A RULING yesterday by the Court of Final Appeal has cleared the way for $400 million to be transferred to three companies which are at the centre of an investigation ordered by the Financial Secretary into allegations of misconduct in a share placement. The money was proceeds and interest on a share sale, frozen on orders of the Financial Secretary after Killenny Ltd, Commercial Success Ltd and La Fayette Ltd refused to reveal their ownership to a government-appointed inspector. The inspector was investigating whether a general offer had been evaded during the 1990 change of control of the listed company Pudong Development which was then known as Bond Corporation International. The money could be handed over within 14 days. A loophole has apparently been opened in the Securities (Disclosure of Interest) Ordinance after the courts, the financial secretary and the Attorney General piled error upon error. The judgement was sent to the Attorney General for comment and was to be returned within 48 hours. The Financial Secretary and Attorney General have 14 days in which to apply for leave to appeal to the Privy Council. Justice Litton, sitting with Justice Godfrey and Justice Liu - who voted against the decision - ruled that the Financial Secretary should never have been joined to the case and that the Attorney General 'should never have been in the proceedings at all.' 'Even if the corporation is as elusive as the Cheshire Cat, so long as it is recognised as such in law, it's entitled to the money,' Justice Litton said. 'This fundamental point lost sight of in the court below gives rise to much of the grievances of the three companies.' Justice Litton said Justice Rogers was 'fundamentally wrong' to join the Financial Secretary to the case. 'Once the order for sale was made, the Financial Secretary had no shadow of interest left in the matter. Error was piled upon error. The A-G should never have been in the proceedings at all.' It was understandable that the three companies thought there was a 'hidden agenda' Justice Litton said. 'The three companies complained that there was an ulterior motive - to misuse the proceedings to complete the work the inspectors had failed to accomplish and to 'prise open the casket' in which the IDs of the ultimate shareholders of the three companies lay hidden,' he said. After discharging an order made by Justice Rogers on November 15, 1993 and striking out the Attorney General as party to a summons and an appeal, Justice Litton said: 'The effect of all this is that there is no competent appeal before this court.' The three firms owned shares in World Trade Centre Group (WTCG), the same company now known as Pudong Development, in August 1992 when the Financial Secretary appointed an inspector into WTCG's affairs after suspicions were raised that placees were not truly independent of the buyers of a 34.5 per cent stake and had been introduced soley to avoid a general offer at a high price which would have cost the new controllers $2 billion. On November 15, 1993 Mr Justice Rogers allowed the Financial Secretary to have the shares sold but for the proceeds to remain frozen. Justice Rogers said in his judgment: 'The laws on disclosure of interest have changed radically in recent years. Gone are the days when the identities of substantial shareholders in public companies could be secreted behind nominee companies.' On November 19, 1993 Sung Tze-chun was appointed a director of the three companies. A Sung Tze-chun was appointed a director of WTCG in April 1993, which was known as Tomson Pacific at that stage. Mr David Lo, solictor for Killenny and the other companies, said he 'did not know Mr Sung in connection with being a director of Pudong'. He agreed he was also solicitor for Pudong Development, as the firm formerly known as Bond Corporation, World Trade Centre Group and Tomson Pacific is now known. The Legal Department said last night: 'We will consider with the Secretary for Financial Services and the Financial Secretary whether it is in the public interest for the FS not to have a continuing role after he has ordered the sale of the shares.'