INR 2,500 Cr Revenue, IPO In Motion: How Razorpay Is Prepping For D-Street

In December last year, Razorpay turned 10.

The Bengaluru-based startup, founded by IIT graduates Harshil Mathur and Shashank Kumar, has had a front-row seat to India’s fintech revolution.

Razorpay’s journey from 2014 to today essentially overlaps with fintech as a whole. From demonetisation in 2016, which thrust India towards digital payments, to the rise of digital commerce and cross-border payments — Razorpay was there when fintech became a relevant word has aligned its vision since then to stay on the bleeding edge.

From a minor player in the ecommerce space, Razorpay today processes $180 Bn TPV (total payments volume) annually, with plans to hit a $1 Tn target in the next few years.

It’s not just about serving ecommerce merchants and online stores anymore though — today it is a payments partner for more than 80 Indian unicorns, which underlines its position as a key link in the ecosystem. And as India’s startups mature, Razorpay is keeping pace.

Beyond the revenue, the next big step for the unicorn is an IPO.

A public listing was always on the cards, but in many ways Razorpay’s plans have accelerated due to the momentum on the ground. This is THE time to go for an IPO in India as a mature and scaled-up tech company.

So naturally Mathur and Kumar want to capitalise. The two founders also have an eye on wealth creation for the 3,000-plus employees at Razorpay today, many of whom have been part of the ESOP programmes since 2018.

But it’s not easy to take a stride towards the public markets just because market conditions are true. For Razorpay, the past 12-24 months have also included critical milestones such as redomiciling to India, getting approvals from regulators for payment aggregator vertical and onboarding merchants and enterprises by the thousands.

For Mathur, the challenges have coincided with a wave of confidence stemming from the post-IPO trajectory and journey of Zomato, Paytm, Policybazaar and others in 2021. These companies answered many of the questions that markets were asking, and even though not completely in the case of some, it gave Mathur and other IPO-bound founders plenty of conviction.

Launching Griffin Dialogues

In a freewheeling chat with Inc42 — part of the all-new Griffin Dialogues series — Razorpay cofounder and CEO Mathur gives us a glimpse of how the company’s actions have followed this broader conviction, and how the fintech unicorn set itself up for this moment.

“The key is to persevere through the bad times, as they eventually lead to the good ones,” he tells Inc42.

Griffin Dialogues is our way of contextualising the upcoming Griffin Retreat By Inc42 — an unprecedented confluence of the founders leading India’s new-age IPO wave. Set for February 22-24, 2025, Griffin Retreat is a gathering of 100 unicorn and soonicorn founders for the first time in India, but it’s also bringing together many of the founders that are preparing for the IPO jump.

Over the next few weeks, Inc42 is delving deep into what’s driving the founders that are taking this leap  — many of whom will be part of the Griffin Retreat.

To start things off, Mathur takes us behind the curtain as Razorpay prepares the stage for its IPO.

Edited excerpts

Inc42: Redomiciling is a major trend among unicorn companies today. What motivated Razorpay to consider this step, and how did you arrive at this decision?

Harshil Mathur: When we started thinking about our future, especially in terms of an IPO, we had to decide not just when we wanted to go public but also where. It became quite clear to us that India is our home market. This is where people know us, use our services daily — directly or indirectly — so it made logical sense to list here.

Another key factor was the growth of India’s public market.

When we started Razorpay and even a few years ago, India didn’t have the ecosystem to support large public IPOs, and in the technology sector. But now, with the success of companies like Zomato and Policybazaar, we’ve gained confidence that India can absorb large IPOs in tech.

So, for us, it was simple. If we plan to go public in India, it’s better to redomicile here as soon as possible. That way, when the time comes for our IPO, the process will be much smoother.

Obviously, there’s a regulatory process that companies need to follow. Thankfully, the government has recently made this easier, which is a welcome step.

Inc42: What was that experience like for you? What can other startups look forward to when they reverse flip?

Harshil Mathur: The key challenges are regulatory approvals, getting all stakeholders on board, and managing any financial implications like taxes. Founders need to plan for these aspects well in advance to ensure a smooth transition.

The first step is getting consent from shareholders, investors, and the board. Once that’s done, the company needs to submit an official request to the government for approval.

The more complex part depends on the country you’re domiciled in, whether it’s the US or Singapore. There could be significant tax implications involved in the transition, which companies need to carefully evaluate.

Overall, the process itself isn’t complicated. It just follows a legal and procedural framework. The main challenge is that it takes time, and companies need to assess the financial impact before making the move.

Inc42: How difficult was it to convince shareholders about this move given the tax situation? Not many would be familiar with how to navigate this in India 

Harshil Mathur: If you have long-term investors who believe in the company’s future, it’s not too difficult. We explained that while there might be some short-term tax impact, the long-term benefits far outweigh it. Investors who are aligned with the company’s vision usually understand that this is the best decision for the future.

That said, some investors may be hesitant, especially if they’re more focused on short-term returns. It really depends on the type of investors, the stage of the company, and the specific circumstances.

One of the biggest challenges that others need to know is that the process takes time. During this period, companies can’t raise funds or make structural changes, so the right timing is crucial.

Founders need to plan ahead and ensure the transition doesn’t interfere with key business activities.

Another major hurdle is the tax cost. For many companies, the tax liability involved in re-domiciling can be significant. We were fortunate to have enough capital in the bank to cover it, but for some companies, this cost might be too high to absorb. In such cases, it may not be financially viable to proceed with re-domiciling.

Inc42: The redomiciling is one step to prepare for an IPO. But you also had to adjust in other ways. What was that like? 

Harshil Mathur: The first thing to understand is that an IPO is not just a one-day event. It’s a long-term commitment. The actual listing happens in a day, but once you go public, you’re a public company for the long run.

A common mistake founders make is focusing too much on the listing day, by trying to get the best possible stock price at launch. If you look at India’s tech IPO history, companies that optimised for short-term listing gains haven’t done well in the long run.

The ones that succeeded were those that prepared themselves to deliver steady, long-term results for shareholders.

Companies need to think deeply about restructuring operations. Many private companies don’t function with a quarter-on-quarter performance mindset, but public companies must. Setting up the right processes and structure to operate sustainably is crucial.

The second factor is understanding why you’re going public in the first place. Some companies do it for credibility, some need large capital, while others seek a higher level of governance. Usually, it’s a combination of these reasons. If it’s purely about money, private capital is still an option. If it’s just about investor exits, there are secondary markets for that. So, founders need to ensure they have a solid, multi-faceted reason for going public.

Lastly, governance is critical. Public companies must adhere to the highest standards of governance, which isn’t always a priority for private companies, especially in the early days. Before going public, you need to have a well-structured board, strong accountability mechanisms, and experienced advisors in place.

Inc42: Razorpay turned 10 last year and granted ESOPs to over 3,000 employees to mark this moment. But you were also an early believer in ESOPs. What role has it played in your long-term organisational success?

Harshil Mathur: I’ve always believed in the concept of wealth creation for employees. In a startup, it’s not just the founders who take risks. Every employee, especially in the early days, is taking a leap of faith by joining. Even today, employees have the option to work for larger, more established multinational companies, so if we want to attract the best talent, we need to recognise their contributions in a meaningful way.

ESOPS are the true reward for taking a risk and contributing to a startup’s growth, and this is usually a structured process. But completing 10 years was a major milestone. We wanted every employee to celebrate it with us, so we took an unprecedented step and granted ESOPs to every single employee in the company.

This wasn’t just about looking back at what we’ve achieved but also about reinforcing our belief in the future. We wanted to send a clear message that there’s still a lot more potential in Razorpay, and that as we continue to grow, every employee will share in the wealth we create.

It’s about ensuring that when the company thrives, employees do too.

Inc42: Taking one step back from incentives and stock options, what does it take to structure a team effectively, scale operations, and create long-term value as you have done over a decade?

Harshil Mathur: The key, in my opinion, is to build a team that truly understands and aligns with your vision. You don’t want to hire people who are just there for a paycheck; you need individuals who believe in the company’s mission and are willing to give their best to achieve it. In simple terms, you want missionaries, not mercenaries.

The best teams work closely together toward a common goal, without being distracted by internal politics or credit battles. That’s what sets startups apart from traditional corporations in that everyone wins together and loses together.

A strong, mission-driven team is what helps you push through tough times.

I’ve seen it firsthand at Razorpay. When we faced challenges like not being able to onboard customers for nearly a year, our team came together, put their best foot forward, and found solutions.

This is only possible when you foster a culture where everyone feels valued and focussed on external challenges, not internal conflicts.

Inc42: How has this journey influenced you as a leader? 

Harshil Mathur: It’s been a huge learning experience for me. When Shashank and I started Razorpay, we hadn’t worked in large organisations before, so we built the kind of company we would love to work at. But as the company scaled from 20 employees to 100, and now over 3,000, the challenges at each stage were completely different. We had to continuously learn and adapt to lead effectively.

One of the biggest lessons for me has been staying calm in the face of challenges. In the early days, every problem felt like a crisis. We would stress out and scramble to find immediate solutions. But over time, I’ve realised that as a leader, your team looks to you for stability.

If you stay calm and composed, it reassures the team that the issue is manageable. On the other hand, if you panic, that stress spreads to everyone, and a stressed team is rarely productive. So, one of the most important roles of a founder is to project confidence, assure the team that problems are part of the journey, and lead them through challenges with a clear head.

Inc42: How critical is setting the right cultural values, and how does it reconcile with the need to remain agile and innovative?

Harshil Mathur: One of the biggest lessons I’ve learned is that transparency fosters ownership and innovation. In large organisations, roles tend to be rigidly defined, but in a startup, removing those boundaries allows people to step up beyond their assigned tasks.

When employees have visibility into the broader goals and challenges, they naturally take more initiative. For example, someone from customer support might identify a product improvement and proactively engage the product team to discuss solutions.

This kind of cross-functional collaboration happens organically when you share enough context and trust people to take ownership.

At Razorpay, this transparency-driven culture is what keeps us innovative—it empowers employees to contribute beyond their immediate roles and take responsibility for the company’s success.

Inc42: Obviously, there was a lot of uphill climbing before you reached this stage. Talk to us a little bit about adjusting to investor expectations. Founders can learn a lot from your fundraising journey

Harshil Mathur: We founders often get too stressed about fundraising delays or investor rejections. But one key lesson I’ve learned is that sustained growth solves almost everything.

Fundraising is not an end goal—it’s a byproduct of strong business growth. If your company is growing well, capital will follow. Your priority as a founder should be building a strong company, and the rest will naturally align.

If an investor says no, or if a funding round is delayed, the best thing you can do is keep executing, keep growing, and keep delivering results. That’s the only thing that worked for us.

Over time, the same investors who declined might come back, customers who once hesitated to adopt your product will show interest, and even top talent who passed on your startup will want to join.

Inc42: Fintech is a very complex regulatory environment, and you also have had to deal with plenty of challenges here. How do you scale up in a way that allows you to adapt quickly to big changes? 

Harshil Mathur: The key to staying ahead in a regulatory environment is continuous dialogue with policymakers.

Policy changes rarely happen in isolation. There are always discussions, signals, and concerns raised in advance. If you actively listen for these early signals — through industry events, regulatory roundtables, or draft bills and guidelines — you can adapt preemptively instead of reacting late.

Companies that ignore these early hints often find themselves blindsided by sudden regulatory actions.

I think the new regulatory sandboxes are a great way for fintech startups to collaborate with policymakers and get on the same page.

Above all, a key rule is never to surprise regulators. If they suddenly discover something you’re doing that they were unaware of, it can damage trust and lead to stricter interventions.

I believe in maintaining open and proactive communication ensures that regulations evolve in a way that supports both innovation and compliance.

Inc42: Let’s talk a little about building a brand identity as a B2B player, as many B2B companies would be looking at this to even sell their stories to public markets investors. How do you do the storytelling that comes so easily to B2C companies?

Harshil Mathur: Storytelling is absolutely crucial in building any brand, and for us, it’s not just about the fundraising narrative. I can tell you it impacts our marketing, sales, employee engagement, and even policy discussions. A strong, clear story helps everyone understand your purpose and your vision, and that’s very vital for the public markets.

In our case, from day one, our mission has been to simplify the lives of businesses, and we make sure that message is communicated consistently in both words and actions. It’s not just about saying we want to help; it’s about showing it through what we do.

Storytelling for a startup should be much more than crafting a narrative; it’s about living up to it, day in and day out.

For example, we’ve made it a point to bring new developments or innovations to our customers first, keeping them in the loop about any major changes that could potentially benefit them or disrupt their business.

When it comes to building a brand, it’s about delivering on your promises consistently. It’s not the flashy ads or social media posts, but how you follow through that truly shapes your brand identity.

Sometimes, we have to invest in initiatives that don’t immediately benefit us or offer the best ROI, but we do it because it’s important for the long-term health of the brand and the success of our merchants. In those moments, we put our values ahead of short-term gains, and that’s when we earn trust and credibility in the market.

Inc42: And how much did your early years inform this narrative?

Harshil Mathur:  When we started, we focussed on online businesses that needed payment solutions. We reached out to companies and wondered: ‘Did they care about the problem we were solving? If so, how could we help them more?’

Once we identified the group that cares about the same problem we were solving, we scaled up from there. This gave us a clear mantra to follow: “Make something that people want.”

It sounds simple, but that’s the essence. When you create something that people want, even a small section of them, you can build a business around it.

With new technology, like the internet or AI, many problems that used to be hard to solve are now scalable. The key is constant experimentation and iteration. For example, Razorpay started with small businesses, but we also evolved to cater to larger businesses. We always wanted to keep improving and scaling up from that starting point, and that’s the same narrative we are building on today

Inc42: Beyond the financial state of Razorpay and wealth creation for employees, what does wealth creation mean to you? What principles have influenced your own investment decisions in your personal life, beyond Razorpay?

Harshil Mathur: Honestly, I don’t spend much time thinking about personal wealth management. For most founders, when you’re building a startup, personal wealth takes a backseat.

For me, it was always about covering my living costs with my salary, and everything else was reinvested into Razorpay. The bigger focus has always been on growing the company and getting it to the point where it can go public. Once that happens, then I’ll think about personal wealth.

So for me, it’s pretty straightforward. I earn a salary, and I save part of it, which I invest in mutual funds. It’s simple and gives me a sense of security, knowing there’s some growth happening on the side. But for the most part, my wealth is tied up in Razorpay, and that’s where the majority of my focus and financial commitment lies.

And this is something I tell other founders as well. The guiding principle is to stay focussed on the startup’s success. If the startup does well, my personal wealth will follow. So, my priority is making Razorpay successful, and my own wealth is secondary for now.

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