Resale Certificates: The E-Commerce Seller’s Complete Guide

A resale certificate is a document that allows retailers to purchase goods for resale without having to pay local sales tax for those items. With a resale certificate (also called a tax exemption certificate), it's the seller's responsibility to collect the appropriate sales tax from the customer when the items get sold. Without a resale certificate, the purchaser must pay sales tax on the items they intend to resell.

A common e-commerce business model is to purchase goods wholesale and then sell them online at a markup. However, sales tax can often complicate this plan. To get around paying sales tax on items they plan to resell, e-commerce merchants should acquire a resale certificate. A resale certificate provides a sales tax exemption to merchants who purchase products or components of products they plan to resell.

How to get a resale certificate

Avoiding paying sales tax as a seller yourself sounds pretty great. But how do you get a resale certificate?

You can apply for a resale certificate through your state's tax department. Be sure to apply to the state tax department in the state you physically have an address—not the state in which you are incorporated, if it's different. If you sell products in more than one state, you'll have to apply for a resale certificate in every single state you do business in. If you're operating in a state that's different than the state in which you incorporated, you'll need to complete a Foreign Qualification process to be able to do business in a different state.

It's important to note that you'll need a copy of your resale certificate for every instance in which you use one. That means if you do business with multiple wholesalers, you'll need a resale certificate for each one.

Resale certificates: Frequently asked questions

Now that you have a general overview of resale certificates, let's cover some of the details with frequently asked questions about these documents.

Resale certificate vs. sales tax permit: What's the difference?

Most of the time, a resale certificate and a sales tax permit are referring to the same thing. Sometimes the sales tax permit acts as a resale certificate, and sometimes you are required to have both a sales tax permit and a resale certificate. For example, if you live in a state with no sales tax, then you'll typically need to have a sales tax permit to use a resale certificate.

Remember, you'll need a separate resale certificate for every different seller you work with. This is different than protocol with a sales tax permit, where you have a single permit that you hang onto and display when needed. To find out the procedures for your state, you should contact your state directly to see its requirements.

What can I buy with a resale certificate?

You can buy any products that you intend to put up for resale or components to make items you intend to resell. For example, if you are a jewelry designer, you can purchase gemstones tax-free to fashion into jewelry for your customers.

Just keep in mind that you can’t purchase items you do not intend to resell—like equipment or office supplies—without paying a sales tax using a resale certificate. In this case, that would be considered tax fraud (Those items, however, can be income-tax deductions, but that’s a whole different tax matter).

When it comes down to it, you can purchase items with a resale certificate when you intend on charging sales tax on the items when you resell them.

Where can I use a resale certificate?

Many retailers accept resale certificates, but not all—it’s completely up to the business whether they do or don’t accept resale certificates. Retailers are on the hook to pay lost sales tax if it turns out that the resale certificate is expired or false.

You’ll also find situations where retailers choose not to accept resale certificates to discourage retail arbitrage, such as Target trying to discourage people from buying rare items to sell online with a huge markup.

What is a multi-jurisdictional resale certificate?

A multi-jurisdictional resale certificate (or a blanket retail certificate or uniform sales tax certificate) can be used to help businesses that purchase goods for resale in multiple states avoid having to use different resale certificates for different states and vendors. If you do choose to use multi-jurisdictional resale certificates, be sure you're doing so correctly. If misused, you risk delaying your payment or shipment of the goods or being charged the sales tax you were trying to avoid.

This specific resale certificate produces a lot of confusion for buyers and sellers, so make sure you read up on how to use one correctly before you pursue this type of resale certificate. Some of the most important guidelines when using multi-jurisdictional resale certificates are to be sure not to apply it to non-sales tax exemptions, such as agriculture or manufacturing. You should also stay informed as to which states are still accepting multi-jurisdictional resale certificates, as states may change their policies for acceptance of the certificate without notifying the Multistate Tax Commission.

Finally, read the terms and conditions of your multi-jurisdictional resale certificate. The fine print includes all sorts of caveats and exceptions for the usage of your certificate.