Proforma Invoice – Meaning, Format, Types & Free Template

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    Shubham Sinha

    Updated on Jun 1, 2026

    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 a Proforma Invoice? - Meaning, Purpose & How It Works

    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

    Types of Proforma Invoices - Standard, Export, Service & More

    Proforma invoices come in various types based on the nature of transactions they cover. A standard proforma invoice is typically used for one-time sales of goods, detailing items, quantities, prices, taxes, and shipping costs. Common practical types are based on the nature of the transaction rather than strict law:

    • Standard proforma invoice: For one‑time sale of goods, listing items, quantity, unit price, taxes, shipping, and estimated total.
    • Service proforma invoice: For services (consulting, design, maintenance, etc.), usually showing scope of work, hourly rate or project fee, milestones, and estimate.
    • Recurring/subscription proforma invoice: For SaaS or retainers, summarising periodic charges (monthly/annual), number of seats/users, billing period, and renewal terms.
    • Export/Import proforma invoice: For international trade, including HS code, currency, Incoterms, country of origin, packing details, and indicative shipping terms to help with customs pre‑clearance.
    • Project/contract proforma invoice: Used in long‑term projects to outline stage‑wise billing (mobilisation advance, milestone billing) before issuing formal tax invoices.

    Why Do Businesses Issue Proforma Invoices? - 7 Key Reasons

    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

    Benefits of Proforma Invoice - For Buyers, Sellers & International Trade

    The benefits of proforma invoices are numerous. They set clear expectations by providing buyers with detailed estimates before order confirmation, which helps reduce disputes.

    • Sets clear expectations: Gives the buyer a detailed cost estimate (price, taxes, freight, terms) before confirming the order, reducing disputes later.
    • Aids approvals and budgeting: Helps the buyer get internal approvals and arrange funds since they know the approximate outflow in advance.
    • Speeds up negotiation: Price, scope, and delivery terms can be negotiated on the proforma instead of cancelling or revising final invoices repeatedly.
    • Supports trade documentation: In exports, it helps with import licences, bank approvals, and customs planning even before shipment.
    • Improves cash flow planning: When used as “pre‑invoices”, they help sellers forecast revenue and production requirements more accurately.

    Proforma Invoice Format - Essential Fields, Sample & Free Template

    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 Invoice - Key Differences Explained

    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 Quotation — What's the Difference?

    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 Lading — Key Differences

    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 Landing

    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

    Proforma Invoice Best Practices - Dos, Don'ts & Common Mistakes

    Best practices for using proforma invoices include clearly labeling them as “Proforma Invoice” to avoid confusion with tax invoices. It is essential to include all commercial terms such as item details, prices, taxes, delivery and payment terms, and validity periods. Businesses should use proforma invoices only as estimates and issue official tax invoices upon order confirmation. Aligning final invoices with the proforma terms prevents disputes. Using standardized templates in invoicing software ensures consistency, and maintaining an audit trail helps demonstrate agreed terms. Finally, clear communication about the proforma’s purpose prevents misunderstandings in accounting or payment processes.

    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.

    Read more:

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    FAQs

    Send it before the final invoice—usually when a buyer requests a quotation, needs a cost estimate, wants to confirm order details, or requires documentation for approval/import processes.

    Yes. Since it’s not a legal or final invoice, you can cancel it anytime before converting it into a tax invoice.

    It gives buyers a clear overview of pricing, terms, quantity, and delivery details before the final sale. It acts as a commitment—but not a legally binding invoice.

    *Buyer and seller details *Product/service description *Quantity and pricing *Taxes (indicative) *Terms of delivery & payment *Validity period *Proforma invoice number and date

    Yes. You can edit and resend it anytime before the final invoice is issued.

    Yes. TallyPrime allows you to create proforma invoices automatically with predefined items, pricing, GST settings, and terms—saving time and reducing manual errors.

    Published on April 4, 2023

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    { "@context": "https://schema.org", "@type": "FAQPage", "mainEntity": [ { "@type": "Is proforma invoice a legally binding document? ", "acceptedAnswer": { "@type": "Answer", "text": "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. " } }, { "@type": "Question", "name": "Can we use proforma invoice to gain advance payments? ", "acceptedAnswer": { "@type": "Answer", "text": "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. " } } ] }