Attorney General Lois Browne Evans refused to assist Acting Justice the Hon. Phillip Storr in a matter concerning a proposed partnership between local company Evoke International Ltd. and Interspace Airport Advertising Ltd. The Royal Gazette learned yesterday.

Mr. Justice Storr yesterday delivered his written judgment on the dispute between the two companies after a planned partnership to carry out a contract for advertising at the Bermuda International Airport went sour.

At the centre of the dispute was who would have the majority controlling stake in the new company - Bermuda Airport Advertising Ltd. (BAAL) - to be set up by the two parties.

Outlining the background of the dispute in his judgment yesterday, Mr. Justice Storr said following an advertisement by the Bermuda Government on May 1, 2001 requesting proposals for the advertising concession at the Bermuda International Airport, Mr. Walton Brown, president of Evoke International Ltd. (Evoke) contacted Interspace Airport Advertising Ltd. (Interspace) to inquire whether the two companies could come to an arrangement and submit a proposal.

Interspace were under the false impression that they could have the majority control of the new company and were under this impression when they provided creative designs, arrangements, drawing, maps and other creative work, as well as prepared the financial offer, the capital investment plan and all financial estimates.

A joint submission was made to Government and accepted. Following Government's granting of the concession, Interspace solicited advertising from some of the major organisations in Bermuda and by the end of April 2002, had secured commitments of $570,000 in advertising revenue.

However, In mid-January of this year, Mr. Brown told Interspace about the 60/40 ownership rule - which says that Bermuda companies must be at least 60 percent Bermudian owned - and further negotiations about who would control BAAL never came to fruition.

Despite the deadlock in negotiations, BAAL was formed as a wholly owned subsidiary of Evoke and Mr. Brown told The Royal Gazette in May that Interspace and Evoke had severed their relationship.

Interspace was then granted an ex parte (made in the interests of one side only) injunction to restrain BAAL and Evoke from "working with any airport advertising concession other than the plaintiff in regard to the advertising concession at the Bermuda International Airport."

Interspace also obtained an order preventing BAAL and Evoke from divulging or using any of Interspace's proprietary information, including advertising contracts drafted by Interspace.

Evoke/BAAL then sought to have the injunction overturned as there was no completed contract between Interspace and BAAL/Evoke.

At this point in the judgment, Mr. Justice Storr said he asked for advice from the Attorney General's chambers, to no avail.

Mr. Justice Storr said: "... I must make comment on one aspect of the matter which I find regrettable. The breakdown of the arrangements between the parties and the consequent remedies to which they are entitled, depend very much upon a proper assessment of the law relating to the ability of foreign companies to participate in the management of local companies."

Mr. Justice Storr said it was important that the court should know to what extent Interspace could participate in the management and direction of the proposed company, BAAL, and added: "For this reason, I asked the Attorney General to assist, as amicus curiae, (as a friend of the court or as disinterested advisor) to advise me as to the view of the Crown in relation to the proposals which had been made by the plaintiff corporation as to the extent of its participation in the proposed Bermuda Airport Advertising Ltd."

Mr. Justice Storr went on to say that the court needed to know the Crown's view concerning these proposals and whether or not Interspace might have an interest which should be protected by the continuation of the injunction presently preventing Evoke from working with any other airport advertising concessionaire.

"I am sorry to say that the Attorney General refused to assist the court in this way," said Mr. Justice Storr.

He continued: "Without the benefit of such advice, it seems to me unlikely that the plaintiff corporation would have been able to negotiate an arrangement with the local company which would give it the degree of control of the contractual arrangement that it sought."

Mr. Justice Storr said as he understands the law, a foreign company or individual can never achieve "control" of a local company which is what Interspace apparently sought to do.

"In the circumstances it seems to me unrealistic that the plaintiff corporation (Interspace) could satisfy me that there was a possibility that it could ultimately enter into the proposed contract with Government which it sought," said Mr. Justice Storr.

He then said that he did not find it necessary to continue the injunction preventing BAAL from going ahead with the contract if they were able to do so.

However, Mr. Justice Storr said Interspace's proprietary information could not be used by BAAL/Evoke.

He also said that Interspace could seek damages for any alleged breach of contract, but set this part of the injunction aside to be resolved at a later date.

Although the judgment was slated to be heard in Chambers, Judge Phillip Storr said he decided to move the hearing to open court as he said it may be of interest to the public.

In particular, Mr. Justice Storr said: "I expect that Government will want to know what the outcome of the proceedings is."

Dame Lois failed to return a call to The Royal Gazette yesterday afternoon.