establishments,
as
since
1983
the
Ministère
des
affaires
sociales
has
no
longer
provided
any
grants
for
establishing
this
kind,of
service
within
hospitals
and
has
instead
required
the
latter
to
become
members
of
the
Buanderie.
The
services
provided
by
it
are
limited
to
washing
the
linen
of
member
establishments,
which
once
again
is
exclusively
owned
by
them.
In
addition
to
the
question
of
services,
the
Buanderie’s
method
of
operation
is
also
very
instructive.
It
may
be
noted
that
the
corporation’s
budget
is
determined
solely
by
operating
costs
and
provides
no
profit.
In
fact
the
entire
cost
is
divided
among
the
establishments
served,
which
pay
a
share
proportionate
to
the
services
received.
Additionally,
each
member
of
the
corporation
also
acts
as
a
director.
Under
the
Buanderie’s
supplementary
letters
patent,
issued
on
February
26,
1985,
the
number
of
members
of
the
corporation
was
increased
to
nine,
three
being
appointed
by
the
Regional
Council,
two
by
the
Minister
of
Social
Affairs
and
four
by
the
user
establishments,
with
the
further
condition
that
the
latter
must
be
accepted
by
the
corporation’s
board
of
directors.
Finally,
a
provision
of
the
original
letters
patent
states
that
in
the
event
of
dissolution
of
the
corporation
and
distribution
of
its
assets,
property
acquired
in
whole
or
in
part
by
means
of
a
grant
by
the
Ministère
des
affaires
sociales
would
belong
to
the
Regional
Council.
Apart
from
this
aspect,
the
Regional
Council
is
not
financially
or
commercially
involved
in
providing
laundry
services
but
acts
as
another
administrative
committee,
responsible
in
this
case
for
overseeing
the
achievement
of
the
legislative
purposes
set
out
in
section
18
of
the
AHSSS.
From
the
beginning
of
their
existence
until
December
1985,
the
Regional
Council
and
the
Buanderie
had
been
exempt
from
real
estate
and
business
tax
respectively
as
public
establishments
pursuant
to
subsections
204(14)
and
236(1.1)
of
the
AMT.
During
the
period
the
City
of
Montréal
and
the
Communauté
urbaine
de
Montréal
received
grants
from
the
provincial
government
proportionate
to
the
taxes
they
might
otherwise
have
collected
from
these
establishments.
This
compensation
was
paid
pursuant
to
section
255
of
the
same
Act.
On
October
18,
1985,
however,
the
Ministère
des
affaires
municipales
informed
the
City
of
Montréal
that
the
grants
were
being
terminated,
the
reason
being
that
the
Buanderie
and
the
Regional
Council
would
no
longer
benefit
from
the
tax
exemption
they
had
enjoyed
until
that
time.
Following
this
notice
the
Communauté
urbaine
de
Montréal
in
December
1985
issued
certificates
of
amendment
for
1984
and
1985
making
the
immovable
occupied
by
the
Buanderie
subject
to
real
estate
tax.
On
March
25,
1986
the
City
of
Montréal
sent
the
Regional
Council
a
notice
of
amendment
to
the
valuation
roll
retroactive
to
January
1,
1984
as
well
as
its
invoices
for
municipal,
school
and
Olympic
taxes.
Accordingly
the
immovable
was
subsequently
entered
on
the
roll
from
1984
to
1988.
These
amendments
initially
affected
the
Regional
Council
since
it
was
the
owner
of
the
immovable
within
the
meaning
of
section
1
of
the
AMT.
On
June
8,
1987
the
City
of
Montréal
also
altered
the
roll
of
rental
values
and
entered
the
immovable
on
the
roll
for
1987
and
1988,
thereby
depriving
the
Buanderie
of
the
business
tax
exemption
it
had
enjoyed.
On
the
following
July
17
the
city
sent
the
Buanderie
a
further
notice
of
amendment
to
the
roll
of
rental
values
and
this
time
entered
the
immovable
on
the
roll
for
1986.
The
Regional
Council
and
the
Buanderie
challenged
these
entries
in
the
Superior
Court
by
an
action
to
set
aside
which
also
sought
repayment
of
taxes
paid
under
protest.
Their
actions
were
joined
for
hearing.
The
Regional
Council
then
sought
to
amend
the
conclusions
of
its
action
to
claim
reimbursement
of
the
amounts
paid
for
1987
and
1988.
In
support
of
its
arguments
it
maintained
that
it
is
a
public
establishment
within
the
meaning
of
subsection
204(14)
of
the
AMT,
in
the
same
way
as
the
health
establishments
of
which
it
said
it
is
merely
an
extension,
and
that
it
should
accordingly
benefit
from
the
same
real
estate
tax
exemptionsection
The
Buanderie
submitted,
for
its
part,
that
it
is
the
alter
ego
of
its
member
establishments
and
that
accordingly
no
business
tax
can
be
imposed
on
it
since
its
activities
are
those
of
a
hospital
centre
or
reception
centre
within
the
meaning
of
subsection
236(1.1)
of
the
said
Act.
The
courts
below
Superior
Court,
[1990]
R.J.Q.
408
According
to
Lemieux
J.,
it
is
clear
that
the
Regional
Council
is
not
a
public
establishment
within
the
meaning
of
section
10
of
the
AHSSS.
She
also
dismissed
the
Council’s
argument
that
it
was
the
mandatary,
agent
or
extension
of
the
member
establishments
of
the
Buanderie.
After
reviewing
the
cases
submitted
in
support
of
this
argument,
which
I
shall
also
have
occasion
to
consider,
she
concluded,
at
page
414:
With
respect,
this
line
of
authority
does
not
apply
in
the
present
case.
In
all
those
cases
the
Crown
was
the
owner
or
lessee
of
the
taxed
land.
Under
very
specific
legislation
the
Crown
was
exempt
from
real
estate
tax.
The
situation
is
different
here.
[Translation.]
Lemieux
J.
noted
that
the
Regional
Council
is
a
mandatary
of
the
Crown
subject
to
the
AMT
pursuant
to
section
488.
In
its
capacity
as
emphyteutic
lessee
it
is
an
owner
within
the
meaning
of
section
1
of
the
Act
and
its
immovable
is
therefore
taxable
under
section
203
unless
it
falls
within
the
exemptions
set
out
in
section
204.
Lemieux
J.
found
no
exemption
that
could
cover
the
Council.
At
page
414
she
said
the
following:
Paragraph
14
of
that
section
refers
to
a
public
establishment
within
the
meaning
of
the
[AHSSS],
a
term
explained
in
sections
10
and
11
of
that
Act.
The
[Regional
Council]
is
not
a
public
establishment
according
to
the
definition
contained
in
those
sections.
Since
the
exemptions
must
be
interpreted
restrictively,
it
follows
that
the
legislature
did
not
intend
to
exempt
a
mandatary
of
the
Crown
from
the
payment
of
real
estate
tax.
[Translation.]
Finally,
after
concluding
that
the
municipal
by-laws
adopted
pursuant
to
section
232
of
the
AMT
were
valid,
the
latter
purporting
to
be
the
enabling
provision
for
collection
of
the
business
tax,
Lemieux
J.
held
that
the
Buanderie
could
not
benefit
from
the
exemption
provided
for
in
section
236
of
the
AMT.
She
cited
”[t]he
reasoning
underlying
the
real
estate
tax
[which]
applies
mutatis
mutandis
to
the
business
tax”
(page
423)
[translation].
The
actions
of
the
Regional
Council
and
the
Buanderie
were
dismissed.
Court
of
Appeal,
[1993]
R.J.Q.
1051,
54
Q.A.C.
210
In
the
opinion
of
Brossard
J.A.,
the
legislative
definition
of
the
status
of
the
Regional
Council
is
sufficient
in
itself
to
dispose
of
the
appeal.
At
page
1055
(Q.A.C.
215)
he
said:
I
am
of
the
view
that
we
should
adopt
forthwith
the
language
used
by
the
[AHSSS]
which,
in
section
18(e.
1),
defines
the
function
of
the
[Regional
Council]
in
respect
of
the
establishments
as
being
that
of
a
representative
and
agent.
Accordingly,
it
was
in
the
capacity
of
mandatary
and/or
agent
of
the
member
establishments
of
[the]
Buanderie...that
the
[Regional
Council]
by
an
emphyteutic
lease
entered
into
an
agreement
with
the
Hôpital
Louis-Hippolyte
Lafontaine
and
constructed
the
immovable
which
is
now
the
subject
of
the
taxable
entries.
[Translation.]
Brossard
J.A.
further
noted
that
it
is
clear
from
reading
sections
10,
11
and
18
of
the
AHSSS
together
that
the
legislature
has
made
a
formal
distinction
within
the
Act
itself
between
a
public
establishment
and
the
Regional
Council.
He
concurred
in
the
conclusion
of
the
trial
judge
that
the
Regional
Council
is
not
a
public
establishment
within
the
meaning
of
sections
10
and
11
of
the
AHSSS
and
clearly
does
not
fall
within
the
exemptions
set
out
in
subsection
204(14)
of
the
AMT.
In
this
connection
he
approved
at
page
1056
(Q.A.C.
216)
the
reasoning
by
which
the
Superior
Court
judge
arrived
at
the
latter
conclusion,
namely;
under
the
rules
of
interpretation,
tax
legislation
must
be
interpreted
so
as
to
achieve
its
purpose,
general
taxation
being
the
rule
and
exemption,
the
exception:
any
tax
exemption,
like
any
exception,
must
therefore
be
interpreted
restrictively.
[Translation.]
Similarly,
he
relied
on
the
comments
made
by
Bisson
C.J.Q.
in
Québec
(Communauté
urbaine)
v.
Corp.
Notre-Dame
de
Bon-Secours
(1992),
47
Q.A.C.
47,
now
before
this
Court,
to
the
effect
that
"[when
interpreting]
an
exemption
from
the
principle
of
real
estate
taxation
a
restrictive
interpretation
should
be
adopted"
[translation].
In
conclusion
Brossard
J.A.
adopted
the
argument
of
the
City
of
Montréal
that
when
the
legislature
exempts
an
immovable
it
does
so
specifically,
whether
on
the
basis
of
the
status
of
mandatary
of
the
person
who
owns
it
(subsections
204(1),
(1.1)
and
(5)
of
the
AMT)
or
the
actual
identity
of
its
owner
(subsections
204(2)
and
(2.1)
of
the
AMT).
In
light
of
this
reasoning
the
judge
concluded
that
the
Regional
Council
could
not,
in
se,
benefit
from
the
exemption
provided
for
in
subsection
204(14)
of
the
AMT
in
respect
of
real
estate
tax.
Additionally,
Brossard
J.A.
held
that
the
reasoning
developed
earlier
applied
mutatis
mutandis
to
the
question
of
the
business
tax
imposed
on
the
Buanderie.
He
noted
that
in
carrying
on
an
economic
activity
involving
services,
the
latter
is
prima
facie
covered
by
section
232
of
the
AMT
unless
it
can
take
advantage
of
the
exemptions
provided
for
in
subsections
236(1)
and
(1.1)
of
the
AMT,
the
only
two
which
could
apply
here.
Brossard
J.A.
could
not
subscribe
to
the
conclusion
that
laundry
and
linen
services
are
the
usual
activities
of
a
hospital
centre
or
reception
centre.
On
this
basis,
therefore,
he
held
that
the
Buanderie
was
subject
to
the
business
tax.
Brossard
J.A.
nevertheless
considered
the
appellants’
argument
that
they
were
the
alter
ego
of
the
public
establishments
for
whose
benefit
they
act
and
that,
as
such,
they
should
therefore
be
able
to
claim
the
same
tax
exemptions
as
the
latter.
After
reviewing
the
decisions
submitted
in
support
of
this
argument
he
concluded,
at
page
1059,
that
they
could
be
distinguished
from
the
case
at
bar
since
the
appellants
"carry
on
their
activities
and
provide
their
services
in
an
immovable
which
could
not
be
said
in
any
way
to
belong
to
a
public
establishment
within
the
meaning
of
the
Act"
[translation].
In
his
opinion
the
only
exception
was
the
judgment
of
this
Court
in
City
of
Halifax
v.
Halifax
Harbour
Commissioners,
[1935]
S.C.R.
215,
[1935]
1
D.L.R.
657,
in
so
far
as
it
might
suggest
recognition
of
the
concept
of
an
alter
ego
in
real
estate
taxation
matters.
At
page
1059
(Q.A.C.
220)
however,
Brossard
J.A.
refused
to
apply
this
decision
for
the
following
reasons:
In
my
opinion,
for
there
to
be
a
similarity
between
the
facts
of
that
case...and
those
of
the
case
at
bar,
[the
Buanderie]
would
have
to
be
a
mere
manager
and
administrator
of
laundry
and
linen
services
provided
within
each
public
establishment
on
behalf
of
and
under
the
direct
authority
of
the
individual
administration
of
each
of
those
establishments,
which
is
not
the
case.
[Emphasis
in
original;
translation.]
Brossard
J.A.
also
disposed
of
an
alternative
and
supplementary
argument
raised
by
the
Buanderie
on
appeal
regarding
an
amendment
made
to
section
232
of
the
AMT
in
1986
and
discussed
by
the
Court
of
Appeal
in
Ville
de
Montréal
v.
Association
des
chirurgiens
dentistes
du
Québec,
[1990]
R.J.Q.
2155.
In
view
of
the
conclusion
we
have
reached
on
the
principal
argument
it
will
not
be
necessary
to
deal
with
it
here.
The
Court
of
Appeal
unanimously
dismissed
both
appeals.
Issues
To
determine
whether
the
Regional
Council
and
the
Buanderie
may
respectively
benefit
from
the
tax
exemptions
provided
for
in
subsections
204(14)
and
236(1.1)
of
the
AMT
with
respect
to
real
estate
tax
and
business
tax
the
following
two
questions
must
be
considered:
1.
What
are
the
principles
that
should
guide
the
courts
in
interpreting
tax
legislation?
2.
In
light
of
these
principles,
can
the
Regional
Council
and
the
Buanderie
be
regarded
as
the
alter
egos
of
the
public
establishments
served
by
them,
or
be
assimilated
to
them
in
any
way,
so
as
to
come
within
the
scope
of
sections
10
and
11
of
the
AHSSS,
indirectly
referred
to
in
subsections
204(14)
and
236(1.1)
of
the
AMT?
Relevant
legislation
At
the
relevant
times
the
AHSSS
read
as
follows:
I.
In
this
Act
and
the
regulations,
unless
the
context
indicates
a
different
meaning,
the
following
expressions
and
words
mean:
(a)
"establishment":
a
local
community
service
centre,
a
hospital
centre,
a
social
service
centre
or
a
reception
centre;
(b)
"public
establishment":
an
establishment
contemplated
in
sections
10
and
11
;
10.
The
following
are
public
establishments:
(a)
every
establishment
constituted
under
this
Act
or
resulting
from
an
amalgamation
or
conversion
made
under
this
Act;
(b)
every
hospital
centre
or
social
service
centre
maintained
by
a
non-profit
corporation;
(c)
every
establishment
using
for
its
object
immovable
assets
which
are
the
property
of
a
non-profit
corporation
other
than
a
corporation
incorporated
under
this
Act.
11.
Every
reception
centre
maintained
by
a
non-profit
corporation
other
than
a
corporation
contemplated
in
section
10
is
also
a
public
establishment,
subject
to
section
12.
18.
The
principal
functions
of
a
regional
council
shall
be:
(c)
to
receive
and
hear
the
complaints
of
persons
for
whom
an
establishment
situated
in
the
region
for
which
the
regional
council
is
established
has
not
furnished
the
health
services
and
the
social
services
that
this
Act
entitles
them
to
receive,
and
make
the
recommendations
it
considers
appropriate
in
this
regard
to
the
establishment
concerned
and
the
Minister;
(e)
to
promote
the
exchange,
the
elimination
of
duplication
and
the
better
distribution
of
services
in
the
region
and
the
setting
up
of
common
services
for
several
establishments;
(e.l)
to
act
as
exclusive
representative
of
the
establishments
or
a
category
of
establishments
in
the
whole
or
part
of
its
region:
(i)
for
the
supply
in
common
of
such
goods
as
it
determines,
except
the
classes
of
goods
indicated
by
the
Minister;
(ii)
for
the
supply
of
common
services
in
the
cases
and
on
the
conditions
determined
by
the
Minister;
The
AMT
provided
the
following:
1.
In
this
Act,
unless
the
context
indicates
otherwise,
"owner"
means
(3)
the
person
who
possesses
an
immovable
as
usufructuary,
institute
of
a
substitution
or
emphyteutic
lessee,
or,
where
the
immovable
is
land
in
the
public
domain,
the
person
who
occupies
it
under
a
promise
of
sale,
occupation
licence
or
location
ticket....
203.
An
immovable
entered
on
the
roll
is
taxable
and
its
taxable
value
is
that
entered
on
the
roll
under
sections
42
to
48,
unless
the
law
provides
that
only
a
part
of
that
value
is
taxable.
204.
The
following
are
exempt
from
all
municipal
or
school
real
estate
taxes:
(1)
an
immovable
belonging
to
the
Crown
in
right
of
Québec
or
to
the
Société
immobilière
du
Québec;
(1.1)
an
immovable
belonging
to
the
Crown
in
right
of
Canada
or
to
a
mandatary
thereof;
(14)
an
immovable
belonging
to
a
public
establishment
within
the
meaning
of
the
Act
respecting
health
services
and
social
services
(R.S.Q.,
c.
S-5),
including
a
reception
centre
contemplated
in
section
12
of
that
Act,
and
an
immovable
belonging
to
the
holder
of
a
day
care
centre
permit
or
nursery
school
permit
contemplated
in
paragraph
I
or
2
of
section
4
or
5
of
the
Act
respecting
child
day
care
(1979,
c.
85);
232.
A
municipal
corporation
may
impose
and
levy
a
business
tax
on
any
person
entered
on
the
roll
of
rental
values
carrying
on,
in
the
territory
of
the
municipal
corporation,
an
economic
or
administrative
activity
in
matters
of
finance,
trade,
industry
or
services,
a
calling,
an
art,
a
profession
or
any
other
activity
constituting
a
means
of
profit,
gain
or
livelihood,
except
an
employment
or
charge.
236.
No
business
tax
may
be
imposed
with
respect
to
(1)
an
activity
mentioned
in
section
204...carried
on
anywhere
by
the
Crown,
a
body,
an
institution
or
a
person
contemplated
in
that
section;
(1.1)
an
ordinary
activity
carried
on
anywhere
by
the
Crown,
a
body,
an
institution
or
a
person
contemplated
in
any
paragraph
of
section
204
that
does
not
mention
any
particular
activity,
except
for
the
activity
of
a
person
operating
a
system
contemplated
in
section
66,
67
or
68;
Section
19
of
c.
34
of
the
1986
statutes
had
the
effect
of
deleting
the
word
"ordinary".
Section
12
of
c.
42
of
the
1987
statutes
amended
section
236
as
follows:
236.
No
business
tax
may
be
imposed
with
respect
to
(1)
an
activity
carried
on
by
the
Crown
in
right
of
Québec
or
the
Crown
in
right
of
Canada,
a
mandatary
of
the
Crown
in
right
of
Canada,
the
Société
immobilière
du
Québec,
the
Corporation
d’hébergement
du
Québec,
the
Régie
des
installations
olympiques,
the
Société
de
la
Place
des
Arts
de
Montréal....
488.
This
Act
binds
the
Crown
and
its
mandataries.
Analysis
Rules
for
interpreting
tax
legislation
In
this
Court
the
appellants
argued
that
the
tax
exemptions
consistent
with
the
purpose
and
objective
of
the
legislation
at
issue
should
be
recognized
and
implemented.
My
analysis
of
the
issue
in
Québec
(Communauté
urbaine)
v.
Corp.
Notre-Dame
de
Bon-Secours,
decided
concurrently
herewith,
applies
to
the
case
at
bar.
There
is
accordingly
no
need
to
reproduce
it
in
its
entirety.
It
is
worth
restating
the
key
points,
however,
which
may
be
summarized
as
follows.
-The
interpretation
of
tax
legislation
should
follow
the
ordinary
rules
of
interpretation;
-A
legislative
provision
should
be
given
a
strict
or
liberal
interpretation
depending
on
the
purpose
underlying
it,
and
that
purpose
must
be
identified
in
light
of
the
context
of
the
statute,
its
objective
and
the
legislative
intent:
this
is
the
teleological
approach;
-The
teleological
approach
will
favour
the
taxpayer
or
the
tax
department
depending
solely
on
the
legislative
provision
in
question,
and
not
on
the
existence
of
predetermined
presumptions;
-Substance
should
be
given
precedence
over
form
to
the
extent
that
this
is
consistent
with
the
wording
and
objective
of
the
statute;
-Only
a
reasonable
doubt,
not
resolved
by
the
ordinary
rules
of
interpretation,
will
be
settled
by
recourse
to
the
residual
presumption
in
favour
of
the
taxpayer.
I
would
also
note
the
importance
of
no
longer
concluding
that
the
rule
that
any
tax
exemption
should
be
given
a
strict
interpretation
automatically
applies,
as
was
done
in
the
lower
courts
in
the
case
at
bar.
With
respect,
as
explained
in
Corp.
Notre-Dame
de
Bon-Secours,
supra,
the
notions
of
exemption
and
exception
should
not
be
indissolubly
linked.
That
having
been
said,
this
Court
must
select
from
the
principles
set
out
above
the
one
which
is
most
likely
to
aid
it
in
disposing
of
the
case
before
it.
I
refer
to
the
recognition
by
the
courts
of
the
true
commercial
nature
of
the
taxpayer’s
transactions
when
doing
so
in
appropriate
cases
makes
it
possible
to
attain
the
purposes
of
the
legislation
in
question.
This
rule
was
developed
by
Dickson
C.J.
in
Bronfman
Trust
v.
The
Queen,
[1987]
1
S.C.R.
32,
[1987]
1
C.T.C.
117,
87
D.T.C.
5059,
at
pages
52-53
(C.T.C.
128;
D.T.C.
5066-67).
I
reproduce
the
following
passage
for
the
sake
of
convenience:
I
acknowledge,
however,
that
just
as
there
has
been
a
recent
trend
away
from
strict
construction
of
taxation
statutes...so
too
has
the
recent
trend
in
tax
cases
been
towards
attempting
to
ascertain
the
true
commercial
and
practical
nature
of
the
taxpayer’s
transactions.
There
has
been,
in
this
country
and
elsewhere,
a
movement
away
from
tests
based
on
the
form
of
transactions
and
towards
tests
based
on
what
Lord
Pearce
has
referred
to
as
a
"common
sense
appreciation
of
all
the
guiding
features"
of
the
events
in
question....
This
is,
I
believe,
a
laudable
trend
provided
it
is
consistent
with
the
text
and
purposes
of
the
taxation
statute.
[Emphasis
added.
I
I
note
at
the
outset
that
the
Chief
Justice
was
discussing
the
application
of
this
principle
to
the
transactions
undertaken
by
a
taxpayer,
whereas
in
the
case
at
bar
the
point
for
consideration
is
really
the
true
nature
of
a
corporate
organization.
This
Court’s
intention
is
not
to
prompt
an
automatic
quest
for
substance
in
tax
matters.
The
risk
that
this
will
occur
is
in
any
case
quite
small
if
the
key
elements
of
the
interpretation
as
set
out
above
are
kept
in
mind.
I
note
in
this
regard
that
in
Bronfman
Trust,
the
legislative
context
prevented
this
Court
from
accepting
the
taxpayer’s
arguments
that
substance
should
take
precedence
over
form.
In
short,
the
courts
should
recognize
the
existence
of
a
fundamental
rule
which,
when
judiciously
applied,
will
have
the
effect
of
focusing
attention
on
the
real
nature
of
a
situation,
when
in
many
cases
considering
only
the
formal
structure
would
lead
to
a
different
interpretation
of
a
given
situation.
It
should,
however,
be
borne
in
mind
that
this
rule
only
has
real
meaning
if
it
is
consistent
with
the
analysis
of
legislative
intent.
The
Regional
Council
and
the
Buanderie
as
alter
egos
of
the
member
establishments
served
by
them
The
Superior
Court
and
the
Court
of
Appeal
both
dismissed
this
argument
of
the
appellants.
This
conclusion
was
arrived
at
following
an
analysis
of
a
number
of
decisions
put
forward
by
the
latter
in
support
of
their
theory.
I
refer
to
Corporation
municipale
de
Shannon
v.
Maple
Leaf
Services,
[1971]
C.A.
433;
Maple
Leaf
Services
v.
Townships
of
Essa
and
Petawawa
[1963]
1
O.R.
475,
37
D.L.R.
(2d)
657
(Ont.
C.A.);
Montreal
v.
Montreal
Locomotive
Works
Ltd.,
[1947]
1
D.L.R.
161,
[1946]
3
W.W.R.
748
(P.C.);
and
Regina
Industries
Ltd.
v.
City
of
Regina,
[1947]
S.C.R.
345,
[1947]
3
D.L.R.
81.
With
respect,
these
decisions
were
all
made
in
the
very
special
context
of
the
division
of
powers
and
the
focus
of
their
analysis
lies
in
a
province’s
lack
of
authority
to
tax
a
federal
government
undertaking.
With
this
in
mind
we
have
to
recognize
that
the
alter
ego
theory
proceeds
directly
here
from
what
a
court
must
do
in
analyzing
a
factual
situation
when
a
breach
of
section
125
of
the
Constitution
Act,
1867
is
alleged.
Nevertheless,
I
reserve
comment
on
another
decision
submitted
by
the
appellants,
namely
Halifax
Harbour
Commissioners,
supra,
which,
although
decided
in
the
same
context,
applies
the
alter
ego
concept
on
the
basis
of
factors
having
more
to
do
with
the
actual
nature
of
the
corporate
organization
in
question.
I
shall
have
occasion
to
return
to
this
point.
Other
decisions
have
dealt
with
the
issue
more
directly.
My
intention
is
not
to
review
them
but
to
determine
what
is
essential
and
identify
the
areas
in
which
the
concept
has
been
used.
In
Lennard’s
Carrying
Co.
v.
Asiatic
Petroleum
Ltd.,
[1915]
A.C.
705,
[1914-15]
All
E.R.
280
(H.L.),
and
Clarkson
Co.
v.
Zhelka,
[1967]
2
O.R.
565,
64
D.L.R.
(2d)
457
(Ont.
H.C.),
the
alter
ego
concept
proved
useful
in
dealing
with
the
civil
or
criminal
liability
of
a
corporation
or
its
management.
In
my
opinion,
the
concept
has
been
mainly
used
to
describe
the
situation
where
a
corporate
entity
can
only
act
through
its
directing
mind
and
so
to
illustrate
the
control
which
one
may
exercise
over
the
other.
Additionally,
in
Smith,
Stone
&
Knight
Ltd.
v.
Birmingham
Corp.,
[1939]
4
All
E.R.
116
(K.B.),
Atkinson
J.
came
to
the
conclusion
that
a
parent
company
could
sue
the
persons
responsible
for
damage
caused
to
one
of
its
subsidiaries.
For
the
case
at
bar,
and
regardless
of
this
latter
conclusion,
most
relevant
is
the
way
in
which
the
judge
arrived
at
the
finding
that
the
subsidiary
was
not
operating
on
its
own
account
but
solely
as
an
integral
part
of
the
parent
company’s
activities.
To
this
end
he
consulted
a
number
of
decisions,
all
of
which
involved
tax
law,
which
needless
to
say
is
not
without
relevance
to
the
case
now
before
the
Court.
Using
these
decisions,
he
identified,
at
page
121,
six
factors
that
could
justify
treating
two
corporations
as
one
for
tax
purposes.
I
set
them
out
below:
(1)
Where
the
profits
treated
as
the
profits
of
the
parent
company?
(2)
Were
the
persons
conducting
the
business
appointed
by
the
parent
company?
(3)
Was
the
parent
company
the
head
and
the
brain
of
the
trading
venture?
(4)
Did
the
parent
company
govern
the
adventure,
decide
what
should
be
done
and
what
capital
should
be
embarked
on
the
venture?
(5)
Did
the
parent
company
make
the
profits
by
its
skill
and
direction?
(6)
Was
the
parent
company
in
effectuai
and
constant
control?
Finally,
I
note
Aluminum
Co.
of
Canada
v.
City
of
Toronto,
[1944]
S.C.R.
267,
[1944]
C.T.C.
155,
which
this
time
clearly
dealt
with
tax
law,
and
the
following
passage
from
Rand
J.,
at
page
271
(C.T.C.
160),
which
illustrates
the
special
relationship
sought
by
the
courts
in
order
to
justify
treating
two
corporations
as
one
for
tax
purposes:
By
the
decision
of
this
Court
in
the
case
of
City
of
Toronto
v.
Famous
Players’
Canadian
Corp.,
[1936]
S.C.R.
141,
[1936]
2
D.L.R.
129,
it
is
now
settled
that
the
business
of
one
company
can
embrace
the
apparent
or
nominal
business
of
another
company
where
the
conditions
are
such
that
it
can
be
said
that
the
second
company
is
in
fact
the
puppet
of
the
first;
when
the
directing
mind
and
will
of
the
former
reaches
into
and
through
the
corporate
facade
of
the
latter
and
becomes,
itself,
the
manifesting
agency.
In
such
a
case,
it
is
not
accurate
to
describe
the
business
as
being
carried
on
by
the
puppet
for
the
benefit
of
the
dominant
company.
The
business
is
in
fact
that
of
the
latter.
This
does
not
mean,
however,
that
for
other
purposes
the
subsidiary
may
not
be
the
legal
entity
to
be
dealt
with.
The
question,
then,
in
each
case,
apart
from
formal
agency
which
is
not
present
here,
is
whether
or
not
the
parent
company
is
in
fact
in
such
an
intimate
and
immediate
domination
of
the
motions
of
the
subordinate
company
that
it
can
be
said
that
the
latter
has,
in
the
true
sense
of
the
expression,
no
independent
functioning
of
its
own.
In
light
of
the
foregoing
cases,
a
corporation
may
be
regarded
as
the
alter
ego
of
another
corporation
when
there
is
such
a
close
relationship
between
them
that
what
apparently
concerns
one
actually
pertains
to
the
activities
of
the
other.
Undoubtedly
a
large
number
of
factors
can
be
identified
to
determine
the
existence
of
such
a
relationship:
in
my
opinion,
however,
the
one
that
is
most
explicit
and
most
likely
to
cover
all
aspects
of
the
concept
is
control.
It
is
clear,
however,
in
the
present
case
that
the
Buanderie
is
not
under
the
"immediate
domination"
or
even
under
the
control
of
the
establishments
it
serves.
As
I
noted
earlier,
it
is
run
by
a
board
of
directors
a
majority
of
whom
are
representatives
of
the
Regional
Council
and
the
Ministère
des
affaires
sociales.
The
Buanderie’s
client
establishments
are
certainly
represented
on
the
board
of
directors,
but
they
do
not
have
effective
control
of
the
board.
It
also
appears
that
the
Regional
Council
is
independent
within
the
meaning
of
the
AHSSS
of
the
institutions
it
is
responsible
for
supervising.
An
indication
of
this
is
to
be
found
in
paragraph
18(c)
of
the
AHSSS,
which
provides
that
the
function
of
the
Conseil
is
inter
alia
"to
receive
and
hear
the
complaints
of
persons
for
whom
an
establishment...has
not
furnished
the...services
that
this
Act
entitles
them
to
receive...".
It
necessarily
follows
that
those
controlling
the
Buanderie
are
independent
of
the
institutions
the
latter
serves.
I
should
note,
however,
that
the
aforementioned
decisions
in
which
the
alter
ego
concept
is
developed
were
rendered
in
the
context
of
the
activities
of
commercial
corporations,
where
the
element
of
control
is
of
overriding
importance.
In
this
sense,
and
to
the
extent
that
this
factor
is
different
in
nature
when
it
concerns
the
activities
of
non-profit
corporations,
those
decisions
do
not
directly
answer
the
question
that
arises
in
the
present
case.
We
thus
cannot
conclude
that
the
absence
of
control
necessarily
implies
rejection
of
the
alter
ego
theory
for
non-profit
corporations
like
the
Buanderie.
The
fact
remains
that
in
the
present
case
the
alter
ego
concept
does
not
in
itself
provide
a
solution
to
the
appellants’
problem.
At
the
most
elementary
level,
however,
the
alter
ego
concept
and
the
cases
discussed
above
all
relate
to
the
appropriateness
of
giving
substance
precedence
over
form
and
considering
two
separate
corporate
entities
as
one
and
the
same
person
when
this
is
consistent
with
the
wording
and
purpose
of
the
statute
in
question.
This
is
essentially
in
keeping
with
one
of
the
principles
formulated
by
this
Court
for
the
interpretation
of
tax
legislation
in
Corp.
Notre-Dame
de
Bon-Secours,
supra,
decided
concurrently
herewith.
It
will
be
pointed
out
that
this
principle
should
not
be
extended
unduly
by
being
applied
as
soon
as
it
is
developed
to
questions
involving
the
nature
of
a
corporate
organization.
I
would
note
that
in
the
present
case
the
precise
issue
is
the
intrinsic
nature
of
a
corporate
organization
for
tax
purposes.
That
being
so,
the
legislation
concerned
must
be
interpreted
in
light
of
the
general
principles
formulated
by
this
Court.
In
this
case
the
search
for
the
legislative
intent
reveals
a
fundamental
purpose,
namely
efficiency
in
the
operation
of
hospital
laundries.
This
purpose
is
in
turn
illustrated
by
two
specific
manifestations,
namely
the
merger
and
the
pooling
of
resources,
and
the
introduction
of
a
single,
independent
administrator
a
majority
of
the
members
of
which
are
appointed
by
the
Regional
Council
and
the
Ministère
des
affaires
sociales.
I
note
that
this
change
in
legal
structure
does
not
alter
the
fact
that
the
same
hospital
activities
continued
on
behalf
of
the
same
institutions.
In
view
of
this
it
could
be
argued
forthwith
that
it
would
go
against
common
sense
for
the
legislature
to
have
intended
to
penalize
public
establishments
for
their
decision
to
combine
into
a
more
efficient
and
less
costly
form
of
organization.
That
is
quite
true.
The
fact
remains,
however,
that
the
Regional
Council
and
the
Buanderie
are
independent
organizations
which
are
not
controlled
by
the
establishments
for
whose
benefit
they
operate.
With
this
in
mind,
should
the
appellants
be
treated
like
the
establishments
they
serve
for
tax
purposes?
Halifax
Harbour
Commissioners,
supra,
is
worthy
of
closer
consideration.
That
case,
which
at
first
glance
is
no
different
from
those
submitted
by
the
appellants
in
support
of
the
alter
ego
theory,
was
nevertheless
the
subject
of
an
interesting
comment
by
Brossard
J.A.
in
the
Court
of
Appeal.
I
reproduce
it
again
for
the
sake
of
convenience:
In
my
opinion,
for
there
to
be
a
similarity
between
the
facts
of
that
case...and
those
of
the
case
at
bar,
[the
Buanderie]
would
have
to
be
a
mere
manager
and
administrator
of
laundry
and
linen
services
provided
within
each
public
establishment
on
behalf
of
and
under
the
direct
authority
of
the
individual
administration
of
each
of
those
establishments,
which
is
not
the
case.
[Emphasis
in
original;
translation.
I
The
two
differentiating
points
noted
by
Brossard
J.A.,
namely
operation
in
common
by
several
establishments,
all
of
which
enjoy
an
exemption,
rather
than
under
the
direct
authority
of
each
of
them,
and
operation
somewhere
other
than
within
each
establishment,
do
not
seem
to
me
to
be
conclusive.
We
must
accordingly
look
more
closely
at
the
corporate
nature
of
the
Halifax
Harbour
Commissioners
("the
corporation").
In
that
case
Duff
C.J.
undertook
a
very
detailed
analysis
of
the
rights
and
powers
conferred
on
the
corporation
by
the
statute
creating
it
(S.C.
1927,
c.
58).
Before
examining
their
substance,
however,
it
is
worth
noting
the
purposes
for
which
the
corporation
was
created.
These
were
twofold:
first,
the
responsibility
of
managing
and
administering
the
Port
of
Halifax;
second,
regulation
of
the
way
in
which
navigation
was
carried
on
within
the
port.
It
appears
from
Duff
C.J.’s
analysis
that
the
corporation
in
fact
held
vast
powers
of
acquisition,
alienation,
expropriation
and
regulation
in
order
to
carry
out
the
purposes
for
which
it
had
been
created.
The
broad
latitude
which
it
appeared
to
enjoy
a
priori
was
nonetheless
limited
by
the
obligation
which
it
had
to
submit
each
of
these
activities
to
the
approval
of
the
Governor
General
in
Council.
This
Court,
per
Duff
C.J.,
saw
this
situation
as
demonstrating
the
element
of
control
essential
for
the
alter
ego
concept
to
apply.
I
would
mention
again
that
this
aspect
is
not
in
itself
of
any
assistance
in
solving
the
problem
now
before
this
Court.
I
note,
however,
the
importance
attached
to
the
patrimonial
aspect
in
that
decision.
The
real
property
on
which
the
corporation
was
operating
was
owned
exclusively
by
the
Crown.
The
same
was
true
for
any
subsequent
acquisition
of
real
property,
which
was
to
be
acquired
for
and
on
behalf
of
The
King.
Further,
again
under
the
Act
incorporating
it,
the
corporation
could
also
borrow
money
without
being
subject
to
a
requirement
that
it
come
from
the
Government
of
Canada
or
another
source.
The
facts
nevertheless
indicated
that
the
government
had
assumed
some
financial
responsibility
for
the
corporation
by
undertaking
to
supply
capital
in
the
subsequent
years.
In
analyzing
legislative
intent,
the
courts
are
entitled
to
give
precedence
to
substance
over
form
in
implementing
tax
legislation.
A
common
factor,
namely
the
patrimonial
aspect,
emerges
from
Halifax
Harbour
Commissioners,
supra,
and
the
case
at
bar.
In
this
connection,
as
I
noted
earlier,
the
legislation
at
issue
makes
it
clear
that
the
intent
of
the
legislature
was
to
promote
efficiency
in
the
operation
of
hospital
laundries.
In
its
concrete
effects
this
objective
took
the
following
form:
first,
for
administrative
purposes
a
sector
of
hospital
activity
was
allocated
by
the
legislature
to
an
independent
third
party
which
incurred
no
risk
in
the
undertaking;
second,
from
the
standpoint
of
patrimony
there
was
an
almost
complete
identity
between
the
appellants
and
the
establishments
for
whose
benefit
they
operated.
The
evidence
revealed
that
none
of
the
parties
concerned
make
a
profit,
as
the
Buanderie’s
budget
was
based
entirely
on
the
operating
costs
as-
sumed
by
the
hospital
establishments
and
the
reception
centre.
I
also
note
that
ownership
of
the
assets
needed
to
provide
laundry
services
remains,
beyond
the
legal
form,
with
the
member
establishments;
clearly,
in
the
event
of
a
dissolution
of
the
Buanderie
and
distribution
of
its
assets,
those
establishments
would
see
any
assets
covered
in
whole
or
in
part
by
a
grant
from
the
Ministère
des
affaires
sociales
revert
to
the
Regional
Council.
In
my
opinion
that
does
not
lead
to
disregarding
the
fact
that
whatever
was
not
provided
by
the
government
would
become
the
property
of
the
hospitals
and
reception
centres.
Finally,
it
is
the
latter,
and
not
the
administrator
imposed
on
them,
namely
the
Regional
Council,
that
continue
to
have
full
financial
responsibility
for
the
operation
by
assuming
inter
alia
all
its
operating
costs.
It
seems
to
me
that
the
Regional
Council
and
the
Buanderie
form
a
single
"conduit"
to
the
establishments
they
serve
and
that
this
situation
is
not
affected
by
the
fact
that
administrative
functions
or
the
titular
ownership
of
property
have
been
conferred
on
them.
In
pursuing
its
objective
the
legislature
made
no
essential
change
to
the
substance
of
the
patrimony
of
the
establishments
as
a
whole,
whether
in
terms
of
financial
responsibility
or
ownership
of
property.
Taxation
relates
solely
to
patrimony.
It
may
therefore
be
concluded
that,
in
requiring
the
creation
of
a
community
laundry,
the
legislature
did
not
intend
to
affect
the
exempt
status
which
had
always
applied
to
the
public
establishments
before
they
were
merged.
No
indication
is
given
to
the
contrary.
Such
a
conclusion
would
run
counter
to
the
legislature’s
aim
of
reducing
costs.
Moreover,
as
a
concluding
note,
the
change
of
policy
of
the
Ministère
des
affaires
municipales
has
never
been
reflected
in
the
legislation.
Conclusions
In
light
of
the
rules
of
interpretation
developed
in
Corporation
Notre-
Dame
de
Bon-Secours,
supra,
and
set
out
in
the
first
part
of
my
analysis,
I
conclude
that
the
alter
ego
concept
does
not
apply
directly
to
the
situation
of
the
Regional
Council
and
the
Buanderie
in
the
case
at
bar.
Nonetheless,
in
determining
the
legislative
intent
it
seems
to
me
that
the
identity
of
patrimony
between
the
appellants
and
their
member
institutions
is
such
that
the
former
should
not
be
treated
differently
from
the
latter
for
tax
purposes.
In
my
view,
this
is
consistent
with
the
specific
realities
of
the
links
between
the
institutions
in
general.
Accordingly,
I
am
of
the
view
that
the
Buanderie
can
use
subsection
236(1.1)
of
the
AMT
in
order
to
benefit
from
the
exemption
from
business
tax
for
1986,
1987
and
1988.
The
same
conclusion
applies
to
the
Regional
Council
in
respect
of
real
estate
tax
for
1984,
1985,
1986
and
1988
pursuant
to
subsection
204(14)
of
the
AMT.
The
position
is
not
the
same,
however,
for
1987.
When
the
Regional
Council
sought
to
amend
the
conclusions
of
its
action
to
set
aside
so
as
to
include
1987
and
1988,
it
was
met
by
the
one-year
prescription
of
section
172
of
the
AMT
for
the
1987
fiscal
year.
For
each
year
in
question,
the
Regional
Council
had
nevertheless
duly
filed
a
complaint
with
the
BREF.
In
Abel
Skiver
Farm
Corp.
v.
Town
of
Sainte-Foy,
[1983]
1
S.C.R.
403,
54
N.R.
345,
at
page
435
(N.R.
382)
et
seq.,
this
Court
held
per
Beetz
J.
that
the
various
remedies
open
to
the
taxpayer
were
complementary.
It
was
noted,
however,
that
the
BREF
remained
subject
to
the
superintending
and
reforming
power
of
the
Superior
Court
and
that
the
response
of
its
members
on
questions
of
law
did
not
have
the
final
nature
of
res
judicata
(at
page
437
(N.R.
384):
It
is...why
the
courts
have
not
required
the
taxpayer
to
proceed
before
the
administrative
tribunals:
they
have
concluded
that
in
this
matter
of
taxation
and
exemption
a
taxpayer
retains
the
right
to
go
directly
to
a
judicial
forum
like
the
Superior
Court,
which
has
the
power
to
decide
the
matter
with
the
force
of
res
judicata.
What
is
the
position
if;
instead
of
deciding
the
matter
on
the
merits,
the
Superior
Court
merely
finds
that
the
action
brought
before
it
is
extinguished?
Does
the
BREF
which
duly
has
a
complaint
before
it,
lose
its
jurisdiction?
Two
points
must
be
considered
in
order
to
answer
these
questions.
First,
the
direct
action
in
nullity
brought
pursuant
to
article
33
of
the
Code
of
Civil
Procedure,
R.S.Q.,
c.
C-2,
and
authorized
by
section
172
of
the
AMT,
derives
from
an
essentially
discretionary
power
(see
Immeubles
Port
Louis
Ltée
v.
Lafontaine
(Village),
[1991]
1
S.C.R.
326,
78
D.L.R.
(4th)
175).
The
somewhat
unusual
but
entirely
valid
legal
provision
which
must
be
taken
into
account
in
municipal
taxation
is
the
limitation
of
the
exercise
of
the
remedy
to
one
year
pursuant
to
section
172
of
the
AMT.
This
must
be
seen
as
a
desire
by
the
legislature
to
introduce
a
measure
of
certainty
and
coherence
into
the
application
of
tax
legislation.
It
would
be
contrary
to
this
objective
for
a
taxpayer
to
be
able
to
go
back
to
some
other
forum
and
to
raise
the
same
question
she
had
put
to
the
Superior
Court,
when
he
himself
initially
chose
to
go
before
that
Court.
Furthermore,
in
this
regard
the
purpose
of
the
action
in
nullity
in
the
Superior
Court
is
to
determine
the
validity
of
an
action
or
regulation
adopted
under
the
law.
A
taxpayer
who
chooses
to
go
directly
to
this
forum,
which
is
called
superior
on
account
of
its
inherent
superintending
and
reforming
powers,
agrees
at
the
outset
that
if
his
action
is
dismissed
the
matter
will
be
res
judicata
so
far
as
an
administrative
tribunal
like
the
BREF
is
concerned.
There
is
no
basis
here
for
making
a
distinction
between
a
decision
of
the
Court
on
the
merits
of
the
case
and
a
mere
finding
that
the
action
before
it
is
prescribed.
This
superintending
and
reforming
remedy
must
be
exercised
in
accordance
with
the
rules
applicable
to
it.
If
it
is
dismissed
because
the
latter
were
not
observed,
the
effect
is
nevertheless
to
make
the
disputed
action
valid
and
beyond
challenge
between
the
parties.
Finally,
it
is
not
this
Court’s
function
to
order
reimbursement
of
the
taxes
paid
by
the
appellants
under
the
aforementioned
entries,
since
sections
182,
248
and
249
of
the
AMT
govern
how
this
will
be
done,
pursuant
to
the
judgment
of
a
court
setting
aside
the
entries
in
question.
Under
section
182
of
the
AMT,
it
is
the
clerk
of
the
municipal
corporation
who
has
the
duty
of
amending
the
roll
to
make
it
comply
inter
alia
with
a
final
decision
rendered
on
an
action
to
set
aside
the
roll.
That
amendment
must
be
made
within
30
days
of
the
final
judgment.
Additionally,
under
section
249
of
the
AMT
a
refund
of
taxes
is
not
due
as
the
result
of
a
circumstance
contemplated
in
section
248
(including
an
amendment
of
the
roll
made
pursuant
to
section
182)
until
30
days
after
the
roll
has
been
amended.
Disposition
The
appeal
is
allowed
in
part.
The
judgments
of
the
Superior
Court
and
the
Court
of
Appeal
are
set
aside
and
the
actions
are
allowed
as
follows:
For
the
Regional
Council,
file
no.
500-05-011061-866
(Sup.
Ct.)
and
no.
500-09-001519-891
(C.A.),
the
Court:
Declares
null
and
avoid
certificates
of
amendment
nos.
816001
for
1984
and
816002
for
1985
issued
by
the
Communauté
urbaine
de
Montréal;
Declares
null
and
void
both
for
the
real
estate
valuation
roll
and
for
the
collection
roll
the
taxable
entry
for
1984,
1985,
1986
and
1988
inclusive
referred
to
in
account
no.
38774250;
Declares
null
and
void
the
notice
of
amendment
to
the
roll
for
1984,
1985
and
1986,
as
well
as
the
invoices
for
municipal,
school
and
Olympic
taxes
for
1984,
1985,
1986
and
1988
in
respect
of
the
immovable
referred
to
in
invoice
38774250;
The
whole
with
costs
throughout.
For
the
Buanderie,
file
no.
500-05-009889-872
(Sup.
Ct.)
and
no.
500-09-001518-893
(C.A.),
the
Court:
Declares
null
and
void
certificates
of
amendment
to
the
roll
of
rental
values
Nos.
033764
for
1986
and
012819
for
1987
issued
by
the
Communauté
urbaine
de
Montréal;
Declares
null
and
void
for
the
roll
of
rental
values
the
taxable
entry
for
1986,
1987,
1988
referred
to
in
account
no.
38725295;
Declares
null
and
void
the
notices
of
amendment
to
the
roll
for
1986
and
1987
and
the
water,
services
and
business
taxes
referred
to
in
account
38725295,
as
well
as
the
tax
invoices
sent
pursuant
thereto;
Declares
null
and
void
for
the
roll
of
rental
values
the
taxable
entry
for
1988
referred
to
in
no.
38725295;
The
whole
with
costs
throughout.
Appeal
allowed
in
part.
Corporation
Notre-Dame
de
Bon-Secours
v.
Indexed
as:
[Notre-Dame
de
Bon-Secours
(Corporation)
v.
Quebec
(Communauté
urbaine)]
Supreme
Court
of
Canada
(Gonthier
J.),
on
appeal
from
the
Quebec
Court
of
Appeal,
September
30,
1994
(Court
File
No.
23014).
Income
tax-Municipal-Act
respecting
Municipal
Taxation,
R.S.Q.,
c.
F-2.1-2,
The
appellant
was
a
non-profit
corporation
created
in
1964
for
the
purpose
of
providing
low
rental
housing
to
indigent
elderly
persons.
There
are
456
people
who
reside
in
the
appellant,
with
an
average
age
of
83.
Of
the
total
number
of
residents,
20
are
physically
located
in
a
single
sector
of
the
establishment
known
as
the
shelter
section,
for
which
the
appellant
holds
a
permit
issued
pursuant
to
the
Act
respecting
Health
Services
and
Social
Services
("A.H.S.S.S.")
authorizing
it
to
operate
a
private
reception
centre
for
20
residents.
Part
of
the
room
and
board
of
the
residents
of
this
section
is
borne
by
the
government,
which
pays
a
per
diem
allowance.
The
government
also
exercises
a
measure
of
control
to
ensure
that
the
20
places
are
filled.
The
remainder
of
the
facilities
receive
no
government
grant
and
are
managed
entirely
by
the
appellant,
whose
administrators
and
managers
work
as
volunteers.
In
addition
to
the
services
of
a
resident
priest,
the
chapel,
an
infirmary
which
is
accessible
24
hours
a
day,
the
cafeteria
and
the
social
activities
which
the
appellant
provides
for
all
residents,
the
premises
in
general
are
physically
designed
to
meet
the
special
needs
of
the
elderly.
Thus,
inter
alia,
there
are
ramps,
there
are
no
door
sills,
electrical
outlets
are
24
inches
from
the
ground
and
bathrooms
are
equipped
with
support
bars.
The
criteria
for
admission
to
the
appellant
are
a
minimum
age
of
60,
a
low
income
and
physical
and
psychological
autonomy.
In
1982,
an
assessor
for
the
city
visited
the
appellant
to
determine
the
proportion
of
the
premises
used
as
an
apartment
building
and
as
a
reception
centre.
He
found
that
89
per
cent
of
the
total
area
of
the
property
was
reserved
for
apartments
and
that
the
shelter
section
and
the
community
services
took
up
11
per
cent.
Accordingly,
he
gave
the
appellant
a
real
estate
tax
exemption
for
1980
to
1984
only
for
this
11
per
cent.
The
appellant
filed
a
complaint
with
the
Bureau
de
révision
de
l’évaluation
foncière
du
Québec
("BREF"),
in
which
it
claimed
an
exemption
for
all
its
facilities
in
view
of
the
nature
of
its
mission.
The
BREF
found
that
the
activities
of
the
appellant
were
those
of
a
reception
centre
and
that
it
was
not
necessary
for
it
to
hold
a
permit
in
order
to
be
treated
as
such.
The
BREF
therefore
exempted
the
appellant’s
property
from
all
real
estate
taxes.
The
Provincial
Court
upheld
the
BREF’s
decision
but
the
Quebec
Court
of
Appeal
allowed
the
city’s
appeal
and
held
that
the
exemption
provided
by
subsection
204(14)
of
the
Act
respecting
Municipal
Taxation
("A.M.T.")
did
not
apply
to
89
per
cent
of
the
surface
area
of
the
appellant.
The
appellant
appealed
to
the
Supreme
Court
of
Canada.
There
were
two
issues:
(1)
what
are
the
principles
that
should
guide
the
courts
in
interpreting
tax
legalisation;
(2)
in
light
of
the
aforementioned
principles,
could
the
appellant
qualify
as
a
reception
centre
within
the
meaning
of
section
12
of
the
A.H.S.S.S.
to
which
subsection
204(14)
of
the
A.M.T.
refers.
HELD:
The
principles
that
should
guide
the
courts
in
interpreting
tax
legislation
are
as
follows:
(1)
the
interpretation
of
tax
legislation
should
follow
the
ordinary
rules
of
interpretation;
(2)
a
legislative
provision
should
be
given
a
strict
or
liberal
interpretation
depending
on
the
purpose
underlying
it,
and
that
purpose
must
be
identified
in
light
of
the
context
of
the
statute,
its
objective
and
the
legislative
intent:
this
is
the
teleological
approach;
(3)
the
teleological
approach
will
favour
the
taxpayer
or
the
tax
department
depending
solely
on
the
legislative
provision
in
question,
and
not
on
the
existence
of
predetermined
presumptions;
(4)
substance
should
be
given
precedence
over
form
to
the
extent
that
this
is
consistent
with
the
wording
and
objective
of
the
statute;
(5)
only
a
reasonable
doubt,
not
resolved
by
the
ordinary
rules
of
interpretation,
will
be
settled
by
recourse
to
the
residual
presumption
in
favour
of
the
taxpayer.
With
respect
to
the
second
issue,
in
order
to
treated
as
a
reception
centre
an
establishment
must
first
offer
certain
services;
it
must
then
place
these
services
at
the
disposal
of
persons
whose
condition
requires
them.
Though
aware
of
section
2
of
the
A.M.T.
which
allowed
the
assessor
to
divide
the
facility,
the
BREF
considered
that
the
appellant
was
operating
facilities
which
as
a
whole
met
the
two
parts
of
the
definition
of
reception
centre.
The
decision
of
the
BREF,
a
specialized
tribunal,
disclosed
no
error
subject
to
review
on
appeal.
In
the
result,
it
was
appropriate
to
restore
the
decision
of
the
BREF
that
the
appellant’s
property
should
be
declared
exempt
from
real
estate
taxes
in
its
entirety.
Appeal
allowed.
André
Bois
and
André
Lemay
for
the
applicant.
Estelle
Alain
for
the
respondents
Communauté
urbaine
de
Québec
and
the
City
of
Québec.
Alain
Tanguay
for
the
respondent
the
Bureau
de
révision
de
l’évaluation
foncière
du
Québec.
Cases
referred
to:
Ville
de
Montréal
v.
ILGWU
Centre
Inc.,
[1974]
S.C.R.
59,
24
D.L.R.
(3d)
694;
Stubart
Investments
Ltd.
v.
The
Queen,
[1984]
1
S.C.R.
536,
[1984]
C.T.C.
294,
84
D.T.C.
6305;
Golden
v.
The
Queen,
[1986]
1
S.C.R.
209,
[1986]
1
C.T.C.
274,
86
D.T.C.
6138;
Johns-Manville
Canada
Inc.
v.
The
Queen,
[1985]
2
S.C.R.
46,
[1985]
2
C.T.C.
111,
85
D.T.C.
5373;
The
Queen
v.
Imperial
General
Properties
Ltd.,
[1985]
2
S.C.R.
288,
[1985]
2
C.T.C.
299,
85
D.T.C.
5500;
Bronfman
Trust
v.
The
Queen,
[1987]
1
S.C.R.
32,
[1987]
1
C.T.C.
117,
87
D.T.C.
5059;
Symes
v.
Canada,
[1993]
4
S.C.R.
695,
[1994]
1
C.T.C.
40,
94
D.T.C.
6001.
Gonthier
J.:-The
issue
in
this
case
is
whether
the
appellant,
an
institu
tion
devoted
to
the
welfare
of
elderly
persons
living
under
the
poverty
line,
may
benefit
from
the
tax
exemption
provided
for
in
subsection
204(14)
of
the
Act
respecting
Municipal
Taxation,
R.S.Q.,
c.
F-22.1
("AMT")
for
all
its
facilities.
There
are
two
main
questions:
(1)
What
are
the
principles
that
should
guide
the
courts
in
interpreting
tax
legislation?
(2)
In
light
of
these
principles,
can
the
appellant
qualify
as
a
reception
centre
within
the
meaning
of
section
12
of
the
Act
respecting
Health
Services
and
Social
Services,
R.S.Q.,
c.
S-5
("AHSSS"),
to
which
subsection
204(14)
of
the
AMT
refers?
Facts
acts
The
appellant,
the
Corporation
Notre-Dame
de
Bon-Secours,
is
a
nonprofit
corporation
created
in
1964
for
the
purpose
of
providing
low
rental
housing
to
indigent
elderly
persons.
On
June
16,
1967
the
Soeurs
de
la
Congrégation
de
Notre-Dame
conveyed
to
the
appellant
for
$1
the
land
on
which
it
would
erect
the
facilities
for
use
in
carrying
out
its
mission,
facilities
to
be
known
as
"La
Champenoise"
(which
we
will
use
to
refer
to
the
appellant).
Its
construction
began
in
1968
and
it
was
officially
opened
in
November
1969.
There
are
456
people
at
La
Champenoise,
with
an
average
age
of
83.
The
residents’
annual
income
varies
between
$6,000
and
$9,000
and
80
per
cent
of
the
people
at
the
establishment
are
women.
Of
the
total
number
of
residents,
20
are
physically
located
in
a
single
sector
of
the
establishment
known
as
the
shelter
section,
for
which
La
Champenoise
holds
a
permit
issued
pursuant
to
the
AHSSS
authorizing
it
to
operate
a
private
reception
centre
for
20
residents.
The
shelter
section
apartments
are
similar
to
those
of
other
residents,
except
that
they
have
no
kitchenette.
Part
of
the
room
and
board
of
the
residents
of
this
section
is
borne
by
the
government,
which
pays
a
per
diem
allowance.
The
government
also
exercises
a
measure
of
control
to
ensure
that
the
20
places
are
filled.
The
remainder
of
the
facilities
receive
no
government
grant
and
are
managed
entirely
by
La
Champenoise.
Its
administrators
and
managers
work
as
volunteers.
In
addition
to
the
services
of
a
resident
priest,
the
chapel,
an
infirmary
which
is
accessible
24
hours
a
day,
the
cafeteria
and
the
social
activities
which
La
Champenoise
provides
for
all
residents,
it
should
also
be
noted
that
the
premises
in
general
are
physically
designed
to
meet
the
special
needs
of
the
elderly.
Thus,
inter
alia,
there
are
ramps,
there
are
no
door
sills,
electrical
outlets
are
24
inches
from
the
ground
and
bathrooms
are
equipped
with
support
bars.
The
criteria
for
admission
to
La
Champenoise
are
a
minimum
age
of
60,
a
low
income
and
physical
and
psychological
autonomy.
The
latter
factor
is
not,
however,
a
requirement
for
staying
on
in
the
establishment,
since
it
appears
that
elderly
persons
may
remain
in
the
premises
despite
a
subsequent
deterioration
in
their
health.
In
his
testimony
given
in
1984
the
director
general
of
La
Champenoise
noted
that
places
which
became
vacant
were
offered
to
applicants
who
had
made
their
applications
for
admission
in
1976:
there
was
a
considerable
waiting
list
of
1,800
persons.
In
1982
an
assessor
from
the
Communauté
urbaine
de
Québec
visited
La
Champenoise
to
determine
the
proportion
of
the
premises
used
as
an
apartment
building
and
as
a
reception
centre.
He
found
that
89
per
cent
of
the
total
area
of
the
property
was
reserved
for
apartments
and
that
the
shelter
section
and
the
community
services
took
up
11
per
cent:
he
gave
La
Champenoise
a
real
estate
tax
exemption
for
1980
to
1984
only
for
this
11
per
cent.
La
Champenoise
filed
a
complaint
with
the
Bureau
de
révision
de
l’évaluation
foncière
du
Québec
(’’BREF"),
in
which
it
claimed
an
exemption
for
all
its
facilities
in
view
of
the
nature
of
its
mission.
The
real
estate
tax
debt
to
date
amounts
to
over
$4.5
million
and
it
goes
without
saying
that
the
size
of
the
amounts
involved
will
have
a
determining
effect
on
the
viability
of
La
Champenoise
and
the
security
of
its
456
elderly
residents.
The
courts
below
Bureau
de
révision
de
l’évaluation
foncière
du
québec,
[1985]
B.R.E.F.
130
According
to
the
respondents
the
City
of
Québec
and
the
Communauté
urbaine
de
Québec,
holding
a
permit
to
operate
a
reception
centre
is
an
essential
condition
for
benefiting
from
the
tax
exemption.
It
follows
that
as
La
Champenoise
only
holds
a
permit
for
20
residents
its
entire
facilities
cannot
be
regarded
as
a
reception
centre.
After
reviewing
the
testimony
and
the
applicable
provisions
of
the
AHSSS,
Mr.
Barbe,
of
the
BREF,
found
that
the
activities
of
La
Champenoise
are
those
of
a
reception
centre
and
that
it
was
not
necessary
for
it
to
hold
a
permit
in
order
to
be
treated
as
such.
He
accordingly
exempted
the
appellant’s
property
from
all
real
estate
taxes.
Provincial
Court
(District
of
Québec,
no.
200-02-004152-858,
May
19,
1987)
Aubé
Prov.
Ct.
J.
concurred
in
the
findings
of
the
BREF.
He
was
of
the
view
that
the
entire
La
Champenoise
property
constitutes
a
reception
centre
within
the
meaning
of
paragraph
1
(k)
of
the
AHSSS,
and
is
used
for
the
purposes
provided
by
the
Act.
He
took
note
of
the
parties’
admission
that
the
shelter
section
meets
the
conditions
for
the
exemption
provided
for
in
subsection
204(14)
of
the
AMT.
He
also
noted
the
presence
of
section
2
of
the
AMT,
which
allows
an
assessment
unit
to
be
divided.
In
light
of
these
observations,
he
nevertheless
stated,
at
page
12
of
his
reasons:
The
evidence
here
is
clear,
however,
that
La
Champenoise
in
fact
forms
a
single
well-integrated
unit
and
that
there
is
a
direct,
permanent
and
necessary
connection
between
the
shelter
section
and
the
rest
of
La
Champenoise.
In
the
presence
of
such
a
well-established
and
well
articulated
overall
reality,
the
court
could
not
allow
technical
considerations
to
obscure
the
true
nature
of
La
Champenoise,
namely
that
of
a
facility
at
which,
for
all
practical
purposes,
all
services
are
available
to
everyone.
[Translation.]
The
BREF’s
decision
was
upheld.
Quebec
Court
of
Appeal
(1992),
47
Q.A.C.
47,
[1993]
R.L.
68
In
the
opinion
of
Bisson
C.J.Q.,
the
outcome
of
the
case
depended
on
the
answer
to
two
questions.
First,
the
nature
of
La
Champenoise
had
to
be
determined.
After
examining
certain
definitions
included
in
the
AHSSS,
including
that
of
a
"reception
centre",
Bisson
C.J.Q.
finally
concluded,
at
page
55,
that
"[t]he
legal
and
factual
existence
of
the
respondent
[La
Champenoise]
is
far
from
establishing
that
it
meets
the
definition
of
a
reception
centre,
except
with
respect
to
the
shelter
section".
[Translation.]
He
also
noted
that
the
solution
of
the
matter
had
to
be
based
on
more
fundamental
questions
than
whether
or
not
a
permit
was
held,
and
so
he
did
not
consider
it
necessary
to
rule
on
the
point.
The
second
question
was
to
determine
whether
the
property
was
used
for
the
purposes
provided
by
the
AHSSS.
To
decide
whether
the
La
Champenoise
facilities
were
used
as
a
reception
centre
strictly
speaking,
Bisson
C.J.Q.
considered
in
particular
the
criteria
for
admission
to
the
establishment.
He
noted
that
the
evidence
presented
as
to
the
La
Champenoise
admission
criteria
indicated
that
they
did
not
meet
the
requirements
of
the
definition
of
a
reception
centre.
In
the
opinion
of
the
Chief
Justice,
at
page
56,
there
had
been
an
error
in
characterizing
the
facts:
Where
the
error
was
made
was
in
making
the
availability
of
community
services
the
test
by
which
La
Champenoise
was
regarded
as
a
reception
centre.
The
fact
that
these
community
services
are
available
to
all
residents-tenants
and
sheltered
persons-does
not
mean
that
the
residents
are
all
in
a
condition,
"by
reason
of
their
age
or
their
physical,
personality,
psychosocial
or
family
deficiencies...such
that
they
must
be
treated,
kept
in
protected
residence
or..."
(paragraph
l(k)).
I
note
that
the
evidence
showed
that
in
order
to
obtain
an
apartment
at
La
Champenoise
residents
had
to
be
autonomous
physically
as
well
as
mentally
and
financially,
though
in
the
latter
case
with
limited
means.
[Translation.]
Finally,
since
the
issue
is
whether
to
apply
an
exemption
to
the
principle
of
real
estate
taxation,
Bisson
C.J.Q.
was
in
favour
of
adopting
a
restrictive
interpretation.
With
this
in
mind,
he
concluded
at
page
56:
It
is
true
that
the
respondent
[La
Champenoise]
is
a
non-
profit
corporation
and
engaged
in
an
eminently
praiseworthy
undertaking,
but
this
is
not
a
basis
for
an
interpretation
that
conflicts
with
the
purpose
contemplated
by
the
legislature
when
it
created
the
exemption.
I
therefore
conclude
that
89
per
cent
of
the
surface
area
of
the
property
occupied
by
La
Champenoise...was
not
used
for
the
purpose
provided
in
the
[AHSSS],
and
that
proportion
of
it
could
not
be
regarded
as
a
reception
centre.
[Translation.]
Bisson
C.J.Q.
accordingly
applied
section
2
of
the
AMT,
which
allows
a
unit
of
assessment
to
be
divided,
and
held
that
the
exemption
provided
for
in
subsection
204(14)
of
that
Act
did
not
apply
to
89
per
cent
of
the
surface
area
of
La
Champenoise.
Issues
To
determine
whether
La
Champenoise
may
benefit
from
the
tax
exemption
provided
for
in
subsection
204(14)
of
the
AMT
for
all
its
facilities,
the
Court
must
answer
the
following
two
questions:
1.
What
are
the
principles
that
should
guide
the
courts
in
interpreting
tax
legislation?
2.
In
light
of
these
principles,
can
La
Champenoise
qualify
as
a
reception
centre
within
the
meaning
of
section
12
of
the
AHSSS,
referred
to
in
subsection
204(14)
of
the
AMT?
Relevant
legislation
At
the
relevant
times
the
AMT
provided
the
following:
2.
Unless
otherwise
indicated
by
the
context,
any
provision
of
this
Act
which
contemplates
an
immovable
property,
movable
property
or
unit
of
assessment
is
deemed
to
contemplate
part
of
such
an
immovable
property,
movable
property
or
unit
of
assessment,
if
only
that
part
falls
within
the
scope
of
the
provision.
204.
The
following
are
exempt
from
all
municipal
or
school
real
estate
taxes:
(14)
an
immovable
belonging
to
a
public
establishment
within
the
meaning
of
the
Act
respecting
health
services
and
social
services
(R.S.Q.,
c.
S-5),
including
a
reception
centre
contemplated
in
section
12
of
that
Act,
used
for
the
purposes
provided
by
that
Act,
and
an
immovable
belonging
to
the
holder
of
a
day
care
centre
permit
or
nursery
school
permit
contemplated
in
paragraph
1
or
2
of
section
4
or
5
of
the
Act
respecting
child
day
care
(1979,
c.
85),
used
for
the
purposes
provided
by
that
Act;
The
AHSSS
provided:
1.
In
this
Act
and
the
regulations,
unless
the
context
indicates
a
different
meaning,
the
following
expressions
and
words
mean:
(a)
"establishment":
a
local
community
service
centre,
a
hospital
centre,
a
social
service
centre
or
a
reception
centre;
(b)
"public
establishment":
an
establishment
contemplated
in
sections
10
and
11
;
(c)
"private
establishment":
an
establishment
contemplated
in
sections
12
and
13;
(k)
"reception
centre":
facilities
where
in-patient,
out-patient
or
home-care
services
are
offered
for
the
lodging,
maintenance,
keeping
under
observation,
treatment
or
social
rehabilitation,
as
the
case
may
be,
of
persons
whose
condition,
by
reason
of
their
age
or
their
physical,
personality,
psychosocial
or
family
deficiencies,
is
such
that
they
must
be
treated,
kept
in
protected
residence
or,
if
need
by,
for
close
treatment,
or
treated
at
home,
including
nurseries,
but
excepting
day
care
establishments
contemplated
in
the
Act
respecting
child
day
care
(c.
S-4.1),
foster
families,
vacation
camps
and
other
similar
facilities
and
facilities
maintained
by
a
religious
institution
to
receive
its
members
or
followers;
3.
The
Minister
shall
exercise
the
powers
that
this
Act
confers
upon
him
in
order
to:
(a)
improve
the
state
of
the
health
of
the
population,
the
state
of
the
social
environment
in
which
they
live
and
the
social
conditions
of
individuals,
families
and
groups;
(c)
encourage
the
population
and
the
groups
which
compose
it
to
participate
in
the
founding,
administration
and
development
of
establishments
so
as
to
ensure
their
vital
growth
and
renewal;
9.
Every
establishment
is
public
or
private.
10.
The
following
are
public
establishments:
(a)
every
establishment
constituted
under
this
Act
or
resulting
from
an
amalgamation
or
conversion
made
under
this
Act;
(b)
every
hospital
centre
or
social
service
centre
maintained
by
a
non-profit
corporation;
(c)
every
establishment
using
for
its
object
immovable
assets
which
are
the
property
of
a
non-profit
corporation
other
than
a
corporation
incorporated
under
this
Act.
11.
Every
reception
centre
maintained
by
a
non-profit
corporation
other
than
a
corporation
contemplated
in
section
10
is
also
a
public
establishment,
subject
to
section
12.
12.
However,
a
reception
centre
maintained
by
a
non-profit
corporation
other
than
a
corporation
resulting
from
an
amalgamation
or
conversion
made
under
this
Act
is
a
private
institution:
(a)
if
it
is
arranged
to
receive
not
more
than
20
persons
at
one
time;
or
(b)
if
it
was
already
constituted
on
January
1,
1974
and
if
it
operates
without
recourse
to
sums
of
money
derived
from
the
consolidated
revenue
fund
or
if
such
sums
do
not
cover
more
than
80
per
cent
of
the
net
amounts
it
would
receive
for
its
current
operating
expenses,
if
it
were
a
public
institution;
Analysis
Rules
for
interpreting
tax
legislation
In
this
Court
the
appellant
argued
that
a
provision
creating
a
tax
exemption
should
be
interpreted
by
looking
at
the
spirit
and
purpose
of
the
legislation.
In
this
connection
it
is
worth
looking
briefly
at
the
development
of
the
rules
for
interpreting
tax
legislation
in
Canada
and
formulating
certain
principles.
First,
there
is
the
traditional
rule
that
tax
legislation
must
be
strictly
construed:
this
applied
both
to
provisions
imposing
a
tax
obligation
and
to
those
creating
tax
exemptions.
The
rule
was
based
on
the
fact
that,
like
penal
legislation,
tax
legislation
imposes
a
burden
on
individuals
and
accordingly
no
one
should
be
made
subject
to
it
unless
the
wording
of
the
Act
so
provides
in
a
clear
and
precise
manner.
The
effect
of
such
an
interpretation
was
to
favour
the
taxpayer
in
the
case
of
provisions
imposing
a
tax
obligation,
and
the
courts
placed
on
the
tax
department
the
burden
of
showing
that
the
taxpayer
fell
clearly
within
the
letter
of
the
law.
Conversely,
a
taxpayer
claiming
to
benefit
from
an
exemption
had
"to
establish
that
the
competent
legislative
authority,
in
clear
and
unequivocal
language,
[had]
unquestionably
granted
him
the
exemption
claimed"
(Fauteux
C.J.
in
Ville
de
Montréal
v.
ILGWU
Centre
Inc.,
[1974]
S.C.R.
59,
24
D.L.R.
(3d)
694,
at
page
65
(D.L.R.
699)).
Any
doubt
was
thus
to
be
resolved
in
favour
of
the
tax
department.
In
view
of
this
situation,
it
followed
from
the
strict
construction
rule
that
in
cases
of
doubt
a
presumption
existed
in
the
taxpayer’s
favour
in
taxing
situations
but
against
the
taxpayer
in
those
involving
exemptions.
It
should
at
once
be
noted
that
there
is
a
risk
of
confusion
between
the
rule
that
a
taxing
provision
is
to
be
strictly
construed
and
the
burden
of
proof
resting
upon
the
parties
in
an
action
between
the
government
and
a
taxpayer.
According
to
the
general
rule
which
provides
that
the
burden
of
proof
lies
with
the
plaintiff,
in
any
proceeding
it
is
for
the
party
claiming
the
benefit
of
a
legislative
provision
to
show
that
he
is
entitled
to
rely
on
It.
The
burden
of
proof
thus
rests
with
the
tax
department
in
the
case
of
a
provision,
imposing
a
tax
obligation
and
with
the
taxpayer
in
the
case
of
a
provision
creating
a
tax
exemption.
It
will
be
noted
that
the
presumptions
mentioned
earlier
tend
in
more
or
less
the
same
direction.
This
explains
why
these
concepts
have
been
at
times
superimposed
to
the
point
of
being
confused
with
each
other.
With
respect,
they
are
nevertheless
two
very
different
concepts.
In
any
event,
the
rule
of
strict
construction
relates
only
to
the
clarity
of
the
wording
of
the
tax
legislation:
regardless
of
who
bears
the
burden
of
proof,
that
person
will
have
to
persuade
the
court
that
the
taxpayer
is
clearly
covered
by
the
wording
of
the
legislative
provision
which
it
is
sought
to
apply.
In
Canada
it
was
Stubart
Investments
Ltd.
v.
The
Queen,
[1984]
1
S.C.R.
536,
[1984]
C.T.C.
294,
84
D.T.C.
6305,
which
opened
the
first
significant
breach
in
the
rule
that
tax
legislation
must
be
strictly
construed.
This
Court
there
held,
per
Estey
J.,
at
page
578
(C.T.C.
316;
D.T.C.
6323),
that
the
rule
of
strict
construction
had
to
be
bypassed
in
favour
of
interpretation
according
to
ordinary
rules
so
as
to
give
effect
to
the
spirit
of
the
Act
and
the
aim
of
Parliament:
the
role
of
the
tax
statute
in
the
community
changed,
as
we
have
seen,
and
the
application
of
strict
construction
to
it
receded.
Courts
today
apply
to
this
statute
the
plain
meaning
rule,
but
in
a
substantive
sense
so
that
if
a
taxpayer
is
within
the
spirit
of
the
charge,
he
may
be
held
liable.
This
turning
point
in
the
development
of
the
rules
for
interpreting
tax
legislation
in
Canada
was
prompted
by
the
realization
that
the
purpose
of
tax
legislation
is
no
longer
simply
to
raise
funds
with
which
to
cover
government
expenditure.
It
was
recognized
that
such
legislation
is
also
used
for
social
and
economic
purposesection
In
Golden
v.
The
Queen,
[1986]
1
S.C.R.
209,
[1986]
1
C.T.C.
274,
86
D.T.C.
6138,
at
pages
214-15
(S.C.R.),
Estey
J.
for
the
majority
explained
Stubart
as
follows:
In
Stubart...the
Court
recognized
that
in
the
construction
of
taxation
statutes
the
law
is
not
confined
to
a
literal
and
virtually
meaningless
interpretation
of
the
Act
where
the
words
will
support
on
a
broader
construction
a
conclusion
which
is
workable
and
in
harmony
with
the
evident
purposes
of
the
Act
in
question.
Strict
construction
in
the
historic
sense
no
longer
finds
a
place
in
the
canons
of
interpretation
applicable
to
taxation
statutes
in
an
era
such
as
the
present,
where
taxation
serves
many
purposes
in
addition
to
the
old
and
traditional
object
of
raising
the
cost
of
government
from
a
somewhat
unenthusiastic
public.
Such
a
rule
also
enabled
the
Court
to
direct
its
attention
to
the
actual
nature
of
the
taxpayer’s
operations,
and
so
to
give
substance
precedence
over
form,
when
so
doing
in
appropriate
cases
would
make
it
possible
to
achieve
the
purposes
of
the
legislation
in
question.
(See
Johns-Manville
Canada
Inc.
v.
The
Queen,
[1985]
2
S.C.R.
46,
[1985]
2
C.T.C.
Ill,
85
D.T.C.
5373,
and
The
Queen
v.
Imperial
General
Properties
Ltd.,
[1985]
2
S.C.R.
288,
[1985]
2
C.T.C.
299,
85
D.T.C.
5500.)
It
is
important,
however,
not
to
conclude
too
hastily
that
this
latter
rule
(giving
substance
precedence
over
form)
should
be
applied
mechanically,
as
it
only
has
real
meaning
if
it
is
consistent
with
the
analysis
of
legislative
intent.
As
Dickson
C.J.
noted
in
Bronfman
Trust
v.
The
Queen,
[1987]
1
S.C.R.
32,
[1987]
1
C.T.C.
117,
87
D.T.C.
5059,
at
pages
52-53
(C.T.C.
128;
D.T.C.
5066-67):
I
acknowledge,
however,
that
just
as
there
has
been
a
recent
trend
away
from
strict
construction
of
taxation
statutes...so
too
has
the
recent
trend
in
tax
cases
been
towards
attempting
to
ascertain
the
true
commercial
and
practical
nature
of
the
taxpayer’s
transactions.
There
has
been,
in
this
country
and
elsewhere,
a
movement
away
from
tests
based
on
the
form
of
transactions
and
towards
tests
based
on
what
Lord
Pearce
has
referred
to
as
a
"common
sense
appreciation
of
all
the
guiding
features"
of
the
events
in
question....
This
is,
I
believe,
a
laudable
trend
provided
it
is
consistent
with
the
text
and
purposes
of
the
taxation
statute.
Assessment
of
taxpayers’
transactions
with
an
eye
to
commercial
and
economic
realities,
rather
than
juristic
classification
of
form,
may
help
to
avoid
the
inequity
of
tax
liability
being
dependent
upon
the
taxpayer’s
sophistication
at
manipulating
a
sequence
of
events
to
achieve
a
patina
of
compliance
with
the
apparent
prerequisites
for
a
tax
deduction.
This
does
not
mean,
however,
that
a
deduction
such
as
the
interest
deduc-
tion
in
subparagraph
20(l)(c)(i),
which
by
its
very
text
is
made
available
to
the
taxpayer
in
limited
circumstances,
is
suddenly
to
lose
all
its
strictures.
[Emphasis
added.]
In
light
of
this
passage
there
is
no
longer
any
doubt
that
the
interpretation
of
tax
legislation
should
be
subject
to
the
ordinary
rules
of
construction.
At
page
87
of
his
text
Construction
of
Statutes
(2nd
ed.
1983),
Driedger
fittingly
summarizes
the
basic
principles:
"...
the
words
of
an
Act
are
to
be
read
in
their
entire
context
and
in
their
grammatical
and
ordinary
sense
harmoniously
with
the
scheme
of
the
Act,
the
object
of
the
Act
and
the
intention
of
Parliament".
The
first
consideration
should
therefore
be
to
determine
the
purpose
of
the
legislation,
whether
as
a
whole
or
as
expressed
in
a
particular
provision.
The
following
passage
from
Vivien
Morgan’s
article
"Stubart:
What
the
Courts
Did
Next"
(1987),
35
Can.
Tax
J.
155,
at
pages
169-70,
adequately
summarizes
my
conclusion:
There
has
been
one
distinct
change
[after
Stubart],
however,
in
the
resolution
of
ambiguities.
In
the
past,
resort
was
often
made
to
the
maxims
that
an
ambiguity
in
a
taxing
provision
is
resolved
in
the
taxpayer’s
favour
and
that
an
ambiguity
in
an
exempting
provision
is
resolved
in
the
Crown’s
favour.
Now
an
ambiguity
is
usually
resolved
openly
by
reference
to
legislative
intent.
[Emphasis
added.]
The
teleological
approach
makes
it
clear
that
in
tax
matters
it
is
no
longer
possible
to
reduce
the
rules
of
interpretation
to
presumptions
in
favour
of
or
against
the
taxpayer
or
to
well-
defined
categories
known
to
require
a
liberal,
strict
or
literal
interpretation.
I
refer
to
the
passage
from
Dickson
C.J.,
supra,
when
he
says
that
the
effort
to
determine
the
purpose
of
the
legislation
does
not
mean
that
a
specific
provision
loses
all
its
strictures.
In
other
words,
it
is
the
teleological
interpretation
that
will
be
the
means
of
identifying
the
purpose
underlying
a
specific
legislative
provision
and
the
Act
as
a
whole;
and
it
is
the
purpose
in
question
which
will
dictate
in
each
case
whether
a
strict
or
a
liberal
interpretation
is
appropriate
or
whether
it
is
the
tax
department
or
the
taxpayer
which
will
be
favoured.
In
light
of
the
foregoing,
I
should
like
to
stress
that
it
is
no
longer
possible
to
apply
automatically
the
rule
that
any
tax
exemption
should
be
strictly
construed.
It
is
not
incorrect
to
say
that
when
the
legislature
makes
a
general
rule
and
lists
certain
exceptions,
the
latter
must
be
regarded
as
exhaustive
and
so
strictly
construed.
That
does
not
mean,
however,
that
this
rule
should
be
transposed
to
tax
matters
so
as
to
make
an
absolute
parallel
between
the
concepts
of
exemption
and
exception.
With
respect,
adhering
to
the
principle
that
taxation
is
clearly
the
rule
and
exemption
the
exception
no
longer
corresponds
to
the
reality
of
present-day
tax
law.
Such
a
way
of
looking
at
things
was
undoubtedly
tenable
at
a
time
when
the
purpose
of
tax
legislation
was
limited
to
raising
funds
to
cover
government
expenses.
In
our
time
it
has
been
recognized
that
such
legislation
serves
other
pur-
poses
and
functions
as
a
tool
of
economic
and
social
policy.
By
submitting
tax
legislation
to
a
teleological
interpretation
it
can
be
seen
that
there
is
nothing
to
prevent
a
general
policy
of
raising
funds
from
being
subject
to
a
secondary
policy
of
exempting
social
works.
Both
are
legitimate
purposes
which
equally
embody
the
legislative
intent
and
it
is
thus
hard
to
see
why
one
should
take
precedence
over
the
other.
One
final
aspect
requires
consideration.
In
Johns-Manville
Canada,
supra,
this
Court
itself
referred
to
a
residual
presumption
in
favour
of
the
taxpayer,
and
were
it
not
for
certain
qualifications
that
must
be
added,
it
would
be
difficult
to
justify
maintaining
this
presumption
in
light
of
what
was
discussed
earlier.
Estey
J.
said
the
following
at
page
72
(C.T.C.
126;
D.T.C.
5384):
...where
the
taxing
statute
is
not
explicit,
reasonable
uncertainty
or
factual
ambiguity
resulting
from
lack
of
explicitness
in
the
statute
should
be
resolved
in
favour
of
the
taxpayer.
This
residual
principle
must
be
the
more
readily
applicable
in
this
appeal
where
otherwise
annually
recurring
expenditures,
completely
connected
to
the
daily
business
operation
of
the
taxpayer,
afford
the
taxpayer
no
credit
against
tax
either
by
way
of
capital
cost
or
depletion
allowance
with
reference
to
a
capital
expenditure,
or
an
expense
deduction
against
revenue.
[Emphasis
added.
I
Earlier,
at
page
67
(C.T.C.
123;
D.T.C.
5382),
he
said
the
following:
On
the
other
hand,
if
the
interpretation
of
a
taxation
statute
is
unclear,
and
one
reasonable
interpretation
leads
to
a
deduction
to
the
credit
of
a
taxpayer
and
the
other
leaves
the
taxpayer
with
no
relief
from
clearly
bona
fide
expenditures
in
the
course
of
his
business
activities,
the
general
rules
of
interpretation
of
taxing
statutes
would
direct
the
tribunal
to
the
former
interpretation.
Two
comments
should
be
made
to
give
Estey
J.’s
observations
their
full
meaning:
first,
recourse
to
the
presumption
in
the
taxpayer’s
favour
is
indicated
when
a
court
is
compelled
to
choose
between
two
valid
interpretations,
and
second,
this
presumption
is
clearly
residual
and
should
play
an
exceptional
part
in
the
interpretation
of
tax
legislation.
In
his
text
The
Interpretation
of
Legislation
in
Canada
(2nd
ed.
1991),
at
page
412,
Professor
Pierre-André
Côté
summarizes
the
point
very
well:
If
the
taxpayer
receives
the
benefit
of
the
doubt,
such
a
"doubt"
must
nevertheless
be
"reasonable".
A
taxation
statute
should
be
"reasonably
clear".
This
criterion
is
not
satisfied
if
the
usual
rules
of
interpretation
have
not
already
been
applied
in
an
attempt
to
clarify
the
problem.
The
meaning
of
the
enactment
must
first
be
ascertained,
and
only
where
this
proves
impossible
can
that
which
is
more
favourable
to
the
taxpayer
be
chosen.
The
rules
formulated
in
the
preceding
pages,
some
of
which
were
relied
on
recently
in
Symes
v.
Canada,
[1993]
4
S.C.R.
695,
[1994]
1
C.T.C.
40,
94
D.T.C.
6001,
may
be
summarized
as
follows:
-The
interpretation
of
tax
legislation
should
follow
the
ordinary
rules
of
interpretation;
—A
legislative
provision
should
be
given
a
strict
or
liberal
interpretation
depending
on
the
purpose
underlying
it,
and
that
purpose
must
be
identified
in
light
of
the
context
of
the
statute,
its
objective
and
the
legislative
intent:
this
is
the
teleological
approach;
-The
teleological
approach
will
favour
the
taxpayer
or
the
tax
department
depending
solely
on
the
legislative
provision
in
question,
and
not
on
the
existence
of
predetermined
presumptions;
-Substance
should
be
given
precedence
over
form
to
the
extent
that
this
is
consistent
with
the
wording
and
objective
of
the
statute;
-Only
a
reasonable
doubt,
not
resolved
by
the
ordinary
rules
of
interpretation,
will
be
settled
by
recourse
to
the
residual
presumption
in
favour
of
the
taxpayer.
Characterization
of
La
Champenoise
as
a
reception
centre
used
for
the
purposes
provided
in
the
Act
Two
reasons
were
given
by
Bisson
C.J.Q.
for
allowing
the
respondents’
appeal:
first,
the
legal
and
factual
existence
of
La
Champenoise
does
not
indicate
that
all
its
facilities
can
meet
the
definition
of
a
reception
centre;
second,
it
is
a
mistake
to
conclude,
as
the
courts
below
did,
that
the
availability
of
the
services
offered
means
that
the
immovable
is
being
used
for
the
purposes
provided
by
the
AHSSS,
as
required
by
subsection
204(14)
of
the
AMT.
The
first
reason
is
based
principally
on
analysis
of
paragraph
l(k)
of
the
AHSSS.
I
reproduce
it
again
here
for
the
sake
of
convenience:
(k)
"reception
centre":
facilities
where
in-patient,
out-
patient
or
home-care
services
are
offered
for
the
lodging,
maintenance,
keeping
under
observation,
treatment
or
social
rehabilitation,
as
the
case
may
be,
of
persons
whose
condition,
by
reason
of
their
age
or
their
physical,
personality,
psychosocial
or
family
deficiencies,
is
such
that
they
must
be
treated,
kept
in
protected
residence
or,
if
need
be,
for
close
treatment,
or
treated
at
home,
including
nurseries,
but
excepting
day
care
establishments
contemplated
in
the
Act
respecting
child
day
care
(c.
S-4.1),
foster
families,
vacation
camps
and
other
similar
facilities
and
facilities
maintained
by
a
religious
institution
to
receive
its
members
or
followers....
[Emphasis
added.
I
Two
parts
of
this
definition
may
be
considered:
to
be
treated
as
a
reception
centre
an
establishment
must
first
offer
certain
services;
it
must
then
place
these
services
at
the
disposal
of
persons
whose
condition
requires
them.
This
is
the
part
relating
to
need.
It
will
be
seen
that
for
both
parts
the
paragraph
is
worded
disjunctively.
For
the
"services”
part,
the
words
"or”
and
"as
the
case
may
be"
clearly
indicate
that
lodging
is
a
service
suf-
ficient
in
itself
to
meet
the
requirements
of
the
definition.
There
is
no
need
to
offer
the
full
range
of
services
mentioned
in
paragraph
l(k)
of
the
AHSSS
in
order
to
qualify
as
a
reception
centre;
nonetheless,
the
evidence
was
that
the
La
Champenoise
population
as
a
whole
benefits
from
a
large
number
of
them.
The
paragraph
is
worded
similarly
for
the
"need"
part,
in
that
age
is
sufficient
as
such
to
justify
a
need
to
be
treated
or
kept
in
a
protected
residence,
regardless
of
any
physical,
personality,
psychosocial
or
family
deficiency.
The
notion
of
care
in
this
sense
cannot
be
limited
to
a
purely
therapeutic
aspect.
As
to
the
concept
of
a
protected
residence,
for
which
no
statutory
definition
is
given,
it
should
not
be
given
a
narrower
meaning
than
that
of
a
residence
providing
a
secure
location
adapted
to
the
special
physical
and
mental
needs
of
the
people
for
whom
it
was
designed
and
whom
it
serves.
The
fact
that
La
Champenoise
requires
its
residents
to
be
physically
and
psychologically
autonomous
on
admission
is
an
entirely
different
matter,
and
that
leads
me
to
discuss
the
second
reason.
I
note
that
Bisson
C.J.Q.
mentioned
that
the
availability
of
services
should
not
be
a
basis
for
assessing
the
need
of
residents
and,
indirectly,
determining
whether
the
La
Champenoise
property
was
being
used
for
the
purposes
provided
in
the
AHSSS.
I
share
this
view.
With
respect,
however,
I
consider
that
the
need
of
an
elderly
person
also
cannot
be
determined
by
his
or
her
autonomy.
It
can
certainly
be
concluded
from
the
definition
of
a
reception
centre
that
the
autonomy
of
those
referred
to
in
paragraph
l(k)
may
be
affected
in
varying
degrees.
That
does
not
mean
we
can
conclude
that
an
autonomous
person
is
not
in
need
of
care
and
protection,
a
fortiori
if
as
in
the
case
at
bar
the
autonomy
is
only
determined
at
the
stage
of
admission
and
will
inevitably
diminish
thereafter.
Nowhere
is
it
stated
that
the
individual’s
need
must
be
immediate.
There
is
no
bar
to
its
being
foreseeable.
With
respect,
the
autonomy
of
elderly
persons
at
the
time
of
their
admission
cannot
be
the
decisive
test
in
determining
the
concept
of
need
as
provided
for
in
paragraph
l(k)
of
the
AHSSS.
In
the
same
way,
it
also
cannot
be
used
to
determine
whether
La
Champenoise’s
immovable
is
being
used
for
the
purposes
provided
by
the
Act,
as
prescribed
in
subsection
204(14)
of
the
AMT.
The
outcome
of
the
latter
analysis
will
depend
entirely
on
the
finding,
whether
satisfactory
or
otherwise,
that
in
fact
the
institution
is
designed
and
adapted
for
accommodating
the
elderly
with
a
real
need,
though
that
need
may
be
variable
in
degree
or
immediacy.
Paragraph
12(b)
of
the
AHSSS,
reproduced
earlier
and
applicable
to
the
situation
of
La
Champenoise,
might
well
have
added
to
the
previous
test
the
requirement
that
the
establishment
be
legally
made
a
reception
centre
on
January
1,
1974.
The
only
date
referred
to
by
Mr.
Barbe
of
the
BREF
in
this
matter
is
that
of
the
incorporation
of
La
Champenoise
as
a
non-profit
corporation.
It
is
implicit
from
his
reasons
that
1964
is
the
year
to
be
considered
in
fixing
a
starting-point
for
the
activities
of
La
Champenoise
as
a
reception
centre.
He
concludes,
at
page
137
of
the
BREF’s
decision:
It
appears
from
the
evidence
that
these
were
"facilities
where
in-
patient...services
are
offered
for
the
lodging,
maintenance,
keeping
under
observation,
treatment...of
persons
whose
condition,
by
reason
of
their
age...is
such
that
they
must
be
treated,
kept
in
protected
residence...".
The
establishment
is
accordingly
one
that
meets
the
legislative
definition
of
a
"reception
centre”.
[Translation.]
These
reasons
are
in
accord
with
the
findings
of
fact
made
by
Judge
Larochelle
of
the
Provincial
Court
in
a
judgment
allowing
an
application
for
an
earlier
exemption,
included
in
the
case
on
appeal
with
supporting
testimony.
It
states
(at
Ville
de
Québec
v.
Corp.
Notre-Dame
de
Bon-Secours,
Prov.
Ct.
Québec,
no.
200-
02-008522-783,
November
27,
1980,
at
page
10):
Over
this
four-year
period,
from
1972
to
1975
inclusive,
[La
Champenoise]
as
a
non-profit
corporation
always
pursued
its
stated
purposes
and
objectives,
namely
lodging
and
sheltering
at
a
low
cost
elderly
persons
who
are
in
need,
while
at
the
same
time
providing
them
with
medical
care
and
giving
them
every
assistance
and
moral
support
made
necessary
by
their
state
and
condition,
and
did
so
consistently.
[Translation.]
The
respondents
argued
that
the
appellant
could
not
have
been
established
as
a
reception
centre
on
January
1,
1974
since
at
that
time
it
was
still
covered
by
the
Public
Charities
Act,
R.S.Q.
1964,
c.
216.
With
respect,
that
does
not
call
into
question
the
implicit
conclusion
of
the
BREF,
since
there
is
nothing
to
prevent
La
Champenoise
from
having
in
fact
been
able
to
meet
the
requirements
of
both
statutes.
This
conclusion
is
all
the
more
compelling
when
we
consider
that
historically
the
AHSSS
was
adopted
in
order
to
update
certain
older
legislation,
including
the
Public
Charities
Act,
while
preserving
the
fundamental
principles
contained
in
that
legislation.
From
this
perspective,
it
necessarily
follows
that
the
test
to
be
adopted
in
determining
whether
the
property
is
being
used
for
the
purposes
provided
in
the
Act
must
be
limited
to
an
assessment
of
the
reception
centre
de
facto.
Here
we
have
these
positive
findings
by
the
BREF
that
the
services
provided
by
La
Champenoise,
taken
together
with
the
needs
of
its
residents,
lead
to
the
conclusion
that
it
must
be
classified
in
its
entirety
as
a
reception
centre
for
the
purposes
of
the
Act.
It
was
objected
that
the
BREF
had
not
applied
section
2
of
the
AMT
and
divided
the
unit
of
assessment.
With
respect,
it
is
clear
from
the
reasons
of
Mr.
Barbe
that
that
section
was
not
overlooked.
This
is
especially
apparent
in
his
decision
when
he
notes,
referring
to
the
assessor’s
work,
"[that
the
latter]
established
the
percentage
of
the
exemption
but
not
the
principle
of
an
exempt
part
and
a
part
subject
to
tax"
(page
134)
[translation].
Though
aware
of
the
existence
of
section
2
of
the
AMT,
the
BREF
nevertheless
considered
that
La
Champenoise
was
operating
facilities
which
as
a
whole
met
the
two
parts
of
the
definition
of
a
reception
centre.
Moreover,
it
was
in
the
best
position
to
conclude,
following
a
visit
to
the
premises,
that
the
undertaking
was
indivisible,
and
this
conclusion
was
concurred
in
by
Judge
Aubé
of
the
Provincial
Court
on
appeal,
as
mentioned
earlier.
The
primary
area
of
expertise
of
this
specialized
tribunal
is
certainly
not
that
of
social
services:
I
would
note,
however,
that
what
was
required
here
was
to
define
a
reception
centre
for
tax
purposes.
That
being
so,
there
is
no
need
to
question
its
findings.
In
this
Court
the
respondents
the
Communauté
urbaine
de
Québec
and
the
City
of
Québec
cited
the
decision
in
Services
de
santé
et
services
sociaux—7,
[1987]
C.A.S.
579,
in
support
of
their
arguments
that
La
Champenoise
could
not
be
classified
as
a
reception
centre
in
its
entirety.
That
decision
was
clearly
made
by
a
tribunal
specializing
in
social
services.
With
respect,
the
fact
remains
that
that
case
cannot
apply
here.
The
Commission
des
affaires
sociales
(’’the
Commission")
was
required
to
interpret
the
concept
of
a
reception
centre
in
connection
with
the
power
of
the
Minister
of
Health
and
Social
Services
to
relocate
two
elderly
residents
living
in
a
home
which
had
no
permit
within
the
meaning
of
section
136
of
the
AHSSS.
In
addition
to
accommodation,
the
home
provided
food
and
care
to
the
two
residents,
whose
respective
conditions
required
regular
attention,
one
having
difficulty
in
moving
about
and
the
other
being
subject
to
periods
of
confusion.
The
Commission
reversed
the
Minister’s
decision
and
found
that
the
home
in
question
was
not
a
reception
centre
within
the
meaning
of
paragraph
l(k)
of
the
AHSSS.
In
a
passage
which
I
shall
reproduce
at
length
for
greater
clarity,
the
Commission
said
the
following,
at
page
582:
The
activities
described
in
this
definition
of
a
reception
centre
are
in
fact
very
broad
and
capable
of
being
carried
on
in
various
locations
where
individuals
are
lodged.
Offering
in-patient
services
for
the
lodging
and
maintenance
of
individuals
is
thus
a
task
which
in
our
society
is
far
from
being
a
function
exclusive
to
reception
centres.
Even
in
the
case
of
persons
having
certain
problems
or
deficiencies,
such
centres
do
not
have
a
monopoly.
There
are
in
fact
many
places
providing
lodging
to
elderly
persons
whose
autonomy
is
more
limited
and
who,
though
not
needing
constant
care,
simply
must
live
in
places
where...certain
maintenance
services
are
provided
to
them
in
the
same
way
as
if
they
lived
elsewhere.
Formerly,
such
persons
found
this
type
of
lodging
within
an
extended
family
unit.
Now,
this
resource
is
less
available
and
they
must
have
access
to
different
places.
In
the
Commission’s
opinion
this
is
not
the
type
of
lodging
contemplated
by
the
relocation
power
conferred
on
the
Minister
by
section
182
[AHSSS].
That
power,
which
is
special
and
exceptional,
is
an
incidental
measure
for
the
purpose
of
penalizing
a
breach
of
the
Act,
namely
the
operation
of
an
establishment
without
a
permit
(section
136).
The
establishment
is
truly
a
facility
whose
activities
must
be
so
arranged
that
relatively
constant
special
care
can
be
provided
to
the
persons
living
there
who
require
it.
It
is
not
a
place
the
primary
activity
of
which
is
to
lodge
and
maintain
persons
who
may
occasionally
need
certain
care
and
for
whom
it
provides
reassuring
and
beneficial
surroundings.
The
Minister’s
power
of
relocation
should
not
be
isolated
but
seen
in
its
context.
Otherwise
it
might
be
used
to
transfer
one
or
more
persons
from
locations
where
activities
of
the
kind
described
in
paragraph
1
(k)
are
carried
on
and
where
care
may
be
provided
from
time
to
time
but
which
are
not
truly
facilities
for
this
purpose.
Examples
of
this
are
families
where
an
elderly
or
handicapped
person
lives.
[Emphasis
added;
translation.]
There
is
no
doubt
that
the
factual
background
to
that
decision
is
completely
different
from
the
case
at
bar;
the
same
is
true
of
the
section
of
the
Act
relied
on
in
support
of
these
argumentsection
The
first
passage
underlined
in
the
extract
nevertheless
suggests
that
the
rental
portion
of
La
Champenoise
might
not
be
classified
as
a
reception
centre.
That
does
not
prevent
me
from
coming
to
the
opposite
conclusion.
The
type
of
lodging
referred
to
by
the
Commission
is
inconsistent
with
the
concept
of
an
organized
institution.
This
follows
from
the
last
phrase
underlined
above,
when
the
Commission
mentions
facilities
which
are
not
created
for
the
purposes
of
providing
the
services
described
in
paragraph
l(k)
of
the
AHSSS.
In
the
present
case
La
Champenoise
is
an
organized
institution
which
was
specifically
created
for
the
purpose
of
catering
to
the
special
needs
of
the
elderly.
Another
argument
put
forward
by
the
respondents
to
show
that
La
Champenoise
cannot
be
classified
as
a
reception
centre
in
its
entirety
relies
on
the
reasons
of
Bisson
C.J.Q.,
when
he
noted
that
the
composition
of
the
board
of
directors
and
the
criteria
for
admission
to
La
Champenoise
are
not
in
accordance
with
the
respective
requirements
of
sections
82
and
18.1
of
the
AHSSS.
With
respect,
reading
sections
82
and
76
AHSSS
together
with
the
heading
of
the
division
covering
them
clearly
shows
that
section
82
applies
only
to
public
establishments.
Clearly,
therefore,
it
cannot
be
made
to
cover
La
Champenoise.
As
for
section
181.1
of
the
AHSSS,
which
obviously
applies
to
public
and
private
establishments,
it
provides
for
the
submission
of
admission
criteria
to
the
Conseil
régional
de
la
santé
et
des
services
sociaux
or
the
Minister,
as
the
case
may
be.
There
is
nothing
to
indicate,
however,
that
failure
to
observe
this
requirement
will
as
such
affect
the
status
of
an
establishment
as
a
reception
centre.
The
respondents
submitted,
finally,
that
a
reception
centre
is
not
exempt
from
real
estate
taxes
if
it
does
not
hold
a
permit
required
by
Division
VI
of
the
AHSSS.
As
La
Champenoise
holds
a
permit
for
20
residents,
the
tax
exemption
could
not
be
valid
for
its
facilities
in
their
entirety
but
should
be
limited
to
the
shelter
section
only.
In
support
of
this
argument
the
respondents
relied
on
subsection
204(14)
of
the
AMT,
which
does
not
define
a
reception
centre
as
such
but
rather
proceeds
by
way
of
a
reference
to
section
12
of
the
AHSSS.
Such
a
reference,
they
argued,
is
not
limited
to
the
definition
of
a
reception
centre
but
also
takes
in
the
provisions
of
the
Act
governing
the
activities
of
this
type
of
establishment.
I
shall
again
reproduce
the
paragraph
for
the
sake
of
convenience:
204.
The
following
are
exempt
from
all
municipal
or
school
real
estate
taxes:
(14)
an
immovable
belonging
to
a
public
establishment
within
the
meaning
of
the
Act
respecting
health
services
and
social
services
(R.S.Q.,
c.
S-5),
including
a
reception
centre
contemplated
in
section
12
of
that
Act,
used
for
the
purposes
provided
by
that
Act,
and
an
immovable
belonging
to
the
holder
of
a
day
care
centre
permit
or
nursery
school
permit
contemplated
in
paragraph
1
or
2
of
section
4
or
5
of
the
Act
respecting
child
day
care
(1979,
c.
85),
used
for
the
purposes
provided
by
that
Act;
With
respect,
I
cannot
subscribe
to
the
respondents’
arguments.
If
the
legislature
had
intended
that
the
tax
exemption
of
a
reception
centre
should
be
subject
to
the
existence
of
a
permit
issued
by
the
proper
authority,
it
would
have
said
so
expressly
as
it
did
for
day
care
centres.
The
same
textual
argument
can
be
drawn
from
subsection
204(15)
of
the
AMT
with
respect
to
educational
institutions.
Expressio
unius
est
exclusio
alterius.
I
accordingly
share
the
findings
of
the
BREF
on
this
point.
Conclusion
In
light
of
the
rules
of
interpretation
formulated
in
the
first
part
of
this
analysis,
it
appears
that
on
the
facts
found
by
the
BREF
the
facilities
of
La
Champenoise
can
be
classified
in
their
entirety
as
a
reception
centre
within
the
meaning
of
paragraphs
l(k)
and
12(b)
of
the
AHSSS.
Similarly,
it
appears
that
its
property
as
a
whole
is
used
for
the
purposes
provided
by
that
Act,
as
stipulated
by
subsection
204(14)
of
the
AMT.
The
decision
of
the
BREF,
a
specialized
tribunal,
discloses
no
error
subject
to
review
on
appeal.
I
would
accordingly
restore
the
decision
of
the
BREF
that
the
La
Champenoise
property
should
be
declared
exempt
from
real
estate
taxes
in
its
entirety
for
the
1980
to
1984
fiscal
years
inclusive.
Disposition
The
appeal
is
allowed.
The
judgment
of
the
Quebec
Court
of
Appeal
is
set
aside
and
the
decision
of
the
Bureau
de
révision
de
l’évaluation
foncière
du
Québec
is
affirmed,
the
whole
with
costs
before
the
Bureau
and
in
all
courts.
Appeal
allowed.
Partagée
Inc.
v.
Communauté
urbaine
de
Québec
and
[Indexed
as:
Partagée
Inc.
v.
Québec]
Supreme
Court
of
Canada
(Gonthier
J.),
on
appeal
from
a
decision
of
the
Quebec
Court
of
Appeal,
September
30,
1994
(Court
File
No.
23587).
Income
tax-Municipal-Act
respecting
Municipal
Taxation,
R.S.Q.,
c.
This
appeal
raises
questions
identical
to
those
raised
in
the
case
of
Conseil
de
la
santé
et
des
services
sociaux
Montréal
(Metropolitan)
v.
Montréal
("the
Montreal
case").
In
fact,
the
Buanderie
became
the
Montreal
counterpart
of
the
appellant.
There
were,
however,
three
facts
which
distinguished
this
case
from
the
Montreal
case.
The
first
related
to
the
ownership
of
the
property
being
leased
by
the
appellant;
the
second
related
to
the
fact
that
the
appellant
provided
laundry
services
and
common
supply
services
while
the
Buanderie
provided
exclusively
laundry
services;
and
the
third
related
to
the
fact
that
the
users
of
the
appellant’s
services
included
organizations
having
a
different
status,
such
as
the
Canadian
Red
Cross
Society
and
certain
private
reception
centres.
The
issue
was
whether
the
appellant
was
exempt
from
real
estate
and
business
tax
pursuant
to
subsections
204(14)
and
236(1.1)
of
the
Act
respecting
Municipal
Taxation
("A.M.T.")
respectively.
The
Bureau
de
révision
de
l’évaluation
foncière
du
Québec
("BREF")
dismissed
the
appellant’s
appeal.
The
Court
of
Québec
allowed
the
appeal
from
the
BREF,
but
the
Quebec
Court
of
Appeal
reversed
the
decision
of
the
Court
of
Québec
and
restored
the
BREF’s
decision.
The
appellant
appealed
to
the
Supreme
Court
of
Canada.
HELD:
The
aforementioned
factual
distinctions
did
not
cause
this
case
to
be
decided
differently
than
the
Montreal
case.
Having
regard
to
the
intent
of
the
legislature
as
well
as
the
virtual
identity
of
patrimony
between
the
appellant
and
its
member
establishments,
the
former
should
not
be
treated
differently
from
the
latter
for
tax
purposes.
In
the
result,
the
appellant
could
take
advantage
of
the
exemptions
offered
by
subsections
204(14)and
236(1.1)
of
the
A.M.T.
Appeal
allowed.
Cases
referred
to:
Buanderie
centrale
de
Montréal
Inc.
v.
Montreal
(City),
[1993]
R.J.Q.
1051,
54
Q.A.C.
210;
rev’d
[1994]
3
S.C.R.
29,
63
Q.A.C.
191.
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