Executive Summary: Key Legal and Evidentiary Issues

• Characterization of the immigration consulting agreement as a contract of services under arts. 1458, 2098 and 2100 C.c.Q., with Inno Visa Canada Inc. bound only to an obligation of means regarding visa issuance.
• Dispute over whether the business plan prepared for the start-up visa program was “unrealistic” and if Inno breached its duty of prudence, diligence, and conformity with professional standards.
• Allocation of responsibility for corporate tax compliance, specifically whether Inno had any contractual or implied obligation to file the company’s income tax returns or merely to inform the client of his own obligations.
• Assessment of alleged misadvice on immigration strategy, including whether recommending the start-up visa program was negligent given the client’s profile and later availability of a special open work permit for Iranians.
• Evaluation of the client’s own conduct and diligence, including his failure to read or verify the business plan and to conduct basic market checks before submitting the visa application.
• Evidentiary failure by the client to prove any concrete fault, causation, or quantifiable loss attributable to Inno, resulting in dismissal of the claim and only an order for taxed costs.

Facts and background

Afshin Rajaei, an engineer from Iran with experience operating a business in the industrial maintenance and fabrication sector, sought to immigrate to Canada with the aim of launching a similar enterprise. In November 2021, he entered into a contract for services with Inno Visa Canada Inc., an immigration consulting firm. Under this agreement, Inno undertook to provide immigration consulting services, centering on an application under Canada’s start-up business visa program. The contemplated Canadian enterprise would offer industrial equipment maintenance, repair, and manufacturing of parts. The contract was structured as a professional mandate: Inno would assist in preparing the immigration strategy and supporting documentation, including a business plan, while the client would supply necessary information and review documents prior to filing.

The fee arrangement reflected a significant discount because Rajaei’s daughter, Niloufar Rajaei, worked for Inno. He paid CAD 37,500 in professional fees plus certain additional charges, representing roughly half of what Inno normally billed similar clients. The daughter played a key intermediary role: she liaised between her parents and Inno’s representative, discussed possible avenues such as trucking or purchasing a small hardware store, and helped steer the family toward an enterprise concept aligned with Rajaei’s existing expertise instead.

The contract was governed by the provisions on contracts of enterprise or for services in the Civil Code of Québec. The court identified it as a contract of service under article 2098 C.c.Q., meaning Inno had to perform its mandate with prudence and diligence, in line with professional usages and the rules of the art, but was not guaranteeing a result. The agreement expressly specified that Inno’s obligation regarding visa issuance was one of means, not of result. Rajaei, for his part, undertook to provide complete and accurate information needed to assemble the application and to review documents such as the business plan and forms before submission.

As part of its performance, Inno outsourced preparation of the business plan to a specialist subcontractor, drawing on information provided by Rajaei. The finalized plan set out the proposed Canadian enterprise, its market positioning, the client’s experience and skills, and projections about the business’s viability and distinctive character. The court noted that the content of the plan reflected Rajaei’s own description of his activities, expertise, and ambitions. After the application proceeded, a visa was ultimately granted in February 2024.

Claims and allegations

Despite the successful issuance of the visa, Rajaei later commenced a claim in the small claims division of the Cour du Québec. Substantively, he took the position that Inno’s work had been deficient and that he was entitled to a refund of what he had paid, though he capped his monetary claim at CAD 15,000 to remain within the jurisdictional limit of the small claims division. His core allegations were threefold.

First, he contended that Inno had produced an unrealistic business plan. According to him, once he began exploring the Canadian market in more detail, he discovered that implementing the project as described was not feasible. He said he only fully realized the plan’s impracticability after the visa had been issued and he had more concretely investigated the Canadian business environment.

Second, he asserted that Inno had failed to file the enterprise’s income tax returns in Canada, allegedly exposing him to tax penalties. In his view, that obligation fell within the scope of the services that Inno had agreed to provide or that he reasonably believed were included.

Third, he argued that Inno had misadvised him by recommending the start-up business immigration route, maintaining that this program was not appropriate for his situation. He linked this criticism to the later emergence of a special open work permit for Iranian nationals and their families, suggesting that this alternative would have been preferable.

Inno defended its work on all fronts. It pointed out that the visa had in fact been obtained, that the business plan had been developed collaboratively and approved by Rajaei before submission, that corporate tax filings were never part of its contractual responsibilities, and that the special open work permit did not even exist at the time the contract was executed in 2021.

Contractual framework and obligations

The court’s analysis began with the nature of the contract and the allocation of obligations. Under article 1458 C.c.Q., contracting parties are bound to honor the obligations set out in their agreement. Article 2100 C.c.Q. further requires a professional service provider such as Inno to act with prudence and diligence and in accordance with professional usages and rules of practice. However, the contract expressly framed Inno’s engagement as an obligation of means with respect to the outcome of the visa application. It was not an insurer of success or of the commercial viability of the business concept beyond what a prudent professional would ordinarily verify.

The contract and its annexes also imposed clear reciprocal duties on the client. Rajaei had to provide the information required to prepare the application and was obligated to review documents drafted on his behalf before they were filed. This included the business plan, which formed a central supporting document for the start-up visa application. The court stressed that the onus rested on the client to read and validate this plan, particularly since it contained numerous assertions about the viability and uniqueness of his proposed enterprise.

Assessment of the business plan complaint

On the allegation that the business plan was unrealistic, the court examined both the process and the evidence of any flaw. It found that Inno had entrusted preparation of the document to a specialized subcontractor, using the data and descriptions provided by Rajaei. The plan’s sections describing the project, the client’s background, and the market positioning were clearly derived from the client’s own explanations.

Rajaei and his daughter both testified that they had not read the business plan in detail before it was filed and only examined it closely after the visa was granted. They then concluded, in hindsight, that the project described was not realistically achievable. The court considered this account but noted that Rajaei was an experienced businessperson and engineer, fully aware that the Canadian market and operating conditions could differ substantially from those in Iran. It found it contradictory that he would allow the submission of such a central document without at least conducting minimal market checks or verifying whether the plan matched his intentions and constraints.

Crucially, he did not present precise, concrete evidence demonstrating that the plan itself was objectively defective or improperly prepared by Inno or its subcontractor. The court emphasized that dissatisfaction arising only after the visa was granted, coupled with a vague description of later inquiries to Canadian businesses, did not establish professional fault. In the absence of clear proof that Inno’s preparation of the business plan fell below the standard of prudence and diligence required, this branch of the claim was rejected.

Responsibility for tax filings

Regarding the alleged failure to file the enterprise’s tax returns, the court found no basis for attributing that responsibility to Inno. The evidence showed that, after the visa was issued, Inno sent Rajaei a detailed email outlining the administrative and fiscal steps he was required to accomplish himself once in Canada. This guidance made clear that compliance with tax obligations rested with the client, not with the immigration consultant.

The court found no contractual clause or credible evidence suggesting that Inno had undertaken to act as a tax agent or accountant responsible for filing corporate returns. Nor did Rajaei provide proof of actual tax penalties incurred or of any reliance on a representation that Inno would handle filings on his behalf. Accordingly, the allegation of fault on this issue was also dismissed.

Alleged misadvice on immigration program

On the question of immigration strategy, Rajaei argued that Inno failed in its advisory role by steering him into the start-up visa program when another pathway would supposedly have been more suitable. However, he was unable to identify a specific alternative program that was both available and clearly better adapted to his situation at the time the contract was made.

The court gave particular weight to the timing of the special open work permit he invoked. That instrument was a temporary, exceptional measure later introduced by the Canadian government in response to human rights violations and destabilizing actions by the Iranian regime, aimed at assisting Iranian nationals and their families. It simply did not exist in 2021 when Inno recommended the start-up visa route and the contract was executed. On these facts, the court held that it was impossible to fault Inno for not pursuing a program that had not yet been created.

Again, there was no evidence that Inno’s recommendation fell outside the range of reasonable professional judgment at the time or that it misrepresented the risks, requirements, or nature of the start-up program. The claim of negligent immigration advice therefore failed.

Outcome and monetary consequences

After reviewing each of the alleged breaches—unrealistic business plan, failure to handle tax filings, and inappropriate choice of immigration program—the court concluded that Rajaei had not met his burden of proving any fault by Inno in the performance of the contract. The visa had in fact been obtained, and none of the subsequent disappointments or difficulties could be traced to a breach of contractual or professional duty by the firm. In consequence, the Cour du Québec, Small Claims Division, dismissed Rajaei’s claim in its entirety. The successful party was Inno Visa Canada Inc., and the only monetary order made was an award of CAD 374 in court costs in its favor, with no damages granted to the plaintiff.