The short version
- A proforma invoice (PI) is a preliminary invoice a seller issues before goods ship, listing what you will buy, at what price and on what terms. It is an offer to sell, not a bill for goods already delivered.
- Chinese suppliers use it as the document you pay the deposit against. A 30% deposit and 70% balance is a common split, not a rule: it is negotiated per order.
- Before you pay, check that the bank beneficiary name matches the company name, then the Incoterm, HS code, unit price, lead time and packaging.
- A PI is not a commercial invoice. Customs needs the commercial invoice, issued when the goods ship.
What is a proforma invoice?
A proforma invoice is a preliminary invoice that states the goods, prices and terms a seller commits to offer before the order is produced and shipped. “Pro forma” is Latin for “as a matter of form”. In Chinese it is called 形式发票 (xíngshì fāpiào), and suppliers often just say “PI”. You will see one when you ask a factory for a price and agree to move forward, and you can issue one yourself when a customer asks for a formal price before paying.
It is not a request for payment in the accounting sense and it does not go on your books as a sale. It is a document both sides agree on, so there is one written version of the deal before money moves.
What must a proforma invoice contain?
There is no single legal template, but a PI that works as a purchase document should include:
- Seller and buyer: full legal company names, addresses and contact details (and the buyer's tax or business ID where relevant).
- PI number and date, and a validity date, since prices change with materials and exchange rates.
- Product lines: description, model or SKU, quantity, unit price and line total, in a stated currency.
- Trade terms: the Incoterm and named place (for example FOB Ningbo), and who pays freight and insurance.
- Payment terms: deposit amount, balance due date, accepted payment method and the seller's bank details.
- Lead time and ship date, counted from deposit or from sample approval (it matters which).
- Packaging and weights: carton size, units per carton, gross and net weight, and any custom packaging.
- HS code and country of origin for each product, which your customs broker needs later.
- Signature or company stamp (公章) from the seller, which is how most Chinese suppliers confirm a document.
What is the difference between a proforma invoice and a commercial invoice?
| Proforma invoice | Commercial invoice | |
|---|---|---|
| When it is issued | Before production or shipment | When the goods ship |
| Purpose | Confirms the deal terms and supports your deposit or payment | Records the actual sale; used for customs clearance and duty |
| Is it a final bill? | No, it can be revised or expire | Yes, it reflects what was actually shipped and sold |
| Used by customs? | Not normally, except in limited cases | Yes, it is a core import document |
| Can figures change? | Yes, until both sides accept it | Should match the order, packing list and payment records |
| Typical Chinese term | 形式发票 | 商业发票 |
The two should agree. If the commercial invoice arrives with different values, quantities or product descriptions than the PI you paid against, ask why before the goods clear customs.
What is the difference between a proforma invoice, a quote and an invoice?
| Document | When | What it means |
|---|---|---|
| Quotation (报价单) | Early, while you compare suppliers | A price estimate that usually has an expiry date. Often it is not a firm offer. See what is an RFQ. |
| Proforma invoice | After you choose a supplier and agree the details | A detailed, firm offer with payment instructions. Normally this is what you pay the deposit against. |
| Commercial invoice | At shipment | The record of the sale, used for customs and accounting. |
| Tax invoice or standard invoice | After the sale | A bill for payment and for tax records, depending on local rules. |
Treat a quote as a price estimate and a PI as the document that fixes the deal. If a supplier asks for money against a quote that has no lead time, Incoterm or bank details, ask for a proper PI first.
How do Chinese suppliers use a proforma invoice?
In most small-order sourcing from China, the sequence looks like this: you agree price and specifications, the supplier sends a PI, you pay the deposit, production starts, and the balance is paid before or against shipping documents. Many suppliers ask for around 30% upfront and 70% before shipment, but this is common practice, not a rule. For small or custom orders some ask for more, and established suppliers may offer different terms. It is negotiable, and it should be written on the PI.
Platforms and banks also use the PI. Some bank transfers require a PI or contract as the stated purpose of payment, and a PI gives you a reference when you pay by wire. See our guide on how to pay Chinese suppliers for payment methods and what each protects.
Note that a PI usually says nothing about minimum order quantity beyond the quantity you ordered, so confirm that quantity is the one you agreed.
What should you check on a supplier’s PI before paying?
- Bank beneficiary nameThe account name should be the same legal company that issued the PI, in the same spelling. A personal account, or a different company name, is a reason to stop and ask. Confirm bank details by a second channel (a call or a message on a platform you already trust), not only by email, because changed bank details are a known invoice fraud pattern.
- Incoterm and placeCheck that it says what you agreed, such as FOB Shenzhen or EXW Yiwu, and the named port. The difference changes who pays for what. See FOB vs EXW.
- HS codeCheck the code is reasonable for the product. A wrong code changes duty and can cause delays. Your broker has the final say on classification.
- Unit price and totalCheck the currency (USD or RMB), unit price, quantity and that the line totals add up. Look for tooling, sample, logo or packaging charges that were not in your discussion.
- Lead timeCheck whether it starts at deposit or at sample approval, and what happens if production runs late.
- Packaging and specificationsCheck materials, colors, labels, carton marks and packing method match what you agreed. Anything that is not on the PI is hard to argue about later.
Do not pay a deposit against a PI that has no company name, a mismatched bank account holder or an unusually low price compared to other quotes. Verify the supplier first with our guides on the Alibaba Verified Supplier badge and factory audits.
Is a proforma invoice legally binding?
Sometimes, but do not assume it. A PI is evidence of what both sides agreed. Whether it forms a binding contract depends on the wording, whether both parties accepted it (a signature, a stamp, a deposit payment or written confirmation), and the law that applies. Many PIs say they are an offer valid for a stated number of days, and some include terms such as “the seller may adjust the price if raw material prices change”.
To make your position stronger, ask that the PI states the governing terms, accepts the PI as part of the purchase contract, and ties payment to a specified delivery and quality standard. For larger orders, use a written sales contract in addition to the PI, and ask a lawyer to review it. This is general information, not legal advice.
When should you send a proforma invoice to your own customers?
If you sell wholesale or custom orders, a PI is useful when the customer needs to see a formal price before paying, such as:
- Prepayment: you require payment before you produce or ship, and the buyer wants a document for it.
- Buyer approvals: a company needs a document to raise a purchase order or approve a bank transfer.
- International shipments: you quote freight, duties and terms for a customer abroad.
- Custom or made-to-order items, where you want the price, specifications and lead time written down.
For small retail orders it is usually unnecessary. Mark the document clearly as “Proforma Invoice” so no one treats it as a final tax invoice, and issue the real invoice when you ship.
What does a commercial invoice need for customs?
Customs uses the commercial invoice, not the PI. For goods entering the United States, 19 CFR 141.86 lists what it must show, including (as of October 2026):
- The port of entry, and when, where and between whom the sale was made.
- A detailed description of the goods, with quantities in weights and measures.
- The price of each item and the currency used.
- Itemized charges such as freight, insurance and packing.
- The country of origin.
- Any goods or services supplied for production that are not included in the invoice price (“assists”).
- English text, or an accurate English translation.
Canada: the CBSA also relies on a commercial invoice with the vendor, importer, description, quantity, value, currency and country of origin. Requirements are changing with CBSA’s modernization program, so check with the CBSA or your broker for the current rules on your shipment. Our landed cost calculator helps you estimate duty and freight before you order. If the shipment is resold while in transit, 141.86(c) also covers when a proforma invoice may be filed in place of the original.
Make quotes and invoices that look professional
Our Invoice Generator makes quotes and invoices for your own customers, with line items, taxes and payment terms, so you can send a clear document the same day. To pay your own suppliers safely, read our guide on paying Chinese suppliers.
More detail on the product is on the Invoice Generator page.
Frequently asked questions
What is a proforma invoice in simple terms?
A proforma invoice is a preliminary invoice a seller sends before the goods are made or shipped. It lists the products, prices, quantities and terms so both sides agree on the deal, and it is commonly what you pay a deposit against.
Is a proforma invoice the same as a quotation?
No. A quotation is usually a price estimate that may not be firm. A proforma invoice is a more detailed, formal document with payment instructions, normally issued after you have agreed to go ahead.
Can I use a proforma invoice for customs?
Usually not. Customs authorities ask for a commercial invoice. In the US, 19 CFR 141.86 lists what that invoice must show. A proforma invoice is only used in limited cases, such as goods resold in transit when the original invoice cannot be obtained.
Do I pay a proforma invoice?
You pay against it, typically a deposit and then the balance, according to the payment terms written on it. It is not a tax invoice, so it is not the document you use to record the sale for accounting.
What does a 30% deposit on a PI mean?
It is a common arrangement where you pay about 30% of the order value before production and the remaining 70% before shipment. It is negotiable, and the actual split should appear on the PI.
How do I know a supplier’s PI is genuine?
Check that the company name matches the bank account holder, verify the supplier through the platform or a factory audit, confirm bank details through a second channel, and compare the price with other quotes. Be careful if bank details change at the last minute.
This guide is general information, not legal or financial advice. Customs rules change: confirm requirements with your customs broker and the authority in your country. SuanSupply is not affiliated with CBP, the CBSA or any supplier.