Lolesh Sharma When the Board of Sun Insurance Company Ltd recently defended its decision to appoint Mohammed Nouzab Fareed as its Chief Transformation Consultant, it did so against a backdrop that the public knew little about.
More than a year earlier, on 31 March 2025, the company's largest shareholder had privately warned the Chairman and founding family directors that appointing Fareed posed a serious threat to Sun Insurance's governance, regulatory standing and corporate reputation.
That warning was not whispered in a corridor. It was set out in a detailed five-page confidential letter addressed to Chairman Padam Lala by Lolesh K. Sharma, a director and shareholder of Jancourt Holdings Company Ltd (JHCL), which he described as the single largest shareholder in Sun Insurance. Sharma also wrote as a former Chief Executive Officer of Sun Insurance who claimed intimate knowledge of the company's operations and governance.
Today, following Fareed's criminal conviction on two counts of indecent assault and Sun Insurance's public defence of his appointment, that confidential correspondence has become one of the most important corporate governance documents to emerge in recent years.
The issue is no longer simply Mohammed Nouzab Fareed. The issue is whether Sun Insurance's Board acted responsibly, diligently, and prudently after receiving one of the clearest governance warnings imaginable.
A Letter Marked "Private & Confidential"
The letter was headed "Serious Concerns of Bad Governance at Sun Insurance Company Ltd Board." It immediately made clear that Sharma had not written lightly. He told Chairman Padam Lala that he wished to resolve matters privately to avoid unnecessary public embarrassment for the founding families and to protect the reputation of Sun Insurance as a publicly listed company.
He reminded the Chairman that he had previously raised governance concerns in March 2023 but claimed no meaningful action had followed. According to Sharma, the problems had instead been allowed to "fester". This was not presented as a hostile shareholder attack. Rather, Sharma described himself as acting out of concern for the company, its shareholders and its policy holders. Ironically, the very publicity the letter sought to avoid has now arrived because subsequent events have dramatically altered the public interest.
The Fareed Warning
The most striking section concerned the appointment of Mohammed Nouzab Fareed. Sharma criticised what he described as the hiring of Fareed as Board Adviser, alleging that the appointment had occurred without the due process expected of a listed financial institution.
He argued that Fareed was already carrying what he called a "serious cloud" over his reputation because criminal proceedings were pending against him together with other allegations arising from his previous employment. The letter specifically referred to allegations involving inappropriate conduct towards a female employee and warned that Sun Insurance would inevitably face damaging headlines if the appointment became public. Sharma argued that the decision made a mockery of the "fit and proper" standards expected of financial institutions regulated by the Reserve Bank of Fiji.
At the time those comments were written, Fareed had not been convicted. The criminal proceedings were still before the courts. Like every accused person, he remained entitled to the presumption of innocence. That legal position is important and must be respected.
However, corporate boards are not required to ignore obvious reputational risks simply because criminal proceedings remain unresolved. It also applies to political parties and their leaders. They are expected to assess risk, exercise sound judgment and protect the institutions they govern. That is precisely what Sharma claimed had not happened.
The Court's Decision Changed Everything
The significance of the March 2025 letter changed fundamentally after the criminal proceedings concluded. In July 2026, Fareed was convicted by the Magistrates Court on two counts of indecent assault involving a female subordinate. The conviction does not prove every allegation contained in Sharma's confidential letter. Nor does it establish that the Sun Insurance Board knew Fareed would eventually be convicted.
But it does establish something equally important. The Board had received a formal written warning from its largest shareholder about the reputational consequences of appointing Fareed long before the court reached its decision.
That warning now deserves close scrutiny. Despite the conviction and growing public criticism, Sun Insurance has publicly defended its decision to appoint Fareed as Chief Transformation Consultant. That defence raises fresh questions.
If the Board still considers the appointment appropriate, what due diligence was undertaken before Fareed was engaged? Did the Board discuss Sharma's confidential letter? Was independent legal advice obtained? Did the Reserve Bank of Fiji receive notification of the concerns? Were shareholders informed?
These questions are no longer speculative.They arise directly from the chronology now in the public domain. The Board cannot say it was never warned. It was. In writing. Months before the controversy became public.
The Reserve Bank's Role
The Reserve Bank of Fiji occupies a unique position. Unlike ordinary commercial disputes, governance failures inside licensed financial institutions affect public confidence in the wider financial system. Policy holders entrust insurers with their savings and protection against future risks. Confidence in governance therefore matters enormously.
The public deserves to know: Did the Reserve Bank receive Sharma's letter? If not, should it have? If it did, what action followed? Was Fareed's appointment considered from a regulatory perspective? Were related-party transactions examined? Was any review conducted into governance arrangements? These questions are directed not at the merits of any individual allegation but at regulatory oversight itself.
SPX Also Has Questions to Answer
Sun Insurance is not merely a private family enterprise. It is listed on the South Pacific Stock Exchange. Listing brings additional obligations. Investors expect disclosure. Material governance disputes may affect shareholder confidence.
If the company's largest shareholder was alleging serious governance failures, did SPX receive notification? If not, why not? If yes, what action followed? These questions deserve clarification.
The Fareed Issue Has Become Symbolic
Ironically, Mohammed Nouzab Fareed may no longer be the central issue. His appointment has become symbolic of something larger. Corporate governance is tested not when everything proceeds smoothly. It is tested when difficult decisions arise.
How boards deal with risk says more about governance than annual reports or glossy corporate brochures ever can. The March 2025 letter challenged the Board to confront a potentially controversial appointment before events overtook it.
Instead, following Fareed's subsequent conviction, the company found itself publicly defending the decision. Whether that defence ultimately persuades shareholders remains to be seen.
Natural Justice Still Matters
It is equally important to emphasise what this article does not say. It does not conclude that every allegation in Sharma's letter is true. It does not accuse Padam Lala, Rajeshwar Lala or any director of wrongdoing. It does not state that Sun Insurance breached any law. Nor does it suggest that regulatory authorities failed in any statutory duty.
Those matters depend upon evidence. The purpose of responsible investigative journalism is not to pronounce guilt. It is to identify legitimate questions of public importance and encourage transparent answers. Natural justice requires every person criticised in Sharma's letter to have the opportunity to respond fully. Indeed, such responses may strengthen public confidence if they satisfactorily explain the Board's actions.
Questions Fijileaks Puts to Sun Insurance
Fijileaks now invites Sun Insurance to answer the following questions:
- When was Mohammed Nouzab Fareed first engaged by Sun Insurance?
- What due diligence was undertaken before his appointment?
- Did the Board discuss the criminal proceedings then pending against him?
- Did the Board receive Lolesh Sharma's letter dated 31 March 2025?
- Was that letter tabled at a Board meeting?
- What decisions were taken?
- Was an independent investigation commissioned?
- Was the Reserve Bank informed?
- Was SPX informed?
- Were shareholders advised of the dispute?
- Did Fareed participate in Board discussions?
- Did he have access to confidential Board papers?
- Was he ever considered for appointment as Chief Executive Officer or Principal Officer?
- Does the Board continue to stand by its decision following his conviction?
These questions deserve clear answers rather than carefully crafted public relations statements.
Padam Lala, Then and Now: From Military Procurement Questions to the Sun Insurance Governance Storm
PADAM LALA: From the Unpublished RFMF Budget Papers to the Sun Insurance Governance Controversy. Why Fijileaks Is Revisiting an Investigation First Published After the 2006 Coup
Nearly two decades before governance questions engulfed Sun Insurance, confidential Ministry of Home Affairs documents obtained by me raised concerns about procurement practices within the Republic of Fiji Military Forces (RFMF) during the months preceding the 5 December 2006 coup.
Those unpublished RFMF Budget 2006 papers referred to purchases involving Lotus Garments, a company owned by Padam Lala, and recorded concerns already identified in the 2004 Auditor-General's Report regarding unauthorised procurement, falsified documentation and the need for police investigation.
The documents did not determine criminal liability against Padam Lala. Rather, they recorded the concerns of officials within the Ministry of Home Affairs and recommended further investigation, stronger procurement controls and the suspension of further dealings with Lotus Garments pending resolution of surcharge issues identified by the Auditor-General.
According to the confidential submission prepared for the then Minister for Home Affairs, officials warned that the RFMF was allegedly repeating procurement irregularities previously criticised by the Auditor-General, including unauthorised Local Purchase Orders (LPOs), manipulation of invoices, certification of goods allegedly not yet delivered, expenditure without Major Tender Board approval and purchases well beyond approved financial limits.
One passage specifically referred to the 2004 Auditor-General's recommendation that the Director of Military Resources be surcharged over unauthorised purchases from Lotus Garments, observing: "Given the above it is indeed unethical for RFMF to continue to do business with LOTUS Garments until the surcharge action is finalized."
The submission concluded by recommending a surprise special audit; investigation into payments supported by allegedly false Certified Receipt Vouchers (CRVs); disciplinary action against officers responsible for falsified procurement documents; strict compliance with Major Tender Board procedures; and that police be informed of the possibility of fraud.
Fijileaks originally published these documents because they formed part of the wider debate surrounding the RFMF's justification for overthrowing the democratically elected Qarase Government. Our reporting questioned whether allegations of corruption against civilian politicians could be reconciled with confidential government concerns about procurement practices within the military itself.
Today, the relevance of that historical investigation lies not in suggesting that the events are identical, but in explaining why the name Padam Lala has once again become central to a debate about governance.
The current controversy concerns the governance of Sun Insurance and the Board's decision-making process following warnings about Mohammed Nouzab Fareed's appointment.
The earlier controversy concerned procurement issues documented within confidential RFMF budget papers.
Separated by almost twenty years, both episodes nevertheless place Padam Lala at the centre of important public-interest questions about governance, accountability and institutional oversight.
As I have consistently argued since 2006, good governance is measured not by personalities but by transparency. When serious questions arise, whether involving military procurement or the boardroom of a publicly listed insurer, they should be answered through openness, documentary evidence and independent scrutiny, rather than silence.
An analysis of the unpublished 2006 RFMF Budget Irregularities Brief
In 2006, as Fiji edged ever closer to the military takeover that culminated in the December coup, an internal Republic of Fiji Military Forces (RFMF) brief raised a series of alarming questions about procurement, financial management and accountability. At the centre of the document stood one private company - Lotus Garments Ltd, owned by businessman Padam Lala.
Nearly two decades later, the document continues to raise uncomfortable questions. It does not accuse Padam Lala personally of criminal conduct. Rather, it identifies Lotus Garments as the principal supplier in a succession of military procurement transactions which the authors alleged were processed in breach of financial regulations and procurement procedures.
The Shadow of the 2004 Auditor-General's Report
The report begins by reminding readers that Lotus Garments had already featured prominently in the 2004 Auditor-General's Report.
According to the brief, the Auditor-General had recommended that the Director of Military Resources be surcharged over unauthorised purchases from Lotus Garments totalling $1,612,630 during 2003. Instead of correcting those deficiencies, the report argued that the RFMF was once again committing many of the same mistakes in 2006.
That historical reference remains important because it suggests that concerns surrounding Lotus Garments were not isolated incidents but formed part of a wider pattern that had already attracted official scrutiny.
Lotus Garments Became the Military's Principal Supplier
The report shows that Lotus Garments became involved in several major procurement exercises during the first months of 2006.
These included $1.9 million for winter clothing; $3.879 million for body armour, helmets, gas masks and protective equipment; $6.136 million in additional protective equipment that was still awaiting formal approval; $350,000 worth of badges, goggles, gloves and identification equipment; and an additional payment of $50,000 connected to the same procurement process. Collectively, the report estimated that procurement commitments reached almost $11.9 million within only four months. That figure continues to stand out because of both its scale and the speed with which the commitments were allegedly made.
The Report Focused on the Military Rather Than the Supplier
Contrary to what some might assume, the report was not principally an attack on Lotus Garments itself.
Its criticism was directed primarily at the conduct of RFMF officers responsible for authorising purchases, approving payments and processing procurement documentation.
The authors alleged that Local Purchase Orders (LPOs) had been issued without proper authority; Major Tender Board approval had allegedly been bypassed; purchase orders exceeded delegated financial authority; invoices were certified before complete delivery of goods; Certified Receipt Vouchers (CRVs) were issued to authorise payment even though some goods had allegedly not arrived; and cancelled tenders were used to justify purchases. Those allegations concern procurement governance rather than the quality of goods supplied by Lotus Garments.
Questions Over Extraordinary Quantities
One of the report's recurring themes was that the quantities purchased appeared far greater than operational requirements. Among the purchases questioned were more than 2,500 ballistic helmets; over 2,500 body armour vests; thousands of gas masks; thousands of hydration packs; and 10,000 winter jackets. The report noted that
Fiji's overseas deployments involved only several hundred personnel. It therefore questioned why such quantities had been ordered.
The author also recalled that Australian and United Nations forces were already supplying protective equipment for overseas peacekeeping missions, raising further questions about whether the additional purchases were necessary.
Alleged Manipulation of Financial Documentation
Perhaps the most serious aspect of the report concerns documentation. According to the brief, payment processes allegedly relied upon manipulated invoices; altered purchase orders; false certification that goods had been received; CRVs authorising payment before complete delivery.
The report concluded that there had been deliberate attempts to manipulate documentation to facilitate payment and described the circumstances as raising the "possibility of fraud."
These were allegations contained within the internal brief and should be understood in that context unless independently established through official investigation or court proceedings.
Why Was Lotus Still Receiving Contracts? One question continues to resonate.
If the Auditor-General had already criticised military procurement involving Lotus Garments in relation to 2003 purchases, why did the RFMF continue awarding substantial contracts to the same supplier in 2006?
The report itself raised precisely that concern.
It stated that it would be "unethical" for the RFMF to continue doing business with Lotus Garments until the surcharge issues identified by the Auditor-General had been resolved.
Whether that recommendation was ever implemented is not answered by the document.
The Reference to "Election Preparation"
Among the most politically sensitive passages is the discussion surrounding the proposed $6.136 million procurement.
The report stated that inquiries within military stores allegedly revealed that the additional purchases related to "election preparation."
It immediately added that this carried "serious implications indeed."
The document provides no further explanation or supporting evidence for that assertion, and it remains an allegation recorded by the report's author. Nevertheless, viewed against the backdrop of the events that unfolded later in 2006, the observation continues to attract considerable historical interest.
Strong Recommendations Were Made
The report concluded with a series of recommendations that remain striking today. It recommended an immediate surprise audit of the procurement process; that no further business be conducted with Lotus Garments; investigations into payments allegedly supported by false CRVs; disciplinary action against officers responsible; surcharge proceedings; police investigation into the possibility of fraud; stricter procurement controls; and mandatory Major Tender Board approval for major purchases.
Padam Lala Remains Central to the Story
Padam Lala remains central to this historical episode because Lotus Garments featured in virtually every major procurement transaction examined in the report.
However, it is equally important to distinguish between the role of the supplier and the allegations directed at military officials.
The report does not accuse Lala personally of falsifying documents or committing fraud. Rather, it repeatedly alleges that RFMF personnel manipulated procurement procedures, issued unauthorised purchase orders and processed payments improperly while Lotus Garments was the supplier.
That distinction is legally and historically important.
Nearly twenty years later, the unpublished RFMF Budget – Irregularities brief remains an important historical document. It paints a picture of an RFMF that was allegedly bypassing procurement safeguards, committing itself to almost $12 million in expenditure, and relying upon documentation that the report claimed had been manipulated to facilitate payment.
Lotus Garments, owned by Padam Lala, was the company at the centre of those procurement exercises. Yet the report itself directs its strongest criticism towards the military's procurement system and the officials responsible for administering it, rather than making direct allegations of personal wrongdoing against Lala.
The questions raised in 2006 therefore continue to resonate today. Why were earlier Auditor-General warnings apparently not acted upon? Why did Lotus Garments continue receiving substantial military contracts despite previous concerns? Were the report's recommendations ever implemented? And, perhaps most importantly, were the allegations of procurement irregularities ever fully investigated?
Those questions remain part of Fiji's modern political and governance history, and the brief continues to serve as a reminder that transparency and accountability in public procurement are essential safeguards in any democratic society.
The Fiji Women's Rights Movement (FWRM) is deeply concerned that leading SPX-listed company Sun Insurance failed to respond to multiple queries sent on e-mail from significant shareholders expressing their strong concern about the hiring of Mohammad Nouzab Fareed, convicted last week and now on remand for two counts of indecent assaults.
After the company’s failure to respond directly to shareholder concerns, FWRM has confirmed the Fareed matter was also reported in writing to both the SPX and RBF with no apparent response.
The facts surrounding Fareed's conviction last week have now been widely reported in the media.
When Sun Insurance made the decision to hire Fareed, FWRM acknowledges, he had the benefit of being presumed innocent until a court passed judgement.
However, Fareed was already convicted for indecent assault in December 2021 ([FJMC 41, Criminal Case 174/2] when the company hired him as the Chief Transformation Consultant.
Fareed was sentenced to 14 months' imprisonment suspended for two years by then-chief magistrate Usaia Ratuvili in a widely publicised case within the business community as he resigned from his previous position as Chief Executive Officer of Fijian Holdings Ltd in December 2019.
Fareed's conviction was quashed by then-High Court judge Salesi Temo in 2022.
“The silence, lack of curiousity and foot-shuffling of SPX and RBF, whose primary responsibilities include market regulation, is astonishing,” said FWRM Executive Director Nalini Singh.
“It is disturbing that the RBF did not even apply its own “fit and proper” fitness test policy to the hiring of employees,” she added.
FWRM believes that the SPX and RBF's lack of focus and urgency addressing multiple written shareholder warnings about a sex offender has clearly jeopardised the protection that the female employees at Sun Insurance should have as a matter of right.
“Sexual violence and indecent assaults are dynamics built around the power imbalance between predator and prey. That the SPX and RBF appear to have seen nothing of concern, despite written warnings, in the power dynamic between this executive officer and the female staff he led is beyond belief,” said Singh.
“When regulatory protections and barriers repeatedly fail to respond, the system itself must be reformed. We need to pull out the rubbish and make sure the prevention of sexual violence overrides anything else the SPX and RBF have convinced themselves might be a more pressing consideration in how they regulate our capital markets.”
“It is terrifying to think that other listed companies may be considering that Sun Insurance sets a precedent for other sex or non-sex convictions or behaviour patterns to be hidden from public sight and put beyond the reach of regulators,” she warned.
FWRM calls for the adoption of a compulsory zero tolerance policy to Sexual Exploitation Abuse and Harassment (SEAH) by all companies publicly listed, and offers training for the leadership of these companies.
Training must start from the top, at the highest levels of leadership.













