Aakvatech Limited - Quotation vs Sales Order vs Proforma Invoice

A clear, business-process–oriented comparison of Quotation, Sales Order, and Proforma Invoice, with emphasis on when and why each is used.

 · 2 min read


1. Quotation

Purpose: A quotation is an offer to sell goods or services at specified prices and terms.

Key characteristics:

  • Issued before any commitment
  • Not legally binding (unless explicitly accepted and governed by contract law)
  • Used for price discovery and negotiation
  • Valid for a limited period (e.g., 15–30 days)

Typical contents:

  • Item description, quantity
  • Price, discounts
  • Delivery timeline
  • Payment terms
  • Taxes (indicative)
  • Validity date

Example use case: Customer asks for pricing → you send a quotation.


2. Sales Order (SO)

Purpose: A sales order is a confirmed commitment to sell, created after customer acceptance.

Key characteristics:

  • Created after quotation approval or direct customer order
  • Legally binding (commercial commitment)
  • Internal execution document
  • Triggers procurement, production, or delivery

Typical contents:

  • Customer details
  • Confirmed items and quantities
  • Agreed prices
  • Delivery address and schedule
  • Reference to quotation or contract
  • Payment terms

Example use case: Customer accepts quotation → sales team creates a sales order in ERP.


3. Proforma Invoice

Purpose: A proforma invoice is a preliminary invoice issued before actual shipment or final invoicing.

Key characteristics:

  • Not a tax invoice
  • Used for advance payment, import/export, or LC processing
  • Looks like a final invoice but clearly marked “Proforma”
  • Common in international trade

Typical contents:

  • Seller and buyer details
  • HS codes (often)
  • Item value
  • Incoterms
  • Estimated taxes and duties
  • Shipment details

Example use case: Customer needs a document to remit advance payment or for customs approval.


Side-by-Side Comparison

Aspect Quotation Sales Order Proforma Invoice
Issued when Before commitment After acceptance Before final invoice
Nature Offer Confirmation Advance billing reference
Legal binding ❌ No ✅ Yes ❌ No
Used by Sales Operations / ERP Finance / Trade
Triggers delivery ❌ No ✅ Yes ❌ No
Triggers payment ❌ Usually no ❌ Usually no ✅ Often yes
Tax compliant ❌ No ❌ No ❌ No

Typical Flow (Most Businesses)

  1. Quotation
  2. Customer acceptance
  3. Sales Order
  4. Proforma Invoice (if advance payment required) →
  5. Delivery / Service
  6. Tax Invoice

Quick Rule of Thumb

  • Quotation = “Here’s our price”
  • Sales Order = “We’re committing to deliver”
  • Proforma Invoice = “Pay or approve before we invoice for real”

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