- Price band
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- Issue size
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- Lot size
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- Bidding
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- Grey market
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Split not disclosed
Listing date to be set
No quote recorded
Market data to 1 Nov 2026. Company figures are as filed, sourced 1 Nov 2026. Every figure’s origin is listed under Sources.
The question this issue poses
In one sentence
Razorpay Software Limited is the Indian parent of a payments group that earns a fee on money moving between consumers and merchants: online card, netbanking and UPI acceptance, offline POS, payouts and business banking under RazorpayX, loyalty, and operations in Malaysia and Singapore. The filed consolidated accounts for FY25 (republished by Tofler from the MCA filing) show revenue of Rs 3,782.8 Cr against Rs 2,475.1 Cr in FY24, and a net loss of Rs 1,206.1 Cr against a net profit of Rs 33.5 Cr, with Rs 875.3 Cr of exceptional items booked above profit before tax in the year the group moved its holding company from Delaware to India. The regulated business most readers associate with the name is not inside the listing entity: with effect from 1 January 2026, per Razorpay's own public notice and the RBI's register of authorised payment system operators, the payment-aggregator licence and the payment-aggregation business sit in Razorpay Payments Private Limited, a separate company whose ownership is nowhere publicly disclosed. The question for a reader is therefore whether a merchant-acquiring business that reported company-defined gross profit of Rs 1,277 Cr on Rs 3,783 Cr of FY25 revenue can carry a listed-company cost base once the restructuring year drops out, and what a shareholder in the parent would actually own of the subsidiary that now holds the licence. The offer itself cannot be assessed at all: the draft is confidentially pre-filed under ICDR Chapter IIA, so size, price, the fresh/OFS split and timing are not public, and every figure circulating for them is press speculation.
IPOVista score
How this issue scores, and why
Every pillar opens to show the raw metric, the curve it was mapped through, the sub-score and its weight. Disagree with the weighting if you like — the arithmetic is all here.
IPOVista score
Scaling fast, not yet earning
26% of the scoring model was backed by disclosed data for Razorpay, giving low confidence. Weights for anything missing were redistributed rather than scored as zero.
How this score is builtBelow the line: market sentiment. Capped at 8 of 100 points so a hot grey market can tilt a score but never carry one.
Read this before the number
Loss-making in the latest full year
The company reported a net loss of ₹1206.1 Cr in FY25. P/E is undefined, so valuation is scored on sales instead of earnings.
The IPOVista Score is a transparent summary of disclosed fundamentals and issue terms. It is research, not investment advice, and it cannot predict listing performance.
The company
What the business actually does
Founded 2014 · Bengaluru, Karnataka
Razorpay runs payment infrastructure for Indian businesses. Its core product is an online payment gateway that lets a merchant's website or app accept UPI, credit and debit cards, net banking, wallets and buy-now-pay-later, then settles the money to the merchant. Around that it sells payment links, hosted payment pages, QR codes, subscriptions and recurring billing, an optimiser that routes transactions across acquirers, and card machines and POS software for physical stores. A second arm, RazorpayX, supplies current accounts, bulk payouts, corporate credit cards and payroll processing to the same merchant base. Customers range from small online sellers to large consumer internet companies. The group operates mainly in India, with smaller operations in Malaysia, Singapore and the United States. Its US parent was folded into the Indian company in a reverse flip completed in May 2025.
Razorpay earns a fee on each payment it processes, so revenue tracks merchant transaction volume rather than licences or seats. Most of what it collects is passed through to card networks, issuing banks and acquirers: consolidated revenue of Rs 3,783 crore in FY25 (FY24: Rs 2,296 crore) produced gross profit of only Rs 1,277 crore (FY24: Rs 906 crore), a gross margin near one third. That is the structural constraint — take rates are thin and contested, so economics depend on volume plus higher-margin adjacencies: business banking, payroll, lending and cross-border. The company says its online payments business is EBITDA-profitable; the FY25 net loss of Rs 1,209 crore was attributed to ESOP charges and to tax and restructuring costs from the reverse flip. These are company-reported figures, not restated offer-document numbers.
The company on paper
- Legal name
- Razorpay Software Limited
- IncorporatedThe legal entity is often incorporated years before the brand you know, and may have traded under another name first
- 24 May 2013
- CINCorporate Identity Number — the unambiguous handle for looking this company up at the MCA
- U72200KA2013PLC097389
- Sector
- Financials · Digital payments gateway and merchant business banking
- Registered office
- Bengaluru, Karnataka
- Website
- razorpay.com
The numbers
Financial performance
Revenue has compounded at 52.8% a year across the 2 reported financial years.
Revenue and profit
Figures in ₹ crore, as published in the accounts this record was built from. Interim quarters are not annualised.
- Revenue
- Profit after tax
Margin trend
Profit and operating margin as a percentage of revenue
- Net margin
- EBITDA margin
The price
Valuation
What the issue asks for the business, set against what the business earns.
Valuation ratios have not been disclosed for this issue yet. They are normally published with the red herring prospectus, once the price band is fixed.
The terms
How the issue is structured
- Fresh issueNew shares — proceeds go to the company
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- Offer for saleExisting shares — proceeds go to the selling shareholders
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- Total issue size
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- Shares offered in the OFS
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- Pre-issue shares outstanding
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- Employee discount
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Demand
What the market is bidding
Subscription is hard exchange data. Grey-market premium is not — it is an unofficial quote, shown because readers want it and labelled because it deserves the label.
Subscription by category
Cumulative bid multiples
No dates have been set yet, so bidding has not opened.
Grey market premium
Unofficial over-the-counter sentiment
No grey-market quotes have been recorded for this issue.
Work it out
What this means for one application
Three calculations, each stating the assumption it rests on.
What one application costs
Shares are applied for in whole lots at the cut-off price. The full amount is blocked in your bank account under ASBA, not debited, until allotment.
The lot size and price band are not fixed yet, so there is nothing to calculate.
Odds of getting an allotment
When the retail category is oversubscribed, SEBI requires a lottery for the minimum lot. Every application has the same chance, whatever its size.
Retail subscription figures are not available yet, so there is nothing to estimate from.
What the grey market implies
Arithmetic on an unofficial quote. The grey market has no clearing house and no obligation to settle — this is sentiment made numeric, not a forecast.
No grey-market quote has been recorded for this issue.
Our read
The case for and against
Grounded only in figures disclosed in the prospectus. This is analysis, not a recommendation.
What works
- Filed consolidated revenue grew from Rs 2,475.1 Cr in FY24 to Rs 3,782.8 Cr in FY25, a 52.8% increase as printed on the same filed table; note that the company headlines 65%, which it reaches by using a FY24 base of Rs 2,296 Cr that does not match the filed comparative of Rs 2,475.1 Cr.
- The group was profitable in the year immediately before the restructuring: FY24 consolidated profit before tax was Rs 47.1 Cr and net profit Rs 33.5 Cr, with no exceptional item in that year.
- FY25's loss before tax of Rs 1,209.5 Cr includes Rs 875.3 Cr of exceptional items, so excluding them the pre-tax loss is Rs 334.2 Cr - that subtraction is IPOVista's arithmetic from the printed P&L lines, and the Rs 875.3 Cr itself is carried by only one aggregator republishing the filing, with no second source.
- The group's licensed entity was in the RBI's first cohort of fully authorised payment aggregators, authorised on 19 December 2023 alongside Cashfree and ahead of BillDesk's IndiaIdeas.com (31 May 2024), PayU (13 May 2025), PhonePe (19 September 2025) and Paytm Payments Services (26 November 2025), and it holds online, offline and cross-border (inward and outward) scopes, where PhonePe's entry carries no cross-border authorisation.
- The PMLA proceedings arising from the 2022 Chinese loan-app investigation - in which the ED froze Rs 8.21 Cr of Razorpay's funds, per the per-entity breakdown two outlets print - were quashed by the Karnataka High Court in March 2024, and the ED's appeal (SLP(Crl) No. 5511/2025) was dismissed by the Supreme Court, reported on 26 February 2026.
- The balance sheet shows no visible leverage: consolidated total assets roughly doubled from Rs 2,515.3 Cr to Rs 5,303.9 Cr while FY25 finance cost was Rs 10.3 Cr against Rs 5.1 Cr in FY24 - though the borrowings line in the republished balance sheet is blank rather than a stated nil, so we publish no zero against it.
What to weigh against it
- India's dominant payment rail still earns no merchant fee on most of its flow: the Gazette notification of 14 September 2026 protects only UPI transactions up to Rs 2,000 and RuPay debit cards, and NPCI's 0.4% merchant-paid charge on P2M UPI above Rs 2,000 - capped at Rs 300 for transactions of Rs 75,000 and above - was deferred on 13 October 2026 with no confirmed effective date as at 1 November 2026, leaving the 67% of UPI value that sits above Rs 2,000 (a government submission reported by MediaNama) in a regime that is neither free by statute nor yet priced.
- FY25 swung to a consolidated net loss of Rs 1,206.1 Cr from a Rs 33.5 Cr profit in FY24, and the Rs 1,209 Cr that almost every outlet prints as the net loss is in fact the loss before tax of Rs 1,209.5 Cr; Razorpay's own release attributed the loss to 'costs incurred for restructuring and tax payments associated with the redomiciling to India' and put no number on them.
- The RBI payment-aggregator authorisation and the payment-aggregation business moved to Razorpay Payments Private Limited (CIN U62099KA2024PTC188982, incorporated 26 May 2024) with effect from 1 January 2026, no public document states what Razorpay Software Limited owns of that company, and because the transfer lands in FY26 neither entity's FY26 accounts will be comparable with FY25.
- The company's own gross-profit ratio moved against it - Rs 1,277 Cr on Rs 3,783 Cr of revenue in FY25 versus Rs 906 Cr on Rs 2,296 Cr in FY24, which is 33.8% against 39.5% on IPOVista's arithmetic - even though the CEO's quote in the same release describes improving gross margins, and the company never defines gross profit, which is not a line in the filed P&L.
- The revenue mix cannot be tested: there is no FY25 split by business line, the company's own stated consolidated perimeter (payment gateway, POS, loyalty, RazorpayX, international) names neither lending nor payroll, and its own website claims 150,000+ merchants on the homepage against 5,000,000+ on the About page - while direct peer Cashfree files a line-level split showing payment-gateway commissions of Rs 481 Cr within Rs 640 Cr of FY25 revenue.
- The licensing head start has closed, with PayU authorised on 13 May 2025, PhonePe on 19 September 2025 and Paytm Payments Services on 26 November 2025 against the group's 19 December 2023, and the group's own authorisation came only after an RBI restriction on onboarding new merchants that ran from mid-December 2022 until that date.
Easy to miss in the prospectus
- The UDRHP-I. As at 1 November 2026, 142 days after the pre-filed draft dated 12 June 2026, a filtered search of SEBI's 'Draft Offer Documents filed with SEBI' register returns no Razorpay record, while the identical query returns rows for other issuers (Carlsberg India's UDRHP-1, dated 29 October 2026), so the absence is real rather than a failed query. That document is the point at which terms stop being rumour, and it must sit in the public domain for at least 21 days before the issue can proceed.
- What the offer actually is. ROC filings reported by MediaNama show shareholders approved a fresh issue of up to Rs 2,700 Cr in equity shares of Rs 2 face value, with the OFS size not disclosed and any pre-IPO placement reducing the fresh issue by that amount - so Rs 2,700 Cr is a ceiling, not a size. The Rs 5,700 Cr total circulating on other sites adds an unsourced ~Rs 3,000 Cr OFS to that ceiling and should be discarded, and the Rs 5,000-6,000 Cr issue size and $5-6 Bn valuation in wider coverage are press estimates; no price band, lot size, allocation or date exists anywhere.
- A new effective date for NPCI's deferred 0.4% UPI MDR, and whether any of that charge reaches payment aggregators rather than being competed away at the merchant - on a group whose last disclosed primary valuation was $7.5 Bn in December 2021, nearly five years before the pre-filing.
- The first audited accounts anyone can actually read. Every 'filed' figure in circulation - including all of the FY25 numbers above - reaches the public through aggregators republishing a single AOC-4 for FY2024-25 that nobody in the chain has purchased; the latest filed balance sheet is 31 March 2025 and the last AGM was 26 September 2025, so no FY26 accounts and no cash flow statement for any year exist publicly.
- Two items the offer document should settle and nothing public currently does: the parent's standalone sales falling from Rs 2,438.8 Cr in FY24 to Rs 52.1 Cr in FY25, alongside a Rs 63.6 Cr discontinued-operations profit in the same column, which the 1 January 2026 payment-aggregation transfer is too late to explain; and the composition of the Rs 875.3 Cr FY25 exceptional item, which only one source prints.
Straight from the filing
Read it yourself
No offer document is public for this issue yet. A draft filed under SEBI’s confidential pre-filing route is not published until the updated draft is, so for some issues here there is a filing but nothing to link.
The paperwork
Who is running the issue
- Lead managers
- Axis Capital, Kotak Mahindra Capital, JPMorgan, Citi
- RegistrarAllotment status is checked on the registrar's own site
- —
How these figures were checked
Built from 13 independently published accounts of this issue, agreeing with each other. No copy of the filing itself is linked here, so nothing on this page has been reconciled against the primary document — treat every figure as reported rather than verified.
- SEBI — Draft Offer Documents filed with SEBI (checked: no Razorpay entry; latest entry 14 Oct 2026) · read 17 Oct 2026
- SEBI — Red Herring Documents filed with ROC (checked: no Razorpay entry; latest entries 15 Oct 2026) · read 17 Oct 2026
- Razorpay — About page (registered address, products, markets) · read 17 Oct 2026
- Razorpay — Homepage (product lines: gateway, POS, RazorpayX payouts, business banking, payroll) · read 17 Oct 2026
- Razorpay — public notice: the RBI approved transfer of the Payment Aggregation (PAPG) business from Razorpay Software Limited to Razorpay Payments Private Limited on 29 October 2025, operationalised 1 January 2026, pursuant to a corporate restructuring and demerger · read 1 Nov 2026
- Razorpay — corporate information: names Razorpay Payments Private Limited (CIN U62099KA2024PTC188982) as the RBI-authorised payment aggregator, alongside RZPX Private Limited (RazorpayX) and Razorpay Tech Solutions Private Limited · read 1 Nov 2026
The prospectus is the authoritative document. Check anything that matters against it before you act.
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