What a proforma invoice is, in one line: a document setting out what a sale will cost, sent before the sale happens. It looks like an invoice and is not one.
The important difference
A commercial invoice creates a debt. It goes into your books as a sale and into the customer’s as a liability.
A proforma does neither. It is an offer with prices on it, issued so the buyer can arrange payment, open a letter of credit, clear an import licence, or get internal approval. Nothing is owed until the real invoice follows.
Entering a proforma as a sale is the single most common mistake with this document, and it overstates your revenue until someone notices.
When to send one
- The buyer needs the numbers on paper before committing.
- Customs or a freight agent needs an indication of value before the goods move.
- The buyer pays in advance and needs something to pay against.
- An internal approval process requires a priced document before a purchase order is raised.
What goes on it
Almost everything an invoice carries, with two additions and one subtraction:
- The word Proforma in the title, unmissably.
- A validity date, because your prices and freight costs move.
- No demand for payment by a due date, because nothing is due yet.
Otherwise: both parties, a full goods description, quantities, unit and total values, currency, and delivery terms.
A worked example
PROFORMA INVOICE No. PI-0044
Date: 20 August 2026
Valid until: 19 September 2026
Bill to Mombasa Marine Supplies Ltd
Ship to Port of Mombasa, Berth 4
Description Origin Qty Unit Amount
Marine plywood 18mm, 8x4 Kenya 220 3,400 748,000
Epoxy resin, 20L drum Kenya 18 14,500 261,000
Subtotal 1,009,000
Freight, CIF 84,000
Total 1,093,000
Delivery terms: CIF Mombasa
This is a proforma invoice, not a demand for payment.
A commercial invoice will follow on despatch.That last line does more work than anything else on the page.
Can a buyer pay against it
Often yes, and that is one of its main uses. Advance payment against a proforma is normal in export trade.
Follow it with a commercial invoice when the goods ship, so both sets of books have a real transaction to record. The proforma is the reason the money moved; the invoice is the record of the sale.
What it is not
Not a quote, although the two overlap. A quote prices work you might do. A proforma prices goods you are about to send, usually with the specifics customs will want.
Not a delivery note either. The proforma goes to the buyer; the delivery note travels with the goods and carries no prices.
Numbering
Its own sequence, PI-0001 upward. Keeping proformas out of the invoice sequence matters, because those numbers become part of your sales record and a proforma is not a sale.
Next
For the customs side, see proforma invoices for customs. For a reusable layout, see a proforma invoice template. Or open the proforma invoice generator.