An overview of the common documents in the export/import business, divided by type: financial (invoices, insurance policy), transportation (B/L, AWL, CMR), quality assurance (inspection reports) documents. Exporters shall be familiar with the documents that have to prepared to export the goods to a foreign location. In this article, we review the most common ones and their key features.
FINANCIAL DOCUMENTS
PROFORMA INVOICE (“PI”)
The proforma invoice (“PI”) is an administrative document, sent by the exporter to the importer prior to the shipment of goods, that states the type and the quantities of the merchandise to be sent, their value, and other commercial and technical data about an upcoming delivery. Proforma invoices are issued when the seller requests payment from the buyer before the commencement of the delivery operations.
COMMERCIAL INVOICE (“CI”)
Commercial invoices list the type of goods delivered by an exporter to an importer, their quality and quantity, their unit and total prices, the name and the address of the seller, the name and the address of the buyer (sold to/ship to/bill to parties), the delivery location (complete with the applicable Incoterms 2010) and, the payment terms (type of payment and payment due date).
A commercial invoice proves that a sale has happened (for the seller) and that a purchase has been made (for the seller), determines the taxable amount for customs, and creates an account receivable and an account payable in the seller and buyer’s accounting systems respectively.
In some cases, the commercial invoice has to be attested by the local chamber of commerce (attested invoice) before being sent to the importer (which means that the invoice has to be legalized by the Chamber of Commerce of the exporter to be considered valid by the buyer). Attested invoices are common practice for exports to Arab countries.
DIFFERENCE BETWEEN PROFORMA AND COMMERCIAL INVOICE
The different scope of commercial vs. proforma invoice:
A commercial invoice is issued to provide customs officials with enough information to determine the applicable import duties and the eligibility of the goods to be shipped into the country.
A commercial invoice is a true invoice with tax and legal relevance, whereas a proforma invoice is not a true invoice (i.e the exporter does not record a credit in its accounting system, and the importer is not obliged to record a debit on the other hand).
The proforma invoice is typically only used when a real delivery and the related financial transaction have not taken place yet. This type of invoice may look very similar to the actual commercial invoice, as it describes the merchandise and its value.
Format difference:
There are no specified formats for either proforma and commercial invoices (except for countries that require consular invoices).
The difference is that a commercial invoice has always to show specific information to be considered valid from a tax and legal perspective, such as the description and the quantity of each item being shipped, the value of the shipment, the country of origin, the location of purchase, and the names and address of both the seller and the purchaser.
Such indication may be missing on proforma invoices, which should just contain sufficient information to outline a future or upcoming transaction.
Responsibilities:
The exporter is always responsible for providing a commercial invoice to customs officials when shipping goods, merchandise or documents that involve monetary value and international payments.
In some cases, when no monetary transaction has occurred, such as when goods are shipped as gifts or as samples for an anticipated future transaction, the exporter may use a proforma invoice (as no taxable money is received against the delivery).
CONSULAR INVOICE
Some countries require that sellers invoice local buyers on predefined forms (consular invoices), and do not allow invoicing with free formats. Consular invoices are used by countries interested in controlling the quantity and quality of imported goods for multiple reasons (antidumping, taxation, import control, statistics).
To issue a consular invoice, the seller requests the form from the Consulate of the importing country, fills it and submits it along with a standard invoice.
CARGO INSURANCE POLICY
Insurance certificates are negotiable documents issued by insurance companies that protect the goods from predefined accidental events (or other events detailed in the policy) against a fee.
An insurance certificate is mandatory for specific delivery terms, as CIF. Insurance policies can be purchased both by the buyer or the seller, depending on who has the contractual responsibility for the shipping risks (which is defined by the applicable Incoterm).
To file a claim against a negative event covered by insurance, the original certificate has to be submitted with copies of ancillary documents, such as, but not limited to, the invoice, the packing list, the bill of lading and a case report (usually drafted by the insurance agent in cooperation with the parties involved, shipper and carrier).
TRANSPORTATION DOCUMENTS
PACKING LIST (“PL”)
A packing list shows the shipping details of the order: the quantity (net and gross weight, plus volume) and the quality of the shipped goods, the date of the shipment, other logistics details such as the routing and the forwarder, and the HS tariff codes for the goods (harmonized codes).
A packing list may also indicate the types of packages used for the shipment, such as cases, boxes, crates, drums, cartons, pallets, containers and so on.
Packing lists do not generally show pricing information, which is shown, instead, on the commercial invoice.
The packing list is generally physically attached to the packages to facilitate the customs operations in the exporting and importing countries and to allow the reconciliation of the incoming goods with purchase orders at their arrival at the buyer’s premises.
DELIVERY NOTE
Delivery Notes are documents that accompany a cargo and describe the quantity and the quality of the shipped goods.
Generally, sellers request buyers to countersign delivery notes upon the receipt of the goods to prove that they have been duly received and accepted. The signature is collected by the carrier that delivered the goods to the consignee.
Delivery note scope:
- For the exporter: remove stock from warehouse or production lines and prove the delivery to the importer
- For the exporter: check the match between the purchase order and the delivery upon receipt
- For the carrier: testify that goods have been collected and transported to the destination. In some countries, delivery notes are also fiscal documents.
BILL OF LADING (“BL”)
The bill of lading (“B/L”) is a contractual document between the owner of the goods (exporter/seller) and the carrier in charge of the delivery of the goods (the ship operator).
The bill of lading represents a title on the goods and can be either negotiable or non-negotiable (the latter are called “straight B/L”).
A negotiable bill of lading can be used to transfer the ownership of goods in transit and is a standard requirement for transactions covered by letters of credit.
The B/L is issued by a carrier (or one of its agents) to shipper/exporter and is countersigned by the captain, an agent, or the owner of a vessel. The scope of this document is to confirm the receipt of the goods (cargo), to set the carriage contract conditions, and to confirm the commitment to deliver goods to the named port of destination to the physical holder of an original B/L. The entity or the person that holds the original bill can claim the delivery of the goods at the arrival port.
The B/L is a critical document for payments settled by letter of credit. When LC’s are involved in the transaction, the B/L has to be issued with specific wording and show precise indications (example free on board date, consignee and notify party name, name and address of local agents at arrival port, goods designation).
A bill of lading generally shows the following information:
- shipper name
- forwarder and vessels’ names
- quality and quantity of the goods (net and gross weight)
- insurance
- free on board date
- ETD/ETA (estimated time of departure, estimated time of arrival)
- general terms of carriage and other contractual conditions
- etc.
The party in possession of an original bill of lading can withdraw the goods upon arrival at the port of destination.
AIRWAY BILL OF LADING (“AWB”)
An Airway bill of lading (“AWB”) is a non-negotiable transportation document issued for air cargos. Being not negotiable, the AWB does not represent a title on the goods and cannot be used to transfer their ownership during the transit.
The airway bill of lading simply states that the airline has loaded the goods and has the obligation to move them to the named destination airport.
AWB should indicate:
- a consignee (generally, the importer or the buyer)
- goods description (quantity and quality)
- any text required by documentary credits
HOUSE BILL OF LADING (“HBL”)
This is a special bill of lading issued by a forwarder and is generally not negotiable (as it doesn’t represent title for the goods).
Exporters should verify if a house bill of lading, instead of a carrier’s issued bill of lading, is accepted by the importer’s bank in case the transaction is covered by a letter of credit (some banks may not accept it due to its non-negotiable nature).
MULTIMODAL BILL OF LADING (FBL)
A Multimodal Bill of Lading (“FBL”) is an international transportation document released to cover two or more modes of transport, such as shipping by road and then by railway or shipment by sea and then by road. FBL may be negotiable (when issued “to the order”) or non-negotiable (in most cases).
FBLs are issued by FIATA authorized forwarders/carriers either as shipping contract and as cargo receipt confirmation.
CMR
CMRs is a common document when goods are transported by truck from a seller to a buyer.
The CMR is filled by the seller or the carrier, but carrier shall sign it upon collection of the goods.
This document has the following objectives:
- it states the responsibilities and the liabilities of the parties (shipper and carrier)
- it represents that goods have been handed over from the shipper to the carrier and that carrier has taken possession of the goods
- when countersigned by the consignee, it proves that goods have been delivered and received and that carrier has executed the consignment
CMR is not negotiable, does not represent the title of the goods but is frequently used, even in case of documentary credits.
CERTIFICATE OF ORIGIN (“COO”)
Some importers require the seller to produce a specific document (called “certificate of origin”), that attests the actual origin of the goods.
Such certificate is issued by the Chamber of Commerce of the exporter, based upon its written request and availability of documents that prove the actual origin of the merchandise (requirements may differ for manufacturers and resellers).
When the exporter fails to deliver a valid certificate of origin, the customs in the importing country may reject the clearance of the goods.
The country of origin and the country of preferential origin should not be confused with the shipping country:
- country of origin: means the country where the goods have been manufactured
- country of preferential origin: for products that have been manufactured in multiple countries, the preferential origin is the country where most of the goods value has been added (generally, the country where more than 50% of the total cost of production originates)
- shipping country: the country from where the goods have been shipped, regardless of the country of (preferential) origin
Certificate of origin is an often requested document by letters of credit, as the importer wants the seller to prove the actual origin of the purchased and shipped commodities (example to be protected by low-cost goods).
To get a certificate of origin, the exporter has to apply at the Chamber of Commerce in person or online.
The Chamber generally requests proof of the actual origin of the material, which could be for instance a similar certificate issued by the supplier of the exporter or other similar documentation. The cost of a certificate of origin is proportional, in general, to the value of the invoice that accompanies the goods (between 0,25% and 1% of the value).
FORM-A CERTIFICATE OF ORIGIN
Form A is a special type of certificate of origin that allows imports from a pool of developing countries (those included in the GSP, General System of Preferences) at reduced or no tariffs in some developed economies or regions. Form-A COO are issued by the Chambers of Commerce in the country of origin of the product.
Form-A certificates of origins were promulgated by the UNCTAD (United Nations Conference on Trade and Development) to promote the development of emerging economies.
The list of the beneficiary countries can be consulted here.
RESTRICTED DESTINATION STATEMENT
The restricted destination statement is a provision set by the exporter of the goods, shown on the export documents (such as proforma and commercial invoices), to inform the importer, the shipping agent and other involved parties (example customs) that the goods have a specific destination and not others.
This type of restriction is used to comply with export control regulations, that prohibit exporter of dual-use and sensitive goods to ship merchandise to specific countries (example Iran, North Korea etc.).
QUALITY DOCUMENTS
THIRD PARTY INSPECTION CERTIFICATE
Some buyers request a third party inspection certificate to make sure that the imported goods comply to specific manufacturing standards/norms and to ascertain that the quantity and the quality of the shipped goods correspond to the quantity and the quality of the ordered goods.
Inspections can be executed during the manufacturing operations, at the departure port or at the arrival port by independent organizations which are neutral both to the buyer and the supplier (example SGS, DNV, Lloyd’s etc.).
The cost for such inspections is generally borne by the buyer unless otherwise agreed in the sale contract.
There are four main types of third-party inspections:
1. Pre-production inspection: this type of inspection is requested to ascertain the quality of the raw materials, the components and the parts that the manufacturer will use during the actual manufacturing process. This type of inspections is common for large volume supplies, where the risk of low-quality raw materials and parts may generate massive disasters for the end user.
2. “DUPRO inspection” (during production): this type of inspection is used to appraise the average product quality during the manufacturing operations, to make sure it is acceptable and stable. While this type of inspection is expensive, it may help to discover issues before the shipment or the receipt of defective products.
3. Pre-shipment inspection: this is the most common type of inspection, which is executed at the place of departure (shipper warehouse or manufacturing facility) and on a random sample of the products.
4. At container load: in this case, the inspector verifies the goods at containerization (loading benches or forwarder warehouse).
A last type of inspection, less common, is the inspection at the arrival port.
In any of the above types, inspections can be visual or executed by using specific instruments (example: PMI test, to verify the chemical composition of a steel product).
Most letters of credit include a third-party inspection certificate as a required document under the terms of the credit. Sellers shall reject letters of credit where the inspection report has to be issued by the buyer, instead of a neutral third party, as this would expose them to severe and obvious payment risks.
CERTIFICATE OF ANALYSIS or MILL CERTIFICATE
For some commodities, such as chemical products and raw materials, exporters provide also chemical certificates to prove that the goods meet composition, acidity, viscosity, moisture targets and comply to applicable norms and regulations (such as Reach or Rohs).
Such analysis is executed, generally, by an independent laboratory appointed by the parties (before or after departure).
Other goods, like those made of metal, are shipped with mill test certificates issued by the manufacturer (or by another appointed entity, as an inspection company) to validate the chemical and mechanical properties of the materials (common are the EN 10204 3.1, 3.2, etc).
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