Proforma Invoice vs Commercial Invoice: What’s the Difference?

A proforma invoice is sent before a sale to confirm what you’ll supply and at what price. A commercial invoice is the final document that records the actual sale and that customs uses to clear goods across a border. Same layout, very different jobs.

What a proforma invoice does

You send a proforma before anything is committed. It lets the buyer approve the order, arrange payment, or open a letter of credit. It’s not a demand for payment and you don’t enter it in your accounts — which is why it’s easy to revise if the order changes.

What a commercial invoice does

The commercial invoice is issued when the goods actually ship or the sale completes. It’s the binding record of the transaction and, in international trade, the primary customs document used to assess duty and taxes. That’s why it carries detail a plain invoice doesn’t: HS codes, Incoterms, country of origin and a declared value.

The differences at a glance

• Timing: a proforma comes before the sale; the commercial invoice with the shipment.
• Legal weight: a proforma is an estimate; the commercial invoice is a binding request for payment.
• Accounting: a proforma isn’t recorded; the commercial invoice is.
• Customs: a proforma may help with pre-clearance, but duty is finalised on the commercial invoice.

So which do you send?

Send a proforma when a buyer needs to approve a price or arrange payment before you ship. Send a commercial invoice when the goods move and you need payment and customs clearance. Often it’s both, in that order.

Make either one free

Create a proforma invoice or a commercial invoice with our free generators, or start from a proforma template. For the export side, see the guide to the commercial invoice for exports, or view a proforma invoice example.

Proforma vs commercial invoice at a glance

	Proforma	Commercial
Timing	Before the sale	With the shipment or sale
Binding	Good-faith estimate	Binding record
Booked as a sale	No	Yes
Customs role	May help pre-clearance	Used to finalise duty
Can it change	Freely	Should not

Frequently asked questions

Is a proforma invoice legally binding?

No. It’s a good-faith estimate sent before the sale, not a demand for payment or an accounting record.

Does customs accept a proforma invoice?

It can help with pre-clearance, but customs needs the commercial invoice to finalise duty and taxes.

Can a proforma become a commercial invoice?

Yes. Once the order is confirmed, issue a commercial invoice with the final transaction details.