Flight Centre Travel Group Limited v NSW Treasury [2025] NSWCATAD 322;

Leech v Sydney Water Corporation [2010] NSWADT 298 at [25]

Neary v State Rail Authority [1999] NSWADT 107

Searle Australia Pty Ltd v PIAC [1992] FCA 241; (1992) 108 ALR 163

Principal Solicitor, NSW Treasury (First Respondent)

Except pursuant to the order below, the contents of all paragraphs in these reasons marked "[Not for publication]" are not to be published or released pursuant to s64(1)(c) of the Civil and Administrative Tribunal Act 2013 (NSW).

1. This case concerns an application pursuant to the Government Information (Public Access) Act 2009 (NSW) (the GIPA Act).
2. In July 2024, the Second Respondent and Access Applicant, Mr Walsh, lodged an application with the First Respondent, being NSW Treasury, seeking access to information concerning reviews, assessments and audits of travel programs.
3. On 28 August 2024, NSW Treasury identified three documents falling within the scope of Mr Walsh's application:

(1) Document one consisting of 8 pages and entitled "Travel Audit Results Summary April 30 2019" (Document 1);

(2) Document two consisting of three pages and entitled "Summary of Position Regarding FCM Commissions Retention" (Document 2); and

(3) Document three consisted of an email exchange (Document 3).

1. Following consultant with the Applicant for administrative review, being Flight Centre Travel Group Limited (Flight Centre), NSW Treasury determined to refuse access to Mr Walsh to Documents 1 and 2 based upon the public interest considerations against disclosure specified in cl, 3(d); 4(b) and 4(d) of the table to s 14 of the GIPA Act (the Original Decision). Flight Centre was not consulted with respect to Document 3, however access was refused in any case based on legal professional privilege.
2. On 3 September 2024, Mr Walsh made an application for internal review of the Original Decision.
3. On 20 September 2024, NSW Treasury determined the internal review application by deciding to grant access to some of the information in Document 1 and 2 but refused access to Document 3 (the Internal Review Decision). The Internal Review Decision stated, inter alia:

... I have decided to uphold your objections in relation to Documents 1 and 2 in part. Based on your advice, I was satisfied that information discussing provisions of the contract, the value, commissions, calculations, margins and discussion on 'level of income, or profitability' of your business's contractual arrangements with the NSW Government, as this can harm the legitimate business interests (clauses 4(b) and 4(d) of the table to section 14 of the GIPA Act). Balancing this with the weight of the public interest considerations in favour of releasing the information, I decided that an overriding public interest against disclosure exists. I therefore decided to refuse the application access to Documents 1 and 2 in part.

1. On 11 November 2024, Flight Centre made an application for external review of the Internal Review Decision by the Information Commissioner in its capacity as a person aggrieved by the decision and pursuant to s 89 of the GIPA Act.
2. O 28 March 2025, the Information Commissioner completed her review and upheld the Internal Review Decision of NSW Treasury.
3. On 15 April 2025, Flight Centre filed an application for administrative review of the Internal Review Decision in this Tribunal in respect of the decision to grant access to Document 1 and 2. In that application, Flight Centre alleged that Document 1 and 2 related to its "business interests".
4. On 5 May 2025, the matter was set down for directions in the context of an application for joinder made by Mr Walsh. Senior Member Higgins noted in the orders made that day that the following was not in issue:

What is not in issue:

(a) the information in document 3 is not in issue as there is no application by Mr Walsh to have the respondent's decision concerning the refusal to grant access to the information in this document (the email exchange);

(b) the same applies to the information in document 1 and 2 or which the respondent determined to refuse access.

1. On 2 June 2025, Mr Walsh was joined as a party and a timetable was set for the exchange of evidence.
2. On 19 August 2025, Senior Member Gatland made orders, inter alia, pursuant to s107(1) of the GIPA Act and s64(1)(d) and (e) of the Civil and Administrative Tribunal Act 2013 (NSW) (CAT Act) restricting disclosure and of documents over which claims of confidentiality were made.
3. The administrative review application was heard on 15 September 2025. Pursuant to ss 107(1) and (2) of the GIPA Act, the hearing was conducted in two parts being an "open" and "closed" session. The open session was open to the public and the closed session was conducted in the absence of the Access Applicant, his legal representatives and the public.

1. The Tribunal's jurisdiction derives from s 100 of the GIPA Act. Section 100(1) provides that a person who is aggrieved by a reviewable decision of an agency may apply to the Tribunal for administrative review of the decision.
2. The administrative review application is brought under the Administrative Decisions Review Act 1997 (NSW) (the ADR Act). Section 9 of the ADR Act provides that, in specified circumstances, the Tribunal has "administrative review jurisdiction" over a decision (or class of decisions) of an administrator if enabling legislation provides that applications may be made to the Tribunal for an administrative review.
3. Section 28(1) of the CAT Act provides that the Tribunal has such jurisdiction and functions as may be conferred or imposed on it by or under legislation.
4. Section 63(1) of the ADR Act provides that in determining an application for an administrative review of an administratively reviewable decision, the Tribunal is to decide what the correct and preferable decision is having regard to the material then before it, including any relevant factual material and any applicable written or unwritten law. The Tribunal may exercise all of the functions of the administrator who made the decision.
5. In determining the application, the Tribunal may affirm the decision, vary the decision, set aside the decision and make another decision in substitution for the decision set aside, or set aside the decision and remit the matter for reconsideration by the Respondent in accordance with any directions or recommendations of the Tribunal

1. Flight Centre's primary position was the Original Decision refusing access to Documents 1 and 2 is the correct and preferable one and the Tribunal should likewise, adopt the same approach. As expressed in its administrative review application, Flight Centre relied upon clauses 4(b) and 4(d) of the Table which provides:

4 Business interests of agencies and other persons

There is a public interest consideration against disclosure of information if disclosure of the information could reasonably be expected to have one or more of the following effects -

(a) ...

(b) reveal commercial-in-confidence provisions of a government contract,

(c) ...

(d) prejudice any person's legitimate business, commercial, professional or financial interests,

(e) ...

1. [NOT FOR PUBLICATION]
2. [NOT FOR PUBLICATION]
3. [NOT FOR PUBLICATION]
4. Flight Centre also argued that it could have "an immediate adverse impact" on its share price
5. In addition to the paragraph on page two of Document 2 extracted above, Flight Centre also submitted that that there were further objectionable items as follows:

(1) Document 1 and page 1 which refers to there having been "3,800 bookings" in November 2019 because, according to Flight Centre

(a) [NOT FOR PUBLICATION]

(2) Document 1 page 2 which refers to hotel commissions forming "7.6% of pre-COVID hotel spend" because, according to Flight Centre

(a) [NOT FOR PUBLICATION]

(3) Document 1 page 6 which begins with "Whether this amount, pro rated for the contract duration, is owing to you ..." because, according to Flight Centre:

(a) [NOT FOR PUBLICATION]

(4) Lastly, Document 2 page 1 where the document states that a contract was signed with "FCM" on "27/11/2015". According to Flight Centre

(a) [NOT FOR PUBLICATION]

1. Otherwise, Flight Centre relied on a list of matters that it contended the unredacted sections made plain to the Applicant's competitors and these unnamed competitors would have a sophisticated understanding of those matters even though the information may seem vague or ambiguous to lay people.
2. Flight Centre relied upon its open and closed submissions in chief and open submissions in reply as well as its oral submissions in open and closed session.
3. By way of evidence, Flight Centre relied upon an Affidavit of Ziad (Zac) Chami which was provided in an open and closed version with the latter attaching annexures which were marked confidential. The Affidavit described the chronology of events related to the access application and annexed correspondence.
4. Flight Centre also tendered a Court Book included relevant orders made in the proceedings and the parties' submissions and the Affidavits of Ziad (Zac) Chami. It also included a joint bundle of authorities.

1. In his written submissions, Mr Walsh described the difficulty in providing a reply in any meaningful sense given that the Documents the subject of the application were not disclosed to him.
2. Mr Walsh submitted that the interpretation given to clause 4(d) of the table to s 14 of the GIPA Act should be in consideration of clause 3(e). Clause 3(e) provides that

There is a public interest consideration against disclosure of information if disclosure of the information could reasonably be expected to reveal false or unsubstantiated allegations about a person that are defamatory.

1. Mr Walsh contended that where parliament had expressly provided for consideration of reputational interests pursuant to clause 3(e), care must be exercised to avoid inconsistency by allowing clause 4(d) to apply simply because the disclosure of the information may result in potential reputational damage.
2. Mr Walsh also submitted that in assessing the weight to be assigned to considerations against disclosure:

(1) the identity of the Applicant as a large company is also relevant insofar as the anticipated prejudice is grounded in harm to reputation. As a large corporation, Flight Centre commands extensive resources and have more suitable avenues available to protect reputational interests.

(2) corporations tendering for and seeking to profit from government business, do so in the knowledge that government expenditure and [probity are rightly matters which are subject to public scrutiny and I which the public have a legitimate interest.

1. Mr Walsh also argued that there were factual issues that diminished the suggestion that disclosure of the information would prejudice Flight Centre's interests, namely the information is old and outdated because the contract for management of travel services was subject to a tender process in May 2022 which Flight centre won.
2. Lastly, Mr Walsh submitted that to the extent there was information falling within clause 4(b) of s14 of the GIPA Act which ought not to be disclosed, this could be dealt with by way of redaction rather than refusing access to the entire document.
3. In addition to oral submissions during the open hearing, Mr Walsh relied on his written submissions.

1. NSW Treasury maintained their position as communicated in the Internal Review decision but conceded that, having considered the written submissions of Flight Centre, that part of the information on page two of Document 2 under the heading "Precedent of Successful Action of this type with FCM" ought to be redacted for the reasons provided by Flight Centre as summarised at paragraph 22 above.
2. In support of this position, NSW Treasury tendered a newspaper article from Sydney Morning Herald and the Age which make public references to NAB and alleged overcharging.
3. [NOT FOR PUBLICATION]
4. NSW Treasury submitted that the correct and preferable decision was to affirm the Internal Review decision adding some additional redactions to page two of Document 2.
5. NSW Treasury relied upon its oral submissions in open and closed session as well as its written submissions which were filed in an open and closed version. NSW Treasury also relied on the newspaper article referenced above and a copy of Document 2 with the proposed additional redactions.

1. Section 3 of the GIPA Act prescribes the object of the legislation. This is ensuring that there is open government by authorising and encouraging public release of government information and giving members of the public an enforceable right to access government information. It is the intention of Parliament that the GIPA Act be interpreted and applied so as to further its object.
2. The term "government information" is defined in s 4 of the GIPA Act as information contained in a record held by an agency. The term "record" is defined in cl 10 of Schedule 4 as:

(1) In this Act -

record means any document or other source of information compiled, recorded or stored in written form or by electronic process, or in any other manner or by any other means.

(2) A reference in this Act to a record includes a reference to a copy of the record.

(3) For the purposes of the definition of record in this Act, the knowledge of a person is not

1. There is a presumption in favour of the disclosure of government information unless there is an overriding public interest against disclosure. Section 13 of the GIPA Act sets out the "public interest test" for determining whether there is an overriding public interest against disclosure of information in the following terms:

"There is an overriding public interest against disclosure of government information for the purposes of this Act if (and only if) there are public interest considerations against disclosure and, on balance, those considerations outweigh the public interest considerations in favour of disclosure"

1. The general public interest considerations in favour of access to government information set out in s 12 of the GIPA Act. Examples of public interest considerations in favour of disclosure of information are:

(1) Disclosure of the information could reasonably be expected to promote open discussion of public affairs, enhance Government accountability or contribute to positive and informed debate on issues of public importance.

(2) Disclosure of the information could reasonably be expected to inform the public about the operations of agencies and, in particular, their policies and practices for dealing with members of the public.

(3) Disclosure of the information could reasonably be expected to ensure effective oversight of the expenditure of public funds.

1. Section 14 of the GIPA Act deals with public interest considerations against disclosure. The approach in determining whether there is an overriding public interest against disclosure for the purposes of the GIPA Act was described in Commissioner of Police, NSW Police Force v Camilleri (GD) [2012] NSWADTAP 19 at [24]- [25]:

"Putting to one side the cases where a conclusive presumption is relied upon, the Act envisages a two-step approach to the question of whether information has been properly refused.

The new Act has a more structured approach to the decision-making task than was seen under the previous legislation. The agency case for refusal must rely on one or more of the section 14 Table considerations. The Tribunal's task is then to weigh that case against the factors favouring disclosure (s 13), mindful of the injunctions that appear in both ss 12 and 15. It is important, in our view, that the Tribunal proceed in the structured way reflected by these provisions. The Table considerations are concerned with systemic features of the operation of government."

1. Flight Centre relies on the public interest considerations against disclosure described in the Table to s 14(2) of the GIPA Act. That information is subject to the balancing exercise required by s 13 of the GIPA Act, with reference to the principles expressed at s 15 of the GIPA Act. Relevantly, the public interest considerations against disclosure as contained in clauses 4(b) and (d) are said to be relevant.
2. The evidence must satisfy the threshold for those clauses, being that it "could reasonably be expected to have one or more of the following effects (whether in a particular case or generally)".
3. In this regard, the test to be applied is an objective one, approached from the viewpoint of a reasonable decision-maker: Neary v State Rail Authority [1999] NSWADT 107. Something which could reasonably be expected is something which is more than a mere possibility, risk or a chance. It must be based on real and substantial grounds, and it must not be purely speculative, fanciful, imaginary or contrived: Searle Australia Pty Ltd v PIAC [1992] FCA 241; (1992) 108 ALR 163, followed in Commissioner of Police, NSW Police Force v Barrett (No 2) [2016] NSWCATAP 86 ("Barrett") at [40], Flack v Commissioner of Police, New South Wales Police [2011] NSWADT 286 ("Flack") at [40] to [41], Leech v Sydney Water Corporation [2010] NSWADT 298 at [25].
4. The meaning of the word prejudice is to "cause detriment or disadvantage' or to 'impede or derogate from": Hurst v Wagga Wagga City Council [2011] NSWADT 307 at paragraph [60].
5. Ultimately, it is a question of fact as to whether the disclosure of the information in issue could reasonably be expected to have the prescribed effect if disclosed.
6. The respondent-agency bears the onus of satisfying the Tribunal that its decision is justified: s 105(1) of the GIPA Act.
7. Additionally, consistent with the notation on the orders dated 5 May 2025 and extracted above, it was not in dispute that the decision of NSW Treasury to redact information was not part of the application and that the administrative review application was limited to the proposed release of information contained in Document 1 and 2 as decided by way of the Internal Review. The Tribunal proceeded on this basis.

Public interest considerations in favour of disclosure

1. In addition to the considerations described at paragraph 30 and noting the presumption in favour of disclosure in any event, I have also considered the contentions of the Applicant.
2. I accept, consistent with the considerations described at paragraph 30, that government expenditure and probity are rightly matters which are subject to public scrutiny and in which the public has a legitimate interest. I also accept, as did the NSW Treasury in the Internal Review decision, that a business that enters into a contract with the government accepts the risk of reputational damage from any performance or other issues associated with its performance under the contract. I have given these factors some weight in favour of release.
3. I also accept the challenge Mr Walsh makes to the suggestion that disclosure of the information would prejudice Flight Centre's interests given the age of the information and the lack of clarity as to he significance this information now has to Flight Centre's current business interests. I deal with the reasons for this below.

Public interest against disclosure: Cl (4)(d) of the Table to s 14

1. With respect to page two of Document 2, relating to the information under the heading "Precedent of Successful Action of this type with FCM", I accept as submitted by Flight Centre that:

(1) [NOT FOR PUBLICATION]

(2) [NOT FOR PUBLICATION]

(3) [NOT FOR PUBLICATION]

(4) [NOT FOR PUBLICATION]

1. [NOT FOR PUBLICATION]
2. Apart from the public interest against disclosure to certain information on page two of Document 2 relating to the information under the heading "Precedent of Successful Action of this type with FCM", I otherwise give the consideration against disclosure as contained in clause 4(d) of the Table to s 14 little to no weight for the purposes of the other unredacted information in Document 1 and 2 for the following reasons.
3. In respect of Flight Centre's reliance on the consideration contained in clause 4(d), Flight Centre makes references to its, and only its, purported legitimate business, commercial, professional or financial interests. Conspicuous in its paucity is the evidence that supports this proposition other than with respect to the section "Precedent of Successful Action of this type with FCM" which expressly refers to Flight Centre's involvement and is described above.
4. First, the references in Document 1 and 2 are to something called "FCM". It is presumed that "FCM" is an entity (as opposed to a business name) as it seemingly has legal capacity because there is a reference in Document 1 to it entering into a contract. It is presumed as Flight Centre did not tender the contract. Apart from a reference in a newspaper article to "FCM Travel Solutions" and references to Flight Centre being the parent company of "FCM" there is no attempt at all by Flight Centre to explain by way of evidence the identity and capacity of "FCM" and the precise relationship as between Flight Centre and "FCM" despite Flight Centre's lawyer swearing an affidavit in these proceedings.
5. Even accepting that Flight Centre is the parent company of "FCM" or they are members of the same corporate group, that does not automatically lead to the conclusion that the business, commercial, professional or financial interests of each those entities are the same. An obvious purpose of having separate legal entities albeit related, is because their interests and functions differ with different entities having different risk profiles and different legal rights and obligations.
6. In the absence of such evidence establishing the identity of "FCM" and its relationship with Flight Centre, a finding cannot be made that disclosure of information pertaining to "FCM" and its contractual relationship with the NSW Government could reasonably be expected to prejudice Flight Centre's legitimate business, commercial, professional or financial interests.
7. Even if that inter-relationship was established (and for the reasons above, it is not), I am not satisfied that disclosure of the information could reasonably be expected to prejudice Flight Centre's legitimate business, commercial, professional or financial interests for the following reasons.
8. Flight Centre relied upon and emphasised the currency of the contractual relationship to which Document 1 and 2 relate to submit that the work for the NSW Government as described therein was work that Flight Centre had a legitimate business interest in and that disclosure of the unredacted information in Documents 1 and 2 could give Flight Centre's competitors an advantage in any future tender. The currency of the contractual relationship as created by a contract signed on 27 November 2015 was oft referenced by Flight Centre. For example, Flight Centre submitted that:

(1) Document 1 and Document 2 are "directly and wholly concerned with the Applicant's business relationship with the Department";

(2) the Department is "a major institutional client" of Flight Centre;

(3) references were made to the "monthly and annual trade the Applicant has been doing with the NSW Government" as purportedly evidenced by Document 1 and 2; and

(4) the following matter was said by Flight Centre to be "plain" - "there is a contract with the NSW Government for the provision of transport booking services".

1. However, none of this is "plain" because there is no evidence that the contractual relationship between "FCM" and "the NSW Government" is current and therefore no evidence that its work with "the NSW Government" forms part of its current business.
2. Rather, the Documents responding to the access application describe a contract that was signed on 27 November 2015 with "FCM" and seemingly remained in force as at, at least, 2019. It is evident that it was in force as at, at least 2019 because this is the year from which the data was taken for the audit that was conducted in April and May 2021 as stated in the Documents. Additionally, there is a reference in the Applicant's written submissions that a new contract was established with "the Applicant" in or about May 2022 following a tender process and is described as a renewal.
3. Even taking such factual allegations at face value, they do not provide a proper basis to draw a conclusion or inference that the relationship either as created in 2015 or established in or about May 2022 remains current and rather, tends to suggest that the contractual relationship that was created in 27 November 2015 to which Document 1 and 2 pertain, is no longer in force having been superseded by whatever occurred in May 2022. There is other evidence that suggests this is the case. For example, Flight Centre's submission to the NSW Treasury during the consultation period in which Flight Centre referred to the contractual arrangement as contained in Document 1 and 2 in the past tense:

... in relation to certain contractual arrangements that FCM maintained with the NSW Government. [Emphasis added]

1. The Tribunal is therefore not in a position to make findings by way of inference based upon the allegation that the relationship as described in Document 1 and 2 as between "FCM" and "the NSW Government" is a current one. That includes a finding that it is part of "FCM's" current business.
2. That leaves the submission that the unredacted information could give Flight Centre's competitors an advantage in any future tender because it would make it easier to compete with Flight Centre. The reasons given by Flight Centre as to how that unfair advantage may arise are summarised above at paragraph 27. However, apart from those submissions, Flight Centre has not tendered any evidence that would support this allegation apart from relying upon the substance of the Documents themselves. Further, the submission is undermined by the evidence that suggests that the contract entered into in 2015 has been superseded in any case.
3. Having reviewed the information that is not the subject of redactions that is proposed to be released to the Access Applicant, and the arguments of Flight Centre, I am not satisfied that any of this information would make it easier for Flight Centre's competitors to compete in a future tender. I deal with each of the submissions of Flight Centre which are summarised above at paragraph 27:

(1) [NOT FOR PUBLICATION]

(2) [NOT FOR PUBLICATION]

(3) [NOT FOR PUBLICATION]

(4) [NOT FOR PUBLICATION]

1. Otherwise, I am not satisfied that any other matter which is disclosed by the unredacted sections of Document 1 and Document 2 could reasonably be expected to prejudice Flight Centre's legitimate business, commercial, professional or financial interests. In this regard, Flight Centre concedes that the information is vague and ambiguous - at least to lay people. However, it is also vague and ambiguous in the absence of evidence and detailed submission for the purposes of this proceeding. Flight Centre's request that the Tribunal assume that it has some other unarticulated significance or undisclosed meaning because of the alleged sophisticated understanding of Flight Centre's unnamed competitors would be an inappropriate basis to make a finding of fact. To the extent that Flight Centre relied on a particular significance or meaning, that significance and meaning was for Flight Centre to establish by way of evidence and detailed submission which it has not done. Ambiguity and vagueness does not weigh in favour of positive findings. Nor do the following expressions often used in Flight Centre's submissions make up for this shortfall "it need hardly be said", "self-evidently", "entirely to be expected" "this is a classic case for the application of cll 4(b) and 4(d)".
2. Lastly, there are Flight Centre's contentions that the release of the information may have an "immediate adverse impact" on its share price, as a reason to not disclose it and to support the weight ought to be given to clause 4(d). However, other than a submission that this may happen, the contention was unconvincing given the ambiguity as to the currency of the information contained in the Documents as well as the fact that the contention sits uneasily with the fact that, at least as noted in the Applicant's written submissions, the contract with "FCM" was renewed by the NSW Government in May 2022 meaning that the NSW Government was content to continue the relationship with "FCM" despite whatever was occurring in November 2019.
3. Even if these conceptional difficulties could be overcome with respect to that submission, I would not immediately accept an immediate adverse impact on share price justifies non-disclosure. This is because Flight Centre is a publicly listed company. Public companies must immediately disclose information that a reasonable person would expect to have a material effect on the price or value of their securities with such obligation being regulated by both the Corporations Act 2001 (Cth) and the ASX Listing Rules. This includes any "material adverse impact". Flight Centre's submission that disclosure may have an immediate detrimental impact on its share price as a reason to not disclose that information is difficult to reconcile with its continuous disclosure obligations.
4. Accordingly, apart from the information on page two of Document 2, under the heading "Precedent of Successful Action of this type with FCM", I give this consideration little to no weight.

Public interest against disclosure: Cl (4)(b) of the Table to s 14

1. Flight Centre submitted that it also placed reliance on cl 4(b) which relates to disclosure of information which could reasonably be expected to reveal commercial-in-confidence provisions of a government contract. However, very little was said by way of submission with respect to this clause or the specific element or elements relied upon as per the meaning of "commercial-in-confidence provisions" in the GIPA Act. Commercial in confidence being defined as:

"commercial-in-confidence provisions" of a contract means any provisions of the contract that disclose--

(a) the contractor's financing arrangements, or

(b) the contractor's cost structure or profit margins, or

(c) the contractor's full base case financial model, or

(d) any intellectual property in which the contractor has an interest, or

(e) any matter the disclosure of which would place the contractor at a substantial commercial disadvantage in relation to other contractors or potential contractors, whether at present or in the future.

1. In any case, I do not accept that the unredacted information in Document 1 and 2 disclose commercial-in-confidence provisions" as described at paragraphs (a), (b), (c) or (d) of that definition. With respect to (e), this too is rejected for the same reasons as described above in relation to cl (4)(d) of the Table to s 14.
2. I give this consideration no weight.

1. Section 5 of the GIPA Act establishes a presumption in favour of disclosure of government information unless there is an overriding public interest against disclosure. Therefore, the requested information must be released unless there is an overriding public interest against disclosure.
2. With the exception of the information on page two of Document 2 under the heading "Precedent of Successful Action of this Type with FCM" (which I deal with below):

(1) I do not accept, for the reasons above, that the considerations against disclosure otherwise outweigh or override the public interest in favour of disclosure. Flight Centre has not overcome the presumption in favour of disclosure.

(2) In the final analysis, having considered the evidence and the submissions, including reading the confidential material and having applied the principles in s 15 of the Act, I have concluded that on balance, the considerations against disclosure do not outweigh those in favour of disclosure. The considerations in favour of disclosure significantly outweigh the considerations against disclosure.

1. With respect to the information on page two of Document 2 under the heading "Precedent of Successful Action of this Type with FCM", the public interest in favour of some of that information outweighs the considerations in favour of disclosure such that the following information is to be disclosed and the information not extracted below and marked "[REDACTED]" is redacted:

In 2017 and 2018, National Australia Bank discovered that FCM had allegedly been overcharging it for several years by applying hidden mark-ups to airfares. [REDACTED].

The nature of the alleged wrongdoing was different, being mark-ups versus commission non-payment. But the relevance is that Flight Centre, FCM's parent, [REDACTED].

The contract wording is much clearer in this case.

1. Additionally, given the findings in this decision, I set aside the order numbered 1 made on 19 August 2025 to the extent of any other information disclosed publicly by virtue of this decision. I also set side that order to the extent that it pertained to Attachment A to the reply submissions of NSW Treasury which is the newspaper article it tendered in close session described above. In respect of the latter, the Tribunal maintained the confidentiality orders with respect to that article given that the Tribunal had not yet decided the issue of access and the substance of the article would reasonably allow Mr Walsh and the public to discern the substance of the Documents the subject of this application, at least in part. However, given my findings as to access, there is no utility in maintaining those confidentiality orders over that newspaper article.

(1) The order numbered 1 made on 19 August 2025 be set aside to the extent that they pertain to the following information and/or documents:

(a) Attachment A to the reply submissions of NSW Treasury filed on 14 July 2025.

(b) Any other information disclosed publicly by virtue of this decision.

(2) The decision the subject of this administrative review is set aside.

(1) The following information responsive to the Second Respondent's access request of the First Respondent be provided to the Second Respondent by way of:

(a) a redacted copy of the document consisting of 8 pages and entitled "Travel Audit Results Summary April 30 2019" identified in these reasons as Document 1 with the same redactions as applied by the First Respondent as decided by way of the Internal Review dated 20 September 2024; and

(b) a redacted copy of the document consisting of three pages and entitled "Summary of Position Regarding FCM Commissions Retention" and identified in these reasons as Document 2 with the following redactions:

(i) the same redactions as applied by the First Respondent as decided by way of the Internal Review dated 20 September 2024; and

(ii) With respect to the information on page two of Document 2 under the heading "Precedent of Successful Action of this Type with FCM", the following information is to be disclosed and the information not extracted below and marked "[REDACTED]" is redacted:

In 2017 and 2018, National Australia Bank discovered that FCM had allegedly been overcharging it for several years by applying hidden mark-ups to airfares. [REDACTED].

The nature of the alleged wrongdoing was different, being mark-ups versus commission non-payment. But the relevance is that Flight Centre, FCM's parent, [REDACTED].

The contract wording is much clearer in this case.

(2) Except pursuant to order 3 below, the contents of all paragraphs in these reasons marked "[Not for publication]" are not to be published or released pursuant to s64(1)(c) of the Civil and Administrative Tribunal Act 2013.

(3) A copy of these reasons, without redaction, shall be released to the Applicants and the First Respondent.

I hereby certify that this is a true and accurate record of the reasons for decision of the Civil and Administrative Tribunal of New South Wales.