Executive Summary: Key Legal and Evidentiary Issues

• Scope, duration and enforceability of the contractual non-competition clause preventing SIGA from marketing an online business solution competing with Solution ALEOP in Québec.
• Extent of SIGA’s obligations under the partnership, online support and “Pont” development agreements, including the duty to maintain an operational data-exchange link with ALEOP.
• Evidence that SIGA actively prepared and promoted a new automation and data-extraction tool (via AmiCompta and SigaFinance Evo) in Québec despite the post-termination non-compete.
• Risk of serious and irreparable harm to CEGA and SAI’s market position, goodwill, and renewal cycle for ALEOP subscriptions if SIGA’s competing product is launched.
• Impact of SIGA’s privileged access to ALEOP’s technology, client data, and internal processes in assessing the risk of unfair competition and misuse of confidential know-how.
• Application of the stringent criteria for a provisional injunction (urgency, strong prima facie case, irreparable harm and balance of convenience) to justify immediate, time-limited restraints on SIGA’s conduct.

Background and parties

Le Centre d’expertise en gestion agricole (CEGA) is a non-profit organization operating in agricultural management and organizational development, with a mandate to promote sound management practices for agricultural entrepreneurs and their advisers. Solution Aleop inc. (SAI), a company controlled by CEGA, develops and markets management software, particularly in the agricultural sector. Siga Informatique 2000 inc. (SIGA) is a software developer and vendor whose shares are wholly owned by French company Isagri S.A.S., a European leader in agricultural IT solutions.
CEGA developed a web-based accounting automation solution called Solution ALEOP, with public funding support from the Quebec agriculture ministry. It acquired the rights to key innovations behind ALEOP from individual developers and ultimately obtained a Canadian patent (No. 2,960,416) in January 2024 covering a web-based system for automated extraction and processing of accounting data and its integration into client accounting systems. To commercialise ALEOP, CEGA incorporated SAI in 2018 and transferred to it the ALEOP software, including source code, databases, data, intellectual property (including the patent and registered trademark), and related rights. From that point, SAI continued both technical development and commercialization of ALEOP, while CEGA remained its controlling parent.

Development of Solution ALEOP and business model

Solution ALEOP is an online platform allowing subscribing businesses to securely upload professional and accounting documents. Once uploaded, documents are routed through various accounting and non-accounting processes and remain accessible for consultation and management by authorized users. At the core lies OCR-based extraction technology that captures detailed line-item data from accounting documents and automates data entry, using validation and continuous learning to improve accuracy. ALEOP synchronizes extracted data with external accounting software, reducing manual input and accelerating bookkeeping.
The system offers detailed breakdowns of expenses and revenues at the line-item level, enabling granular tracking of farm and agri-business operations. A chart of accounts structure supports subsequent automated synchronizations and accounting updates. Documents, data and performance indicators are accessible at all times via computer, smartphone and tablet, effectively operating as a cloud-based intelligent filing cabinet tailored primarily to agricultural enterprises.

Contractual framework and non-competition clause

The relationship between CEGA/SAI and SIGA is governed by three main agreements.
First, on 9 March 2016, CEGA and SIGA executed a partnership agreement whose purpose was to promote the integration of Solution ALEOP with SIGA’s relevant software solutions and to develop business opportunities. ALEOP was expressly defined as an online business solution for digitized accounting document capture, extraction of financial information, creation of indicators, transfer of data to accounting systems, and cloud hosting of scanned documents. Under this partnership, SIGA undertook to maintain a compatibility link—referred to as a “Pont”—between its accounting software SigaFinance and ALEOP, enabling data synchronization. The agreement had an initial three-year term, automatically renewable for further three-year periods unless written notice of non-renewal was given at least 60 days before expiry.
Crucially, the partnership agreement contained a non-competition clause (clause 13.5). For five years following expiry or termination, SIGA and its directors, officers and shareholders agreed not to distribute in Québec any online business solution that competes with ALEOP as defined in the preamble, and not to act as owner, director, employee or agent of a company whose products are competing online solutions in Québec. The agreement further provided that breach of this clause would entitle the other party to seek judicial remedies, including injunctive relief, to halt the violation and limit damage (clause 13.6).
Second, also on 9 March 2016, CEGA and SIGA signed an online support agreement. Under this contract, CEGA mandated SIGA to provide first-line support for ALEOP to customers using ALEOP in connection with SigaFinance. This support agreement had the same renewable three-year structure and notice mechanism for non-renewal as the partnership agreement. Through this role, SIGA obtained full technical access to ALEOP, its chart of accounts, document classes and functionalities, effectively seeing what end-users saw.
Third, on 15 July 2022, SAI and SIGA concluded a development agreement for a new “Pont” connecting ALEOP with SIGA’s updated software, SigaFinance Evo, which replaced SigaFinance Classique. Under this contract, SIGA was mandated to develop and deliver a link between ALEOP and SigaFinance Evo providing essentially the same services as the earlier link, including data synchronization. SIGA undertook to keep this Pont operational, functional and compatible with ALEOP’s functionalities for at least seven years from delivery. The Pont was delivered in October 2022, binding SIGA to maintain it until at least October 2029. SAI paid all development costs, totalling CAD 58,200 plus taxes.

Emergence of the dispute and alleged breaches

On 5 April 2024, SIGA sent CEGA a letter of intent to terminate both the partnership agreement and the online support agreement at their 9 March 2025 expiry. SIGA questioned the proportionality of the non-competition undertaking beyond the six-month notice period, citing CEGA’s partnerships with other companies that compete directly with SIGA and the low volume of clients using the ALEOP-SIGA link in recent years. SIGA proposed negotiating modified non-compete terms or continued collaboration.
Discussions ensued, with CEGA and SAI seeking to manage the relationship because approximately 85% of SAI’s clients use SigaFinance Evo, making SAI heavily dependent on SIGA’s ecosystem. On 9 March 2025, the partnership and support agreements expired. From that date, the non-competition clause took effect for a five-year period, expiring on 9 March 2030. The Pont development agreement, however, remained in force, obliging SIGA to maintain the ALEOP–SigaFinance Evo link until October 2029.
In early October 2025, CEGA and SAI learned that SIGA representatives were promoting modernization of their services through automation and data transfer. On 10 October 2025, in a meeting, SIGA formally informed CEGA and SAI of its intention to bring to Québec AmiCompta, an accounting automation tool used by ISAGRI in Europe. AmiCompta’s European offering is similar to ALEOP’s Canadian offering: document submission, online data extraction and synchronization with accounting software. SIGA planned to integrate online data-extraction functionality directly into SigaFinance Evo by partnering with AmiCompta, and expressed a desire to capture both summary and detailed data. CEGA and SAI alleged this would directly compete with ALEOP’s key competitive feature—detailed, line-item OCR-based extraction for agricultural accounting.
On 12 October 2025, SIGA promoted AmiCompta on Facebook, and potential clients told CEGA/SAI representatives they had been approached by SIGA for presentations of a new “Outil de simplification et d’automatisation” (simplification and automation tool). On 31 October 2025, a further meeting occurred where a SIGA salesperson spoke about this tool and the company’s plans despite not yet having the product in hand. SIGA’s plan was to start presales in late October or early November 2025 and formally launch the tool around 15 January 2026. SIGA’s representatives acknowledged they had reviewed their contractual obligations in planning the launch.
Negotiations continued but failed to resolve the dispute. On 26 November 2025, a final virtual meeting ended without agreement, and CEGA/SAI concluded that SIGA intended to push ahead with the tool, potentially using major marketing events like “Black Friday” and the agricultural fair in Saint-Hyacinthe (13–15 January 2026). On 27 November 2025, the plaintiffs served their application for provisional, interlocutory and permanent injunction. SIGA did not appear at the hearing on 28 November 2025 despite also having received the application by email on 26 November 2025.

Legal framework for the provisional injunction

The Superior Court considered the criteria for issuing a provisional injunction, which is a highly exceptional and temporary remedy. The plaintiffs needed to show: (i) urgency such that even waiting for an interlocutory injunction would risk irreparable harm; (ii) a strong prima facie case or clear appearance of right, especially since certain conclusions sought were mandatory in nature; (iii) serious or irreparable harm not compensable in money if relief were denied; and (iv) that the balance of convenience or preponderance of inconvenience favoured them. The Court emphasized that provisional injunctions are to be granted only where rights would be irretrievably lost or gravely affected without immediate intervention, and where any doubt should lead to refusal. At this stage, the Court conducts only a preliminary assessment of the case, without deciding the merits definitively.

Court’s analysis of urgency, appearance of right and harm

On urgency, the Court accepted that SIGA had already begun its commercial outreach in Québec, approaching both prospective and existing SAI clients, promoting the upcoming automation tool and planning imminent marketing pushes around Black Friday and future agricultural trade events. The project was no longer embryonic but on the verge of launch. Given SIGA’s expressed intention not to consider itself bound by the full non-competition period, the Court held that immediate judicial intervention was necessary to prevent imminent actions that could seriously undermine CEGA and SAI’s contractual rights.
On the appearance of right, the Court found prima facie that a binding non-competition obligation under clause 13.5 of the partnership agreement exists between the parties and that this clause is now in its five-year post-termination period. The Court accepted that the proposed AmiCompta-based tool, integrated into SigaFinance Evo and aimed at both summary and detailed accounting data extraction and synchronization, is substantially similar in purpose and functionality to ALEOP and therefore likely to be a “solution d’affaires en ligne concurrente” under the contract. Without deciding the ultimate enforceability or precise scope of the clause, the Court concluded there was a clear apparent right in favour of the plaintiffs to insist on respect for the non-competition obligations while the merits are litigated, and that maintaining the status quo was essential.
On serious and irreparable harm, the Court noted the particular features of the agricultural accounting market, the timing (one month before the Saint-Hyacinthe agricultural fair), and the impending renewal period for ALEOP subscriptions (November 2025 to April 2016, likely a typographical error for 2026). It accepted that allowing SIGA to launch its competing solution could deprive CEGA and SAI of key business opportunities, cause confusion in the market, and seriously disrupt their operations and reputation. The Court highlighted the vulnerability created by SIGA’s prior, extensive access to ALEOP’s system and client-facing functionalities during the support relationship, as well as the existence of a shared resource who worked part-time for both parties and regularly interacted with SAI’s clientele, intensifying the risk of unfair competition.
The Court also took into account SIGA’s financial backing and reach as part of ISAGRI, raising a real concern that it could undercut ALEOP on price and attract a significant portion of ALEOP’s client base to a single integrated SIGA solution. This risk was especially acute given that about 85% of SAI’s clientele uses SigaFinance Evo, making it easier for SIGA to migrate users to its own embedded tool. Such losses and erosion of goodwill would be difficult to quantify and not easily compensable through damages alone, justifying provisional injunctive relief.

Balance of convenience and final orders

In assessing the balance of convenience, the Court concluded that the in-conveniences fall clearly more heavily on CEGA and SAI than on SIGA. Without an injunction, the plaintiffs faced serious threat to the continuity of their core commercial activities and potentially their financial survival, as SIGA could quickly appropriate a large portion of their existing and prospective clientele using a tool that competes directly with ALEOP. By contrast, the principal effect on SIGA of preserving the status quo would be the temporary inability to acquire new customers through the contested tool in Québec and the obligation to comply with its existing non-compete and “Pont” maintenance commitments.
Finding that all criteria were met, the Court granted a provisional injunction for a 10-day period, until 7 December 2025 at 5:00 p.m. The orders: (i) immediately prohibited SIGA from competing with CEGA and SAI by distributing in Québec any online business solution competing with ALEOP or acting as owner, administrator, employee or agent of a company whose products compete with ALEOP; (ii) required SIGA, its directors, officers, agents, employees and any person under its orders or control to cease all steps toward marketing its “Outil de simplification et d’automatisation”; and (iii) ordered SIGA to comply with the 15 July 2022 Pont development agreement by keeping the ALEOP–SigaFinance link operational and providing technical support and activation of the ALEOP module. The Court dispensed the plaintiffs from posting security and ordered provisional execution notwithstanding appeal, awarding them costs, though no specific amount was set.
In outcome, CEGA and SAI are the successful parties at this provisional stage, obtaining the injunctive relief they sought and an order that SIGA honour the Pont obligations and non-competition undertaking. The judgment does not quantify any damages or specify the monetary amount of costs, so based on this decision alone, the total amount granted in favour of the successful parties cannot be determined.