What is it, what it contains and how to use it.
A proforma invoice is a preliminary bill or estimate of costs sent to a potential buyer before a sale is finalised.
It outlines the details of a proposed transaction, including the goods or services, quantities, prices, and other relevant information.
Unlike a final invoice, it’s not legally binding and doesn’t represent a formal demand for payment.
Key characteristics of a proforma invoice
- Issued before a sale is confirmed and the goods/services are delivered.
- Not legally binding
- It’s not a formal request for payment and doesn’t create a contractual obligation.
- It provides the buyer with an estimate of the costs and terms of the proposed sale.
- The details on the proforma invoice may be adjusted before the final invoice is issued.
When to use a proforma invoice
- Before a sale is finalised: When the buyer and seller are still negotiating the details of the transaction.
- For international trade: To comply with customs requirements and for payment arrangements.
- To obtain a preliminary estimate: When the buyer needs to know the costs before making a commitment.
- To clarify terms and conditions: To ensure both parties have a clear understanding of the proposed sale.
Example: A seller might send a proforma invoice to a potential buyer outlining the cost of a custom-designed machine, including the materials, labour, and any applicable taxes and shipping charges, before the final order is placed.
Creating a proforma invoice which serves as a preliminary bill of sale, can be detailing key terms and conditions before a transaction is finalised.
To ensure clarity and conformity in international trade, here are important items and conditions to include:
1. Basic Seller & Buyer Information
- Seller’s name, address, and contact details.
- Buyer’s name, address, and contact details.
- Invoice number and date of issuance.
2. Product Details
- Description of goods (Soybeans, grade, moisture content, impurity percentage, packaging type).
- Quantity (Metric Tons or Units).
- Unit Price (Price per metric ton or unit).
- Total Price.
3. Payment Terms
- Accepted payment methods (Letter of Credit, Bank Transfer, etc.).
- Deposit requirements (if applicable).
- Currency of transaction (USD, EUR, LKR, AED, INR, etc.).
- Payment deadline.
4. Delivery Terms & “Incoterms“
- CIF (Cost, Insurance, and Freight): Seller covers cost, insurance, and freight to Ningbo.
- FOB (Free on Board): Seller ensures goods are loaded onto the vessel, buyer handles freight.
- EXW (Ex-Works): Buyer arranges transportation from the seller’s warehouse.
5. Packaging & Labeling Requirements
- Specific instructions on bagging (weight per bag, material type).
- Markings, barcodes, and identification labels.
6. Inspection & Quality Assurance
- Pre-shipment inspection requirements.
- Third-party verification details (quality certificate, grade confirmation).
- Rejection policy for substandard goods.
7. Insurance & Risk Allocation
- CIF shipments must include insurance coverage to Ningbo.
- Liability clauses in case of damage or contamination.
8. Shipping & Logistics Details
- Mode of transport (Sea Freight).
- Estimated shipment and delivery dates.
- Port of loading (Sri Lanka) and discharge (Ningbo, China).
- Vessel name and tracking details.
9. Customs & Regulatory Compliance
- Required export/import permits.
- Certification of origin.
- Tariff classification details.
10. Force Majeure Clause
- Covers unforeseen events like natural disasters or transportation disruptions.
11. Dispute Resolution & Governing Law
- Arbitration terms.
- Applicable governing law (Sri Lanka/China/international trade laws).




