Executive Summary: Key Legal and Evidentiary Issues

• AMP’s finding that SPIC failed to meet integrity requirements under the LCOP, leading to its five-year inscription in the RENA, is central to the dispute.
• Alleged repeated obstructive conduct by SPIC and its director, hindering integrity investigations by AMP and other regulatory bodies, underpins the integrity conclusion.
• Use of allegedly inaccurate or misleading invoices in a subcontracting model is treated as an integrity concern rather than a mere administrative irregularity.
• SPIC’s arguments on “double sanction” (SAP plus RENA listing), procedural fairness defects, and misapplication of the ejusdem generis rule are all found insufficient to raise a serious issue on judicial review.
• Claims that SPIC’s recourse to the courts was improperly characterized as obstructive behavior are rejected as weak and not a serious constitutional or fundamental-rights concern.
• In assessing a stay, the court accepts serious prejudice risk to SPIC but finds that the public interest in maintaining the integrity regime for public contracts outweighs SPIC’s private interests, leading to denial of the stay.

Factual background

Sécurité, Protection et Investigation Canada inc. (SPIC) is a private security company whose business model relies heavily on public contracts. Its revenues largely depend on the execution of contracts with public bodies, and at the time of the hearing it had already suffered three terminations of contracts following its inscription in the Registre des entreprises non admissibles aux contrats publics (RENA). This inscription was ordered by the Autorité des marchés publics (AMP) in a decision dated 11 March 2026, covering the period from 11 March 2026 to 10 March 2031. The AMP is a statutory body mandated by the Quebec legislature to oversee integrity in public procurement and to apply the rules in Chapter V.1 of the Loi sur les contrats des organismes publics (LCOP) relating to the integrity of enterprises. Acting under this mandate, the AMP concluded that SPIC did not satisfy the applicable integrity requirements and therefore entered the company on the RENA. SPIC’s business model involves the extensive use of subcontractors for the provision of security services. According to the AMP, this subcontracting structure was associated with a billing system that raised serious integrity concerns, especially because certain subcontractors appeared unaware of invoices issued in their names or on their behalf. For SPIC, this reflected an administrative support service it said it provides to subcontractors; for the AMP, it suggested inexact or misleading invoices inconsistent with integrity standards in public contracting.

The AMP’s decision and its legal basis

In its decision, the AMP relied on various provisions of the LCOP, in particular article 21.48.4, which requires the Authority, when it finds an enterprise does not meet integrity requirements, to impose corrective measures if appropriate and, failing that, to enter the enterprise on the RENA. In SPIC’s case, the AMP concluded that no suitable corrective measures were available and proceeded directly to RENA inscription. The AMP structured its reasoning around two major rubrics. First, it found that SPIC and its director, Alexis Stolz, personally or through legal representatives, repeatedly committed acts that prevented the AMP from carrying out integrity verifications it is legally entitled to perform, and allegedly also impeded inquiries by the Bureau de la sécurité publique and the Comité paritaire des agents de sécurité. Second, it determined that SPIC had produced invoices in response to a formal request for documents and information that were pre-existing on their face but ultimately proved to be inaccurate or misleading in the context of its subcontracting arrangements. The AMP expressly anchored its authority in articles 21.27 and 21.28 LCOP. Article 21.27 obliges the AMP to refuse, grant or renew authorization when it believes an enterprise does not satisfy integrity requirements and refers to the AMP’s investigative powers. Article 21.28 lists a series of factors the AMP “may consider” in assessing integrity, including at paragraph 6 of the second paragraph “the fact that the enterprise or a listed person has, on a repeated basis, evaded or attempted to evade compliance with the law in the course of its business.” The AMP used this clause to treat SPIC’s conduct—repeated resistance to document production and cooperation—as a pattern of law-evading behavior relevant to its integrity assessment.

SPIC’s judicial review and request for a stay

SPIC brought a judicial review application before the Superior Court to challenge the AMP’s decision. It simultaneously applied, before a judge sitting in chambers, for a stay (sursis) of the AMP’s decision pending determination of the judicial review on the merits. Under Quebec civil procedure, a judicial review does not, by itself, stay the impugned administrative decision; a separate stay must be justified. The court therefore applied the familiar tripartite test: (i) the existence of an appearance of right or a serious issue to be tried; (ii) the necessity of a stay to avoid serious or irreparable harm during the proceedings; and (iii) a balance of inconvenience favoring the applicant, measured against the public interest represented by the respondent public authority. SPIC argued that without a stay the RENA inscription would devastate its business given its dependence on public contracts and the ongoing wave of terminations already triggered by the listing. It also advanced several specific legal arguments intended to show there were serious issues to be debated on judicial review.

Key legal arguments advanced by SPIC

SPIC relied on four main grounds to establish an appearance of right. First, it argued there was a prohibited “double sanction”: it had already been subjected to an administrative monetary penalty (sanction administrative pécuniaire, SAP) for failure to provide documents, and treating the same conduct as an integrity breach justifying RENA inscription cumulatively amounted to a second sanction. SPIC noted that the statute does not permit cumulating an SAP with a penal sanction and invited an analogy in its favor. The court rejected this as insufficient even to constitute a serious question, emphasizing that the conduct underlying the AMP’s finding of obstruction ranged more broadly than what might have formed the basis of the SAP, and that the integrity-protection regime would be effectively gutted if the mere imposition of a SAP could block any integrity finding about the same enterprise. Second, SPIC claimed a breach of procedural fairness, invoking the Valosphère decision. It said that, after serving a statutory notice of breach (préavis de manquement), the AMP based its ultimate decision on new grounds to which SPIC had no chance to respond. The court compared the paragraphs of the notice dealing with the subcontractor-billing issue to the corresponding parts of the decision and found that both documents articulated essentially the same reproach: subcontractors engaged by SPIC did not bill as genuine subcontractors; SPIC claimed to provide administrative support, but interviewed subcontractors professed ignorance of the invoicing, leading the AMP to infer a non-compliant billing system. The court concluded there was no material divergence between notice and decision capable of constituting a serious fairness issue.

Interpretation of integrity provisions and constitutional-style arguments

Third, SPIC argued that the AMP’s use of paragraph 6 of the second paragraph of article 21.28 LCOP violated the interpretive rule of ejusdem generis. In its view, the residual wording—dealing with repeated efforts to evade compliance with the law—had to be read narrowly in light of the more specific preceding grounds in article 21.28 and could not sustain the broad integrity finding made against it. The judge held that this provision is not a residual catch-all closing a list, but an independent criterion; as such, the ejusdem generis argument did not raise a serious issue. Fourth, SPIC framed what it called a “constitutionally grave” question: whether the exercise of valid court proceedings by a regulated party can legitimately be characterized as obstruction of integrity investigations. In the judicial review application, SPIC contended that the AMP’s decision assimilated its recourse to the courts—described as serious by two tribunals—to “gestes qui empêchent” the relevant bodies from carrying out their mandates, without a proper analysis distinguishing the exercise of fundamental rights (access to the courts) from true obstruction. The Superior Court noted that the AMP’s decision recounted SPIC’s arguments in various recourses (prematurity, absence of integrity grounds, abusive inter-institutional coordination, excess of jurisdiction and abuse of power, and violations of procedural fairness). Nonetheless, the judge found SPIC’s contention weak and not amounting to a serious constitutional or fundamental-rights question in this context. Overall, the court held that none of SPIC’s four arguments met the threshold of a “question sérieuse à débattre,” meaning the first criterion for a stay was not satisfied.

Assessment of harm and the balance of convenience

On the second criterion—serious or irreparable harm—the court accepted SPIC’s contention. The company had shown that public contracts were central to its business and that RENA inscription had already resulted in three notices of termination. The AMP responded that SPIC remained free to operate in the private market and that the LCOP leaves some avenues for public contracts through special permissions or exceptions, such as authorizations by the Conseil du trésor. Nevertheless, the judge concluded that the prejudice criterion was met: the cumulative effect of current and potential terminations of public contracts posed a serious risk to SPIC during the pendency of the judicial review. The third criterion—the preponderance of inconveniences—proved decisive. Here, the adverse effects on SPIC of denying a stay had to be weighed against the broader public interest. The court stressed that the countervailing inconvenience is that of the public interest, embodied in the LCOP’s integrity requirements. In the judge’s view, the public interest in maintaining the operation of the integrity regime and protecting the public-contracts system from ongoing risks had to prevail over SPIC’s private, though significant, commercial difficulties. The court rejected any attempt to trivialize SPIC’s alleged misconduct and characterized the AMP’s sanction as straightforward application of the law.

Outcome and financial consequences

Because a stay requires satisfaction of all three criteria, and SPIC succeeded only on the harm element, the Superior Court dismissed the application for a stay. The AMP therefore remained the successful party at this interlocutory stage, and SPIC continued to be listed on the RENA while its judicial review proceeded. In formal terms, the court ordered that the request for a stay be rejected “avec les frais de justice,” meaning SPIC was condemned to pay legal costs. However, the judgment does not specify any monetary figure for those costs, nor does it award any damages or quantified sums; the exact amounts, if any, would follow the usual taxation or tariff process and cannot be determined from this decision.