Razorpay's ₹6,000 Crore IPO Clears SEBI Per Inc42, Days After Its Cofounders Lose a Karnataka HC Bid in the SFIO Case

Razorpay's cofounders lost their bid to quash a criminal complaint on November 4, the same week Inc42 reported that SEBI had cleared the payments company's ₹5,000 to ₹6,000 crore IPO. The court order is a documented ruling; the approval, so far, is a report.

Inc42 reported on November 4, citing sources and crediting The Economic Times with the first report, that SEBI approved the offer. The approval is not confirmed by a regulator publication we could open. A YourStory headline in our lead sheet reads "Razorpay, Sembcorp Green Infra get Sebi nod to float IPOs", but the page returned an error to us, so this piece treats the approval as reported rather than verified.

What the IPO papers are reported to contain

Item	Reported figure	Source
Issue size	₹5,000 to ₹6,000 crore	Inc42
Valuation	about $5 billion	Inc42
2021 valuation	$7.5 billion	Inc42, Outlook Business
Structure	fresh issue plus offer for sale, split unknown	Inc42
Listing window	January to March 2027	Inc42

Outlook Business reported on April 20 that Razorpay was targeting $600 million to $700 million at a $5 billion to $6 billion valuation, down from the $7.5 billion peak. At those figures the float is between 10% and 14% of the company. The route there was costly: Outlook says the reverse flip to India, completed in May 2025, cost about $150 million in taxes.

The ruling dated November 4

According to Inc42, Justice M Nagaprasanna of the Karnataka High Court dismissed the petition by cofounders Harshil Mathur and Shashank Kumar to quash a complaint by the Serious Fraud Investigation Office (SFIO). The court said there was "no reason to interfere with the proceedings at this stage" and that it "could not conduct a mini-trial" while deciding whether to quash.

The complaint concerns merchant onboarding and KYC checks on Mad Elephant Network Technology, which the SFIO alleges ran an illegal digital lending business and generated wrongful gains of ₹56.63 crore. The SFIO says Razorpay acted as "a conduit for approximately ₹320 Cr worth of" the merchant's transactions. The defence argues the SFIO exceeded its jurisdiction because Razorpay was not among the 33 companies named in the Centre's 2022 order.

Razorpay's response, as relayed by Inc42, is that the case involves illegal loan apps with which it and its directors have no association, and that "We have full faith in the judicial process and will pursue all appropriate legal remedies." Separately, Inc42 adds that the Karnataka High Court and the Supreme Court upheld the quashing of Enforcement Directorate money-laundering proceedings against the company.

What the numbers say about the business

In FY25, Inc42 reports, operating revenue rose 65% to ₹3,783 crore while the company slipped into a loss. The causes were ₹1,209 crore of ESOP expense, plus one-time restructuring and tax costs from the domicile shift. The ESOP charge equals 32% of that year's revenue. Working back from the growth rate, revenue a year earlier was about ₹2,293 crore. FY26 results are not in the coverage we read.

Razorpay has raised more than $800 million from investors including Y Combinator, Tiger Global, Ribbit Capital and Lightspeed, per Inc42. A $5 billion valuation is a third below the 2021 mark. Outlook reported in April that PhonePe paused its own IPO in March, and ET reported its offered $7 billion valuation was more than 50% below its on-paper value. Razorpay's pricing sits in that market. For other Indian startup numbers under scrutiny, see Ola Electric's quarterly figures, which two outlets print differently and Zupee's layoff of its entire workforce.

What to watch next

The updated draft red herring prospectus is the next dated document. It would settle the fresh-issue and offer-for-sale split, FY26 financials and how the SFIO proceedings are described to investors. Inc42 reports the listing target as January to March 2027.