Ventmark

Merchant of record

A merchant of record (MoR) is the company that legally sells your product to the customer. It takes the payment in its own name, collects and pays the sales tax, VAT or GST on the sale, and handles refunds and chargebacks. You get a payout. A payment gateway only moves the money; with a gateway, you stay the seller.

Facts checked

Three definitions

Paddle: “A Merchant of Record (MoR) is a legal entity responsible for selling goods or services to an end customer. They manage all payments and take on the associated liabilities, such as collecting sales tax, ensuring Payment Card Industry (PCI) compliance, and honoring refunds and chargebacks.”

Stripe: the merchant of record “is responsible for the calculation, collection and remittance of sales tax, value-added tax (VAT) or goods and services tax (GST)”.

Dodo Payments: “A Merchant of Record is the legal entity that sells to your customer, appears on the customer's card statement, and is responsible for the transaction.”

All three are companies that sell MoR services, so read them as descriptions, not neutral advice.

Gateway or merchant of record

How a payment gateway and a merchant of record differ
What differsPayment gatewayMerchant of record
Who sells to the customerYouThe MoR, which then pays you
Name on the card statementYoursThe MoR's
Sales tax, VAT or GST on the saleYou work it out, register where needed and fileThe MoR charges it and pays it
Refunds and chargebacksYou handle them, with the gateway's toolsThe MoR handles them
Typical costA lower fee per paymentA higher fee per payment that covers the extra work

An example

A founder in India sells a $20-a-month SaaS subscription to a consumer in Germany.

Through a gateway, the founder is the seller. Sales of digital services to EU consumers are generally taxed with VAT at the customer's country rate, so the founder may need to register for EU VAT (for example through the EU's One Stop Shop scheme for non-EU sellers), charge it on the invoice and file returns. Other countries have their own rules. On the Indian side, the founder also has to work out whether the sale counts as an export of services for GST.

Through a merchant of record, the MoR is the seller. It charges the German VAT, pays it and deals with the customer's bank if there is a chargeback. The founder receives a payout, less the MoR's fee. The founder still reports that income in India, and how GST applies to the founder's side depends on the arrangement.

Tax rules change and depend on the facts. This is a general picture, not tax advice. Check with a chartered accountant before you choose.

When each one fits

  • A gateway tends to suit founders whose customers are mostly in India, or businesses selling to other businesses, where the foreign tax work is smaller.
  • A merchant of record tends to suit founders selling to consumers in many countries who would rather pay a higher fee than register and file tax abroad.
  • Compare the cost on a real sale with the fee calculator, and check the GST side with the GST on SaaS exports checker.

Disclosure

Ventmark uses Dodo Payments as the merchant of record for its own paid plans. Dodo Payments is also one of the providers Ventmark revenue verification is built for, along with Stripe and Razorpay. This page does not recommend any provider.

Sources

  1. Paddle: What is a Merchant of Record?
  2. Stripe: Merchant of record
  3. Dodo Payments docs: Merchant of Record introduction

Questions, answered

Is a merchant of record the same as a payment gateway?

No. A gateway processes the payment for you, and you remain the seller. A merchant of record is the seller in law: it sells to your customer, handles sales tax, VAT or GST on that sale, and pays you out.

Does an Indian founder need a merchant of record to sell abroad?

Not always. Many founders sell abroad through a gateway and handle foreign tax rules themselves. A merchant of record can save that work, usually for a higher fee per sale. Which suits you depends on your customers, countries and volume.

Does using a merchant of record remove my Indian tax duties?

No. You still have to account for the income you receive in India, and how GST applies to your side depends on how the arrangement is set up. Ask a chartered accountant.

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