Board Resolution Letter for Razorpay

BOARD RESOLUTION: AUTHORIZATION FOR RAZORPAY PAYMENT GATEWAY INTEGRATION

Document ID: RES-PAY-202X-001
Effective Date: [Date]
Version: 1.0
Governing Jurisdiction: [State/Country]

STATUTORY & LEGAL COMPLIANCE NOTICE

This document constitutes a formal record of corporate action. The user is advised that corporate resolutions must be adopted in accordance with the entity’s Articles of Association/Incorporation and the applicable corporate laws of the governing jurisdiction. This template is provided for informational purposes; it does not constitute attorney-client advice. Local counsel verification is recommended to ensure compliance with specific board quorum requirements and notification mandates.

I. RECITALS

WHEREAS, [Company Full Legal Name] (the "Company") is a corporation organized and existing under the laws of [Governing Jurisdiction];

WHEREAS, the Board of Directors (the "Board") has determined that it is in the best interest of the Company to engage Razorpay Software Private Limited ("Razorpay") for the purpose of facilitating online payment processing services (the "Services");

NOW, THEREFORE, BE IT RESOLVED, that the Board hereby authorizes the Company to enter into an agreement with Razorpay on the terms and conditions substantially similar to the Razorpay Terms of Service.

II. OPERATIVE RESOLUTIONS

1. Authorization of Service Engagement
The Board hereby authorizes the executive officers of the Company to execute, deliver, and perform the necessary agreements, service orders, and API integration documentation required to engage Razorpay for payment gateway and merchant services.

2. Designated Signatories
The following individuals are hereby designated as "Authorized Signatories" for the purpose of executing any and all documents required by Razorpay:

• [Name of Authorized Person], [Title]
• [Name of Authorized Person], [Title]

3. Scope of Services
The Company is authorized to utilize Razorpay for the processing of [Amount in USD or Currency] in monthly transactional volume, subject to the transaction fees, settlement timelines, and security protocols as mandated by the Razorpay Merchant Agreement.

4. Compensation & Payment Terms
The Company agrees to compensate Razorpay according to the fee structure defined in the Merchant Dashboard. All payments for services shall be deducted from the gross transaction value prior to settlement, or invoiced monthly. Late payments shall incur interest at a rate of 1.5% per month or the maximum permitted by law.

5. Intellectual Property & Data Privacy
All proprietary technology, APIs, and dashboard interfaces provided by Razorpay remain the exclusive property of Razorpay. The Company shall maintain strict compliance with PCI-DSS standards and applicable data protection regulations (e.g., GDPR, local DPDP laws) regarding customer financial information.

6. Term & Termination
This authorization shall remain in effect until revoked by the Board. The Company may terminate the service agreement with Razorpay upon [30] days' written notice, subject to the settlement of all outstanding transaction fees and chargeback liabilities.

7. Representations & Warranties
The Company represents that it holds all necessary permits and licenses to conduct its business and that the use of Razorpay services is in full compliance with all relevant financial regulations, including Anti-Money Laundering (AML) and Know Your Customer (KYC) requirements.

8. Dispute Resolution & Governing Law
Any disputes arising out of the integration or usage of the Razorpay services shall be resolved through binding arbitration in [City/Jurisdiction], conducted in accordance with the rules of the [Relevant Arbitration Association].

III. EXECUTION & FORMAL SIGNATURE BLOCKS

CERTIFIED BY THE CORPORATE SECRETARY:
I, [Secretary Name], Secretary of [Company Full Legal Name], hereby certify that the foregoing is a true and correct copy of the resolution adopted by the Board of Directors at a meeting held on [Date], and that said resolution has not been amended or rescinded.

FOR [COMPANY FULL LEGAL NAME]:
Signature: _____________________________________
Printed Name: [Name of Chairperson/Director]
Title: [Title / Role]
Date: [Date]

FOR [WITNESS/SECRETARY]:
Signature: _____________________________________
Printed Name: [Secretary Name]
Title: Corporate Secretary
Date: [Date]

IV. STEP-BY-STEP EXECUTION & FILING GUIDE

1. Field Completion: Open this document in your preferred word processor. Use the [ ] brackets as anchors to insert your specific corporate details. Ensure the [Amount in USD] represents a realistic estimate of expected throughput.
2. Verify Signatory Authority: Before execution, verify that the person signing has the delegated authority granted by your specific Corporate Bylaws or Articles of Incorporation.
3. Digital Execution: Utilize a compliant e-signature platform such as DocuSign or Adobe Sign. Ensure the audit trail includes the IP address and email verification of the signers for institutional validity.
4. Board Minute Book: Once signed, this resolution must be physically or digitally inserted into the Company’s "Minute Book." A copy must be maintained in the corporate records for a minimum of seven (7) years to satisfy audit requirements.
5. Submission to Razorpay: If requested by Razorpay's compliance team during your "Know Your Business" (KYB) verification, submit the signed PDF copy via their official merchant onboarding portal.