Power of Attorney Document for Razorpay

DOCUMENT CONTROL: SOP-FIN-RP-POA-001

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1. EXECUTIVE SUMMARY & SCOPE

This Standard Operating Procedure (SOP) governs the formal creation, execution, and submission of a Power of Attorney (PoA) specifically for Razorpay Merchant Onboarding and Operational Management.

The scope is limited to scenarios where the primary business owner (Director, Managing Partner, or Proprietor) delegates authority to an "Authorized Signatory" to execute the Merchant Service Agreement (MSA) and handle payment-related legalities. This document ensures 100% compliance with Razorpay’s KYC (Know Your Customer) requirements and Indian/International Contract Law (depending on jurisdiction). Failure to adhere to these protocols will result in account suspension or rejection of the payment gateway application.

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2. PREREQUISITES & TOOL REQUIREMENTS

• Legal Stationery: Non-Judicial Stamp Paper (Value: Minimum ₹100 or as per state-specific Stamp Act requirements in India).
• Corporate Documentation: Certified True Copy (CTC) of the Board Resolution (for Private Limited/LLP) authorizing the issuance of the PoA.
• Signatory Identification: Clear scanned copies of PAN and Aadhaar/Passport of both the Grantor (Principal) and the Attorney-in-Fact (Appointee).
• Software: Adobe Acrobat Pro (for digital signatures/e-stamping if applicable) or physical high-resolution scanner (300 DPI minimum).
• Official Seal: Corporate rubber stamp of the entity.

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3. ROLES & RESPONSIBILITIES (RACI MATRIX)

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4. STEP-BY-STEP OPERATIONAL PROCEDURE

Phase 1: Drafting and Content Verification

• Identify the Grantor: Ensure the person granting the power is a registered Director (verified via MCA/ROC) or the designated Managing Partner.
• Define the Appointee: Confirm the full legal name and designation of the person being granted authority to operate the Razorpay dashboard.
• Draft Specific Clauses: The document must explicitly state authority to:
  • Execute the Razorpay Merchant Service Agreement.
  • Submit KYC documents.
  • Configure settlement bank accounts.
  • Refund or dispute transactions.
• Insert Validity Period: Specify if the PoA is "General" (perpetual until revoked) or "Special" (limited to Razorpay onboarding).

Phase 2: Physical Execution and Notarization

• Procure Stamp Paper: Purchase non-judicial stamp paper in the name of the Company/Entity.
• Print Document: Print the drafted PoA on the stamp paper. Ensure no text overlaps with the stamp header.
• Affix Signatures: The Grantor must sign all pages. The Appointee must sign the "Specimen Signature of the Attorney" section.
• Apply Corporate Seal: Place the company rubber stamp next to the Grantor’s signature on the final page.
• Notarization: Present the document to a Notary Public. Ensure the Notary applies:
  • Notarial Stamp/Seal.
  • Serial Number/Register Entry Number.
  • Notary Signature and Date.

Phase 3: Razorpay Dashboard Integration

• Scan Document: Convert the physical PoA into a single PDF file (Max size: 10MB).
• Verify Legibility: Ensure all stamps, seals, and signatures are clearly visible with no blurring.
• Upload to KYC Section: Navigate to the Razorpay Dashboard -> Settings -> Documentation -> Power of Attorney / Authorized Signatory Proof.
• Submit Cross-Reference: Ensure the name on the PoA exactly matches the "Authorised Signatory" name entered in the Razorpay profile.

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5. QUALITY ASSURANCE & VERIFICATION CRITERIA

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6. PRACTICAL TROUBLESHOOTING SCENARIOS

Scenario A: Razorpay Rejects Document Due to "Mismatched Signatory"

• Root Cause: The person signing the PoA is not listed as a Director on the MCA (Ministry of Corporate Affairs) portal.
• Corrective Action: Verify the latest DIR-12 filing. Ensure the Grantor is an active Director. If the Grantor is a "Promoter" but not a "Director," a Board Resolution must be provided to bridge the authority gap.

Scenario B: Stamp Paper Date Anomaly

• Root Cause: The PoA text is dated before the stamp paper purchase date.
• Corrective Action: This renders the document legally void. Re-print the PoA ensuring the execution date is equal to or later than the stamp paper issue date.

Scenario C: Notary Seal is Faded/Illegible in Scan

• Root Cause: Improper scanner settings or physical seal depletion.
• Corrective Action: Re-scan at 600 DPI in color. If the physical seal is faint, the Notary must re-stamp and initial the new impression before re-uploading.