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Wendy volunteers with the charity Help for Asylum-seekers and Refugees Initiative (HARI). HARI is a company limited by guarantee and is managed by a Board
- Wendy volunteers with the charity Help for Asylum-seekers and Refugees Initiative (HARI). HARI is a company limited by guarantee and is managed by a Board of Directors (BOD). Wendy is a volunteer director. As a volunteer director, Wendy spends most of her time deep in spreadsheets, explaining financial matters to her BOD colleagues. Apart from discharging her duties as director, Wendy also provides legal advice and services, usuallypro bono, to HARI.
- HARI receives funding from the Commonwealth government and also raises funds from the public for its refugee and asylum-seeker assistance programs. Bodies such as HARI are regulated by the Charitable Organisations Commission Australia (COCA), a statutory authority established to oversee organisations that engage in charity work.
- COCA comes under the purview of the Ministry for the Homeland. The BOD provides an annual report to COCA on how HARI utilises the funds that it receives from the Commonwealth government for its programs.
- The Homeland Minister, Chris Potter (Chris) is a hard-liner against refugees and asylum-seekers from certain countries. As the majority of refugees and asylum-seekers whom HARI assists are from those countries, Chris attempts to influence HARI to re-direct its programs to assist migrants from other countries of his preference.
- Chris tries to bring pressure to bear on HARI by directing COCA to demand access to all of HARI'sfinancial records regarding its programs, including programs funded by public donations.
- The BODseeks Wendy'sadvice on whether it is obliged to provide COCA access to HARI's financialrecords. The BOD offers to pay Wendy for her service, but she declines the offer of payment. However, to assist her in formulating her advice, Wendy requests the BOD to commission a confidential expert report from a reputable audit firm regarding HARI's financial records.
- The BOD had previously engaged the audit firm of Cooper, Vince & Deepak (COVIDE) to conduct and audit and provide recommendations on improving HARI's financial governance procedures and risk management strategies. Subsequently, the BOD contacts COVIDE to ask them to also provide the confidential financial records that Wendy requests in their report. In accordance with the BOD'sinstructions, COVIDE delivers its completed report to the BOD, sends one copy directly to Thomas & Associates Lawyers and provides another copy to HARI's Financial Controller. Having receivedCOVIDE's report, Wendy formulates her advice in writing and tables it at a BOD meeting.
Consider paragraphs 1 to 7 of the Facts.
Suppose the BOD declines to provide COCA access to HARI's financial records. SubsequentlyCOCA learns that the BOD had commissioned the COVIDE Report and sought advice from Wendy, and demands copies of these 2 documents.
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