Executive Summary: Key Legal and Evidentiary Issues

• Dispute over unpaid accounting fees where the CPA firm claimed $15,000 for professional services allegedly rendered between 2015 and 2022.
• Application of Quebec’s three-year extinctive prescription period to determine whether the 2020 and 2021 portions of the claim were time-barred.
• Credibility and sufficiency of the plaintiff’s billing records, including non-standard practices such as unnumbered bulk invoices and advances without contemporaneous invoicing.
• Impact of the suspension of prescription delays during the COVID-19 period on the computation of limitation deadlines for professional fees.
• Weight of defence evidence showing substantial advance payments totalling $76,311.44 and the absence of detailed invoices despite repeated client requests.
• Overall failure of the plaintiff to meet the burden of proof on the existence and quantum of any outstanding debt for the 2022 claim head.

Factual background

Gilles Brouillard CPA inc. is an accounting firm led by Mr. Gilles Brouillard, providing professional services to Fredrick System Distribution (1994) Inc. and to its principal, Mr. Fredrick Stange, both for corporate and personal tax and accounting matters. The professional relationship began in 2003 and continued for approximately twenty years before breaking down. Over this period, the firm operated with an unusual internal system: time for work performed was initially recorded on a general Excel-type sheet and later reallocated to individual files. The firm did not use standard accounting software and frequently requested advances from clients without issuing corresponding invoices, deferring formal billing and remittance of sales taxes until later.

In 2023, Mr. Stange decided, both personally and on behalf of the company, to move the file to another accounting firm. The previous accountant only learned of this switch in 2024. Following that discovery, on 13 March 2024, Gilles Brouillard CPA inc. issued three invoices totalling $20,646.49 for past services. These were then reduced and adjusted to a round figure of $15,000 to bring the claim within the monetary jurisdiction of the Small Claims Division of the Court of Québec. The invoices were grouped to cover several years of services, essentially spanning work from 2015 up to and including the 2022 fiscal year.

The parties’ positions

The plaintiff accounting firm alleged that it had provided extensive accounting and tax services over the years for the benefit of Fredrick System Distribution (1994) Inc. and Mr. Stange personally, and that a balance of $15,000 remained unpaid. It relied on its internal time sheets, later compiled into a global time summary, as the basis for the impugned invoices. The claim was framed as a straightforward recovery of professional fees based on a long-standing mandate between accountant and client.

The defendants, both the company and Mr. Stange, firmly contested the debt. They maintained that they had actually paid more than any possible amount owed by way of numerous advances and payments requested by the accountant over time. They produced a detailed list of payments made between 20 July 2017 and 19 May 2022, showing cumulative payments of $76,311.44 to the plaintiff. They further argued that these sums far exceeded any reasonable total of accounting fees likely incurred and that they consistently sought, but never obtained, clear annual or detailed invoices. Mr. Stange went so far as to allege that certain invoices had been fabricated after the fact for litigation purposes and that he had never received them during the course of the relationship.

Evidence of billing practices and documentation

The evidence revealed that the plaintiff’s billing system diverged markedly from normal professional practice. Mr. Brouillard admitted that he did not issue regular, sequentially numbered invoices as work progressed. Instead, he would request advance payments and postpone invoicing until the amounts to be billed were already fully covered by funds on account. He testified that this approach was designed, in part, to avoid remitting sales taxes to the government before receiving payment.

The contested invoices produced under P-1 were all issued in a batch after the plaintiff discovered that the defendants had changed accountants and after the professional relationship had effectively ended. These invoices purported to cover services rendered over more than four years. When confronted with the allegation that no prior invoices had ever been received, the plaintiff produced another bundle of invoices, marked P-5, all dated 28 July 2020. Mr. Stange denied ever receiving these documents and suggested they had been created retroactively to support the lawsuit. None of the invoices, whether under P-1 or P-5, were numbered or supported by detailed time breakdowns despite the plaintiff’s claim that time was carefully recorded and formed the basis for billing.

The defence evidence also included testimony from two witnesses. Ms. Yvette Martel, Mr. Stange’s partner for 27 years, testified that throughout the entire business relationship she never saw a single invoice from the plaintiff firm and heard repeated complaints from Mr. Stange that he could not obtain invoices despite repeated requests. She herself had to chase the accountant simply to obtain a personal tax invoice. A second witness, Ms. Jo-Ann Barber, Mr. Stange’s ex-wife and owner of a travel agency, testified similarly that she had never received any invoices from the firm. In her case, payments for the accountant’s services were made through free travel provided to Mr. Brouillard, which made it impossible to keep clear track of fees. Her evidence about not receiving invoices was expressly admitted by Mr. Brouillard.

These testimonies, combined with the unnumbered and late-issued invoices and the lack of detailed time entries, led the Court to characterise the plaintiff’s methods as opaque and questionable, particularly for a professional accounting practice.

Prescription and the effect of COVID-19 suspension

A central legal issue was whether part of the plaintiff’s claim was extinguished by prescription (limitation). Under article 2925 of the Civil Code of Québec, an action to enforce a personal right such as payment of a professional fee generally prescribes three years after the cause of action arises. In the context of professional fees, the Court adopted the widely accepted principle that the limitation period runs from the end of the mandate or the completion of the work, not from the date of the invoice. This approach ensures that a professional cannot unilaterally extend the limitation period by delaying billing.

The Court also had to factor in the temporary suspension of prescription periods due to the COVID-19 pandemic. A governmental decree suspended limitation delays from 15 March 2020 to 1 September 2020, effectively pushing the start of the limitation clock for some claims to 1 September 2020. Nonetheless, when this suspension was applied to the first invoice relating to the 2020 fiscal year, the Court found that the three-year period expired on 1 September 2023. Because the lawsuit was filed only on 18 September 2024, more than three years after the right of action had arisen (taking into account the suspension), the first portion of the claim was out of time.

The Court also rejected any argument that the limitation period might have been interrupted by a recognition of debt. On the facts, the defendants did not acknowledge any outstanding balance; they clearly denied any indebtedness. The only potential interruptive act was the filing of the claim in September 2024, which came after prescription had already been acquired for the 2020 components.

Application to the different invoiced years

The Court accepted the plaintiff’s own admissions that it could have rendered invoices at the following times: 1 August 2020 for work relating to the 2020 fiscal year; 1 August 2021 for the 2021 fiscal year; and 1 August 2022 for the 2022 fiscal year. Taking those dates as proxies for the end of the relevant work periods, and applying the three-year limitation rule, the Court concluded that:

• The portion of the claim tied to the 2020 fiscal year prescribed as of 1 September 2023 (after accounting for the COVID-19 suspension), well before the action was commenced.
• The portion related to the 2021 fiscal year prescribed on 1 August 2024, again before the file was opened at Court.
• Only the last component, corresponding to the 2022 fiscal year, was filed within time and therefore could be examined on the merits.

As a result, the Court held that the 2020 and 2021 fee claims were extinguished by prescription and could not be recovered. The analysis then turned to whether the plaintiff had proven any net balance due for the 2022 year.

Proof of an outstanding debt for 2022

With respect to the surviving 2022 portion of the claim, the Court’s focus shifted to evidentiary sufficiency and the plaintiff’s burden of proof under articles 2803 and 2804 of the Civil Code of Québec. The plaintiff had to show, on a balance of probabilities, both that specific services were rendered and that, after crediting all payments, a definite unpaid balance of $15,000 (or some lesser amount) remained.

The plaintiff’s difficulty lay in reconciling its late, global invoicing with the extensive payments documented by the defence. Document D-2 listed all sums paid by the defendants to the plaintiff between 2017 and 2022, totalling $76,311.44. The plaintiff did not dispute receiving these payments and did not provide a clear allocation of how these amounts applied to specific years or services. This omission was particularly significant because Mr. Brouillard had ample opportunity—over a year between the filing of D-2 and the hearing—to prepare an explanation or reconciliation, yet none was presented.

Given the admitted practice of requesting advances, the Court found it reasonable to infer that at least some of the payments received in 2021 and 2022 were intended to cover ongoing and future work, including services associated with the 2022 fiscal year. Without detailed invoices, time records tied to individual tasks, or a persuasive reconciliation of payments against work, the Court was left with an opaque picture. The plaintiff, as claimant, bore the entire burden to clarify this, and its failure to do so proved fatal.

Overall outcome and parties’ success

In the end, the Court concluded that the plaintiff had not met its burden to prove that any amount remained owing. The claims relating to 2020 and 2021 were barred by prescription, and even as to 2022, the lack of transparent and reliable billing records, combined with substantial unrefuted payments and credible defence testimony, prevented the Court from finding any outstanding debt. The action by Gilles Brouillard CPA inc. was therefore dismissed in its entirety.

As a result, the judgment rejects the plaintiff’s $15,000 claim and orders that the costs of justice be borne by the plaintiff. The successful parties are the defendants, Fredrick System Distribution (1994) Inc. and Mr. Fredrick Stange, who obtain dismissal of the claim and an award of legal costs in their favour, although the precise monetary amount of those costs is not specified in the decision and cannot be determined from the text.