By the Ultimate Fosters team, makers of UltimatePOS billing and POS software for 10+ years.
Proforma invoice meaning: a proforma invoice is a preliminary bill a seller sends before delivering goods or services. It lists the items, prices, tax, delivery and payment terms so the buyer can approve the order or pay an advance. It is not a demand for payment and not a tax invoice, and it isn’t recorded as a sale.
See what to include · Copy the proforma invoice template · Proforma vs tax invoice
A buyer asks for a “proforma” and you aren’t sure what to send. Or you received one and want to know whether to pay it. This guide explains what a proforma invoice is, when to use one, what it must include, and how it differs from a quotation and a tax invoice. It ends with a proforma invoice template you can copy into Word, Excel or Google Docs.
In this guide
- What is a proforma invoice?
- When to use one
- Proforma invoice format: what to include
- Proforma invoice template and sample
- Proforma vs quotation vs tax invoice vs commercial invoice
- Can you pay against a proforma invoice?
- Proforma invoices for export
- Proforma invoices and tax: VAT and sales tax
- How to make a proforma invoice
- Common mistakes
- Questions
What is a proforma invoice?
A proforma invoice is a document a seller sends to a buyer before a sale is completed. It looks like an invoice and shows what the buyer will receive and what it will cost. The US International Trade Administration describes it as a quote in an invoice format.
Three things make it different from a normal invoice:
- It comes before the sale. The goods haven’t been delivered or the work hasn’t been done yet.
- It doesn’t ask for payment as a debt. The buyer doesn’t owe anything until they accept it.
- It isn’t a tax invoice. The buyer can’t use it to reclaim tax such as VAT, and the seller doesn’t record it as a sale.
The seller issues it, usually because the buyer asks for one. You may also see it written as pro forma invoice or preliminary invoice. “Performa invoice” is a common misspelling.
When to use a proforma invoice
Send a proforma when the buyer needs firm details before they can commit or pay.
| Situation | Why a proforma helps |
|---|---|
| The buyer pays an advance before you deliver | It shows exactly what the advance is for and what the final amount will be. |
| A large or wholesale order | The buyer can check items, quantities and prices before confirming. |
| The buyer needs internal approval | Their manager or accounts team can approve a document that looks like the final bill. |
| Exports and imports | The buyer may need it to apply for an import licence, open a letter of credit or arrange a currency transfer (trade.gov). |
| Services or projects before work starts | It sets out the scope, price and payment stages in advance. |
Proforma invoice format: what to include
A proforma has the same parts as an invoice, plus a validity date and a clear note that it isn’t a tax invoice.
| Field | What to write |
|---|---|
| Title | “Proforma Invoice”, clearly at the top |
| Proforma number | Your own reference, e.g. PI-0001. Keep it separate from your invoice numbers. |
| Issue date and valid until | The date you send it and the date the prices expire |
| Seller details | Business name, address, contact and tax ID (such as a VAT number) if registered |
| Buyer details | Name, address, tax ID if registered, and the buyer’s reference or PO number |
| Items | Description, quantity, unit price and line total. For exports, add the HS code of each product. |
| Discount | Any discount the buyer gets |
| Tax | VAT or sales tax as an estimate, with the rate |
| Shipping or delivery | Estimated charges, delivery date and place. For exports, the Incoterm and weights. |
| Total | The estimated amount the buyer will pay, with the currency |
| Payment terms | Advance amount, when the balance is due, how to pay and your bank details |
| Note | “This is not a tax invoice.” Then sign it. |
Proforma invoice template and sample (copy this format)
Here is a filled example for an order of office furniture with an advance payment. Use the layout as it is and change the details to your own.
PROFORMA INVOICE
This is not a tax invoice
Northline Office Supplies
[Street, city, postcode, country]
Tax ID (VAT or sales tax no.): [your number]
Phone / email: [your contact]
Green Leaf Cafe
[Buyer address]
Tax ID: [buyer number, if registered]
Buyer reference / PO: [if any]
Proforma no.: PI-0001 · Issue date: [date] · Valid until: [30 days after issue] · Currency: USD
| # | Description | Qty | Unit price | Amount |
|---|---|---|---|---|
| 1 | Office chair, model C2 | 10 | 45.00 | 450.00 |
| 2 | Office desk, 120 cm | 5 | 80.00 | 400.00 |
| Subtotal | 850.00 | |||
| Tax (VAT or sales tax) at 10% | 85.00 | |||
| Delivery (estimated) | 15.00 | |||
| Total (estimated) | 950.00 | |||
Delivery: within 10 working days of advance payment, to the buyer’s address.
Payment terms: 50% advance to confirm the order, balance on delivery. Bank: [bank name, account no., IBAN / SWIFT / routing no.].
Note: Prices are valid until the date above. The final invoice will be issued when the goods are supplied.
Authorised signature: ____________
Sample amounts: 10 × 45.00 + 5 × 80.00 = 850.00; tax at 10% = 85.00; plus delivery 15.00 = 950.00. Use your own tax rate.
Blank proforma invoice template to paste into Word, Excel or Google Docs
Copy this, paste it into a new document, fill in the brackets and save it as a PDF before you send it.
PROFORMA INVOICE This is not a tax invoice Proforma no.: PI-0001 Issue date: [date] Valid until: [date] Currency: [USD / GBP / EUR / AED / ...] From (seller): [business name, address, phone, email] Seller tax ID: [VAT or tax number, if registered] To (buyer): [buyer name and address] Buyer tax ID: [if registered] Buyer reference / PO: [if any] # Description Qty Unit price Amount 1 [item or service] [ ] [ ] [ ] 2 [item or service] [ ] [ ] [ ] Subtotal: [ ] Discount: [ ] Tax ([VAT / sales tax] at [ ]%): [ ] Shipping / delivery: [ ] Total (estimated): [ ] Delivery: [date or time after payment, place, Incoterm for exports] Payment terms: [advance %, balance due when, payment methods] Bank details: [bank, account no., IBAN / SWIFT / routing no.] Note: Prices are valid until the date above. The final invoice will be issued when the goods or services are supplied. Authorised signature: ____________
Sending more than a few proformas a month? Billing software can fill this layout from your product list and turn it into the final invoice in one step. See how that works.
Proforma invoice vs quotation vs tax invoice vs commercial invoice
These four documents look alike but do different jobs.
| Point | Quotation | Proforma invoice | Tax invoice | Commercial invoice |
|---|---|---|---|---|
| When it’s sent | When the buyer asks for a price | Before supply, once the buyer is ready to order | When goods or services are supplied | When goods are shipped abroad |
| Main purpose | Offer a price | Confirm details, get approval or an advance | Bill the buyer and charge tax | Bill the buyer and clear customs |
| Asks for payment? | No | No (but an advance may be requested) | Yes | Yes |
| Recorded as a sale? | No | No | Yes | Yes |
| Buyer can reclaim VAT on it? | No | No | Yes | Import tax rules apply |
| Can it change? | Yes | Only with the buyer’s agreement | Only by a credit or debit note | Only by a corrected document |
Proforma invoice vs quotation
A quotation is an early price offer, often one of several the buyer compares. A proforma comes later, when the buyer is ready to go ahead, and is laid out like the final invoice with tax, delivery and payment terms. Many businesses send a quotation first and turn it into a proforma once the buyer agrees.
Proforma invoice vs tax invoice
A tax invoice is the legal bill for a supply. It is recorded as a sale, the seller pays the tax shown on it, and in VAT countries the buyer can use it to reclaim that tax. A proforma does none of this. It only shows what the tax invoice will say.
Proforma invoice vs commercial invoice
In exports, the proforma comes before shipment so the buyer can arrange the licence, letter of credit or payment. The commercial invoice goes with the shipment and is used to bill the buyer and clear customs.
Can you pay against a proforma invoice?
Yes. Paying an advance against a proforma is common, especially for custom orders, bulk orders and imports. The proforma tells you what you are paying for. Two things to remember:
- Ask for the final invoice. When the goods or services are supplied, the seller should issue the final invoice for the full amount, showing the advance you already paid.
- Check the validity date. The seller sets it. If you pay after it, the price may change. There is no fixed legal time limit.
For sellers: the proforma is not a binding bill on its own, but once the buyer accepts it, treat its prices and terms as agreed. trade.gov advises that changes should not be made without the buyer’s consent.
Proforma invoices for export
Importers often need a proforma before they can buy. According to trade.gov, buyers use it to apply for an import licence, arrange a pre-shipment inspection, open a letter of credit or arrange a transfer of foreign currency. Customs and banks rely on the details, so be exact.
For an export proforma, add these to the standard fields:
- HS code for each product
- Country of origin
- Weights and dimensions of the shipment
- Incoterm and delivery point (for example FOB or CIF, and the port)
- Currency of the sale
- Estimated shipping date
Proforma invoices and tax: VAT and sales tax
In most countries a proforma isn’t a tax invoice. Show the expected tax on it so the buyer knows the full cost, but the tax is charged on the final invoice, and the buyer can’t use the proforma to reclaim VAT. Give proformas their own number series (PI-0001, PI-0002…) so your invoice numbers stay in order.
United States (sales tax and customs)
There is no VAT in the US. Sales tax is set by states and local governments and is charged when the sale is made, so a proforma only shows an estimate. For imports, US customs regulations let an importer file a pro forma invoice when the commercial invoice isn’t available at entry. The commercial invoice still has to be produced afterwards (19 CFR 141.85).
United Kingdom (VAT)
HMRC says pro-forma invoices used to offer goods or services can’t be used as evidence to reclaim input tax (VAT Notice 700, sections 17.3 and 19.5.1). Mark them “This is not a VAT invoice” and issue a VAT invoice when you make the supply.
UAE (VAT)
A business reclaims input VAT once it receives and keeps a valid tax invoice (Article 55, Federal Decree-Law No. 8 of 2017). A proforma isn’t a tax invoice, so wait for the tax invoice before claiming the VAT.
India (GST)
India’s sales tax is GST. The buyer can’t claim input tax credit on a proforma: Section 16(2)(a) of the CGST Act requires a tax invoice or debit note (CBIC). List HSN codes on the items and issue the GST tax invoice when you supply. If you take an advance, ask your accountant how GST applies to it.
Other countries: the same idea applies in most VAT and sales tax systems, but check your local rules or ask your accountant.
How to make a proforma invoice
Option 1: a template in Word, Excel or Google Docs
Copy the sample above, fill in your details and save it as a PDF. Then send it by email or WhatsApp. This works well if you send a few proformas a month.
It gets harder as you send more. You type the same items into the quotation, again into the proforma and again into the tax invoice. Numbers get skipped or repeated. You also have to check by hand which proformas turned into sales.
Option 2: billing software
Billing software keeps the quotation, proforma and final invoice as one record, so you enter the items once. Here is how it works in UltimatePOS, our self-hosted POS and billing software:
- Create a quotation for the buyer.
- On the quotations list, choose Convert to proforma invoice from the action menu. (If there is no quotation, add a sale and set its status to Proforma instead.)
- The proforma is saved in the drafts list, ready to print or send.
- When the buyer confirms or pays, convert it to a final invoice. It is then recorded as a sale.
You set the heading printed on proformas, such as “Proforma Invoice”, in your invoice layout, along with your logo, tax number and terms. See the step-by-step proforma invoice guide in our documentation.
Try it in the live demo
Used by 10,000+ businesses and rated 4.2+/5 from 700+ ratings on CodeCanyon. Open the UltimatePOS demo in your browser, open Add Sale and see the Proforma status. No sign-up.
Common proforma invoice mistakes
- Calling it “Invoice”. Write “Proforma Invoice” so nobody records it as a sale or a tax invoice.
- No validity date. Without one, a buyer can come back months later expecting the old price.
- Using your invoice numbers. This leaves gaps in your invoice series when a proforma doesn’t turn into a sale.
- Leaving out tax or delivery. The buyer approves one amount, then the final invoice shows another.
- Changing prices after the buyer accepts. Agree any change with the buyer first.
- Forgetting the final invoice. After supply, issue the final invoice and show any advance received.
Proforma invoice questions
What is a proforma invoice in simple words?
It is a bill you send before the sale happens. It tells the buyer exactly what they will get and what it will cost, so they can approve the order or pay an advance. It is not a final invoice and not a tax invoice.
Is it proforma or performa invoice, and what does pro forma mean?
The correct spelling is proforma (or pro forma), from the Latin for “as a matter of form”. So a proforma invoice is an invoice in form only: it looks like one but isn’t a bill yet. “Performa” is a common misspelling of the same thing.
Who issues a proforma invoice?
The seller. The buyer usually asks for one to approve the purchase, arrange payment, or, for imports, to apply for an import licence or a letter of credit.
Can a proforma invoice be used as an invoice?
No. It shows the expected price but doesn’t record a sale. After the goods or services are supplied, the seller issues a final invoice (a tax or VAT invoice where tax applies).
Do you have to pay a proforma invoice?
Not as a debt. It isn’t a demand for payment. Many sellers do ask for an advance against a proforma, though, and buyers pay it to confirm the order. The final invoice follows.
How long is a proforma invoice valid?
There is no fixed legal time limit. The seller sets a “valid until” date on the proforma, for example 15 or 30 days. After that date, prices can change.
Is a proforma invoice legally binding?
On its own it is an offer, not a bill. Once the buyer accepts it, for example by paying the advance, its terms can become part of the sales agreement. That’s why the seller shouldn’t change prices or terms afterwards without the buyer’s agreement.
Does a proforma invoice include VAT or sales tax?
It can, and it should if tax will apply, so the buyer sees the full cost. The tax shown is an estimate. The tax is charged on the final invoice.
Can I reclaim VAT on a proforma invoice?
No. In the UK, HMRC says a pro-forma invoice can’t be used as evidence to reclaim input tax (VAT Notice 700). The UAE has the same rule: you reclaim VAT once you hold the tax invoice (Article 55, Federal Decree-Law No. 8 of 2017). In India, input tax credit under GST also needs a tax invoice. Wait for the supplier’s tax invoice.
Can a proforma invoice be used for US customs?
Yes, as a stopgap. US customs regulations let an importer file a pro forma invoice when the commercial invoice isn’t available at entry. The commercial invoice still has to be produced afterwards (19 CFR 141.85 and 141.91).
What comes first, a purchase order or a proforma invoice?
Either can. Often the buyer asks for a proforma first to get internal approval, then sends a purchase order. In other cases the buyer sends a purchase order and the seller replies with a proforma to ask for an advance.
What is another name for a proforma invoice?
Pro forma invoice, preliminary invoice or advance invoice. In trade, it is described as a quote in invoice format.
Send proformas without retyping
UltimatePOS turns a quotation into a proforma and then into the final invoice, with your own layout and tax settings. Pay once, keep your data on your own computer or server, and get 6 months of support.
About the authors
Written by the team at Ultimate Fosters, who build and support UltimatePOS, a POS and billing system used by 10,000+ businesses for 10+ years. Every UltimatePOS step above is checked against our own documentation and the live demo. Tax points link to the official source. This is general information, not legal or tax advice; for your own case, ask an accountant.
Sources
- International Trade Administration, Pro Forma Invoice: trade.gov
- HMRC, VAT guide (VAT Notice 700), sections 17.3 and 19.5.1: gov.uk
- US Code of Federal Regulations, 19 CFR 141.85 (pro forma invoice): law.cornell.edu
- CGST Act, Section 16 (input tax credit), CBIC tax information portal: taxinformation.cbic.gov.in
- UAE Federal Decree-Law No. 8 of 2017 on VAT, as amended (Article 55): tax.gov.ae
- UltimatePOS documentation: Proforma invoice, Invoice layout
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