Proforma Invoice: Meaning, Uses, Format, Elements, & Examples

Gauri Sachan

Gauri Sachan

April 15, 2025

Proforma Invoice is a preliminary invoice that is sent to buyer before the sell is confirmed. It's not a legal invoice but, it's type of quote or estimate outlines the term of sale.

Let’s understand this better with an example.

Company X received an order of 10,000 boxes of automobile gear from Company Y. However, without proceeding with a negotiation or discussing the terms, Company X starts manufacturing the gear. After 2 months when all the gears are manufactured, Company X sends an invoice to Company Y, which seems displeasing to the buyer because:

  • The price is on the higher end, and they require a negotiation.
  • They expected an early delivery date.
  • They wanted a longer payment term.

Given the situation, Company X can consider making amends by creating a new invoice with reduced pricing and an early delivery date. Nevertheless, rushing the orders to meet the new deadline and that too with reduced prices is very chaotic, inefficient, and unhealthy for a business.

This use case can be easily avoided with a Proforma Invoice.

What is proforma invoice? 

Proforma Invoice is the primary quotation that contains all the details about the goods/service to be provided, quantity, rate, the total payable amount, and other terms of the agreement. It is designed specially to establish an understanding between the seller and buyer and reach an agreement before the delivery process begins.

The Proforma invoice allows the buyer to know what to expect ahead of time such as---estimated costs, fees, and the date of delivery, instead of creating any last-minute surprises or added rush for anyone.

 

What are the Different Types of Invoices for Small Businesses Fast, Reliable, and Fully Connected E-invoicing Software for Your Business

Why do businesses issue proforma invoices?

Among many other reasons, here are a few reasons why you would need to propose a proforma invoice to your buyers:

  • To inform the buyer about the deliverables and what to expect ahead of time
  • To propose the rate and the total payable amount and invite negotiation if required
  • To validate the credibility and show the willingness of the supplier to offer the goods/service at the promised date and price
  • To get an acknowledgment from the buyers with an intent to pay
  • To ensure visibility and save time and costs
  • For international trade, declare the value of the goods/services to the customs agencies for smooth delivery
  • To initiate the internal purchasing approval process

What is the format of the proforma invoice? 

As liquid and flexible as the format of a proforma invoice can be, certain fields should be added to the invoice to ensure a streamlined and hassle-free process.

  • Document title as Proforma Invoice
  • Billing and shipping address of the buyer
  • Company name and address of the seller
  • Transaction terms and payment details
  • Invoice creation and expiration dates
  • Description of the goods/services to be provided.
  • Price and quantity of the goods/services
  • Discounts and taxes
  • Total payable amount

 

Sample formats

Here is an example of proforma invoice generated in TallyPrime.

Proforma Invoice

Although proforma invoices and regular conventional invoices contain many similarities, there are a few key differences that can affect the invoicing process. Let's find out.

Proforma Invoice Vs. Commercial Lands

While Proforma invoice is just a quotation of your services or order, Commercial invoice is the final, legally binding invoice issued after the sale is confirmed. 

Aspect

Proforma Invoice

Commercial Invoice

Purpose

Estimate/quotation

Final billing document

Issued When

Before delivery or shipment

After delivery/shipment

Legal Status

Not legally binding

Legally binding

Editable?

Yes, can be modified

No, finalized document

Used For

Buyer review, internal approval, customs preparation

Payment, bookkeeping, and customs clearance

Includes

Estimated price, items, terms of delivery/payment

Final price, tax, shipping info, invoice number

 

Proforma Invoice Vs. Quotes

Quote is typically an informal piece estimate provided at the initial stage of buyer interest, but proforma is formal, detailed and structure document issued once you express genuine interest.

Aspect

Quote

Proforma Invoice

Purpose

Provides a price estimate based on buyer inquiry

Offers a formal summary of the intended sale

Formality

Informal or semi-formal

Formal document with standardized layout

Issued When

At the initial stage of discussion

When the buyer shows serious intent to proceed

Contents

Item description, unit price, total estimate

Detailed item list, quantity, pricing, taxes, terms & conditions

Legal Standing

Not legally binding

Not legally binding, but more official in trade transactions

Buyer’s Use

To compare suppliers or consider feasibility

To approve purchase, obtain internal approvals, or arrange financing

Usage in International Trade

Limited or not used

Commonly used, especially for customs and cross-border transactions

Proforma Invoice Vs. Bill of Landing

Bill of Landing is receipt and transport document during shipment. It usually used as proof of shipment. Let's understand the key differences.

Aspect

Proforma Invoice

Bill of Lading

Purpose

Serves as a quotation or sales agreement before shipment

Acts as a receipt and transport document during shipment

Issued By

Seller or exporter

Carrier or freight forwarder

Issued When

Before shipment, during negotiation or purchase approval stage

After goods are shipped

Legal Status

Not legally binding

Legally binding transport document

Main Contents

Product details, pricing, terms, estimated costs

Shipping details, consignee, shipper, cargo description

Used For

Internal approval, customs pre-clearance, buyer confirmation

Proof of shipment, title of goods, customs clearance

Transfer of Ownership

No

Yes – can serve as title to the goods

How to generate proforma invoice with TallyPrime?

In TallyPrime a proforma invoice is created as a printout of an optional sales voucher. Once the voucher is marked as ‘Optional’, it will no longer impact your accounts books. To generate a Proforma Invoice,

  • Create a sales voucher and enter all the details required.
  • Mark it optional using ctrl+L and Click ctrl+I for preview.
  • Once done, press ctrl+P to print or ctrl+E to export into your desired file format.

Frequently asked questions

Is proforma invoice a legally binding document?

A Proforma Invoice is not a legally binding document. It is similar to a quotation document and if the deal stands canceled and the sales don’t go through, there is no need to cancel the proforma invoice. i.e., the buyer can still choose to cancel the order despite agreeing to the proposed proforma invoice.

Can we use proforma invoice to gain advance payments?

No, a payment cannot be made on a proforma invoice. If an advance payment is required to ensure secure capital before the manufacturing process begins, a proforma invoice can be used to propose the terms and details of the upcoming transactions.

Can proforma invoice be used for international imports and trades?

Yes. For international trading businesses must provide a detailed description of the goods, as most customs agencies require the item value and other details such as item weight, packaging, shipping costs and so on. Attaching a proforma invoice with the shipment, can streamline your international imports and trades.

Who issues proforma invoice?

A Proforma invoice is issues by the supplier to the seller before the actual sales happen. It is generally issues to make the buyer aware of the future sale and invite any negotiation if necessary.

What’s the difference between proforma invoice and commercial invoice?

A proforma invoice is a non-taxable document used to declare the estimated amount and delivery date before the actual sale of goods or services happen. A commercial invoice is a legal-binding document that is sent to the buyer after the sale of goods or services has been made and requesting the payment for the same.

Is GST applicable on proforma invoice?

No. A proforma invoice is a courtesy document extended for the sake of clarity between the buyer and seller before the actual sale happens. Thus, there are no VAT or GST added in the document as it is not a legal-binding contract.

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