Super Bakers' record is modest but stable: seven years of unqualified audit opinions, operating cash flow that has covered reported profit in four of the last five years, and a promoter holding of 22.31% with zero pledge. Three things deserve attention: the promoter family controls the board with near-zero shareholder dissent, audit reports carry stale compliance dates in three consecutive years, and gratuity and leave encashment liabilities have gone unquantified for at least six years.
Key findings
- Managing Director pay doubled while promoter family controls the board
Minor- Mr. Anil S. Ahuja's managerial remuneration rose from Rs. 6,00,000 in FY2020-21 to Rs. 12,00,000 in FY2025-26, against an approved limit of up to Rs. 18 lakh per annum. Mr. Sunil S. Ahuja and Mr. Anil S. Ahuja are related, and Mr. Mann A. Ahuja, appointed Non-Executive Non-Independent Director on 23 July 2025, is related to both. At the 31st AGM on 25 September 2025, all three resolutions on Mr. Anil S. Ahuja's re-appointment and Mr. Mann A. Ahuja's appointment received 3,68,462 votes in favour (99.97%) and 110 against (0.03%). - Audit reports carry stale compliance dates in three consecutive years
Minor- The Internal Financial Controls opinion in the FY2025-26 audit report states controls were operating effectively "as at March 31, 2024" rather than 31 March 2026, and the FY2024-25 report carries the same stale date. The Section 143(3) statement in the FY2023-24 audit report states no director was disqualified "as on 31 March 2023" rather than 31 March 2024. The statutory auditor issued an unqualified opinion for each year from FY2019-20 through FY2025-26 and stated there were no key audit matters to communicate in six of those years. - Secretarial auditors resigned in consecutive years citing personal reasons
Minor- M/s. K. Jatin & Co. resigned as Secretarial Auditors on 2 June 2025 for FY2024-25, citing "personal reasons". M/s. Nishant Pandya & Associates resigned with immediate effect on 6 May 2026, also citing "personal reasons", after having been appointed for five years at the 31st AGM on 25 September 2025. The statutory auditor rotation was routine: M/s. O. P. Bhandari & Co. served five years and retired at the 29th AGM on 25 September 2023, and M/s. N K Aswani & Co. was appointed for five years with 2,67,328 votes in favour (100.00%) and 1 against. - Gratuity and leave encashment liabilities unquantified for six years
Minor- The accounting policy states gratuity and leave encashment liabilities are "not ascertained actuarially and not provided for, the effect of which on accounts is not material" in FY2025-26, FY2023-24, FY2022-23, FY2021-22, and FY2020-21. No actuarial quantification is disclosed in any of these years. - Operating cash flow has consistently backed reported profit
Clean- CFO/PAT was 1.15x in FY26, 1.31x in FY24, 1.29x in FY23, and 1.18x in FY22, with FY25 the only year below 1x at 0.44x. ROCE was 10.14% in FY26, 9.94% in FY25, and 10.39% in FY24. The company recommended no dividend for FY2025-26, FY2023-24, FY2021-22, and FY2020-21, with FY2020-21 resources conserved for working capital.
What to watch
- Secretarial auditor appointment. The 32nd AGM scheduled for 13 August 2026 will vote on appointing M/s. Kashyap R Mehta & Partners as Secretarial Auditors for FY2026-27 to 2030-31.
- IFC opinion date correction. The FY2026-27 Annual Report audit opinion, expected by 30 May 2027, will confirm whether the stale "as at 31 March 2024" date in the Internal Financial Controls opinion is corrected.
- Director-disqualification date correction. The FY2026-27 Annual Report audit opinion, expected by 30 May 2027, will confirm whether the stale "as on 31 March 2023" date in the Section 143(3) statement is corrected.
Bottom line: This is a small, conservatively run company with real cash conversion and no promoter pledge. The risk is governance opacity rather than financial misstatement: a promoter-controlled board with near-zero dissent, recurring stale dates in audit reports, and unquantified employee liabilities. Watch whether the new secretarial auditor appointment stabilises.