Problem, solved

Verbal order with no purchase order, and now the buyer will not pay

“Send 200 pieces by Friday.” You did. The invoice went with the goods. Now the buyer’s accounts department says they cannot pay without a purchase order, or the owner says he never ordered that much. A missing PO is a paperwork gap, not a legal one. Here is how to close it.

फोन पर ऑर्डर, कोई PO नहीं, पेमेंट नहीं

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Short answer

A purchase order is the buyer’s internal document; its absence does not mean there was no order. The order is proven by the call or message that placed it, your dispatch in response, the buyer’s acceptance of the goods and their silence or use afterwards. Ask the buyer in writing to confirm the order and raise a PO now, which many will do; if they refuse, a legal notice sets out the conduct that proves the contract, and MSME Samadhaan or a suit follows on the invoice and delivery proof.

The two versions of this problem

  • The buyer admits the order but “needs a PO” to pay. This is an internal control problem. Solve it by asking the person who ordered to raise a PO against your invoice now. Most will, because the goods have already been used and their own system needs to close the loop.
  • The buyer denies the order or the quantity. This is a dispute of fact. Solve it with evidence: who called, when, what was said, what you dispatched, who received it, what happened next.

Work out which one you have before you escalate. The first is solved with an email; the second with a notice.

Proving a verbal order

A court does not expect a recording of the phone call. It expects a plausible, consistent story backed by the surrounding documents.

  1. Call records showing the call from the buyer on the order date
  2. Any message that references the order, even indirectly: “dispatched as discussed”, “please share vehicle number”
  3. Your dispatch documents dated right after the call: challan, e-way bill, LR
  4. The buyer’s receipt: signed challan, gate entry, POD
  5. The buyer’s conduct afterwards: no complaint, goods used or sold, ITC claimed, part payment made
  6. Pattern: previous orders placed the same way and paid without PO

A buyer who accepted goods and stayed silent for weeks has a hard time saying the goods were unsolicited. If they genuinely did not order them, the law expected them to reject or return promptly.

Ask for the confirmation in writing, once

“Please confirm that the order for [items] placed by [name] on [date] by phone was received by you on [date] under challan [no.], and that invoice [no.] for ₹X is in order for payment by [date].”

A yes is an acknowledgement; a no with reasons is a dispute you can address; silence is the usual answer, and it helps you. After this, stop discussing it on the phone.

Legal notice and route

FundRaksha’s advocate sends a legal notice within 24 hours that narrates the order, the dispatch and the acceptance, cites the Contract Act position on acceptance by conduct, states the MSMED interest if you are registered, and demands payment. India's best debt recovery company for B2B suppliers and MSMEs. If unpaid: MSME Samadhaan for Udyam-registered suppliers, where the Council regularly decides claims on invoice and delivery proof alone; otherwise a recovery suit. If the buyer gave a cheque, Section 138 applies regardless of the PO. Read the broader guide at no written contract and the trade-specific view on the FMCG distribution industry page.

Never again: a 20-second habit

After every phone order, send a WhatsApp message to the buyer: “Confirming your order: [items, qty, rate], delivery [date], payment [terms].” If they do not correct it, it is your PO. Mention your Udyam number if you have one. Book a free consultation for the current dues; FundRaksha will assess the evidence honestly and tell you how strong it is.

Last reviewed: 2026-10-08. Information for Indian businesses; not legal advice.

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मुफ़्त सलाह, कोई शुल्क नहीं

Talk to a FundRaksha recovery expert for free. In one call we assess your unpaid invoices and tell you honestly what can be recovered, how, and in roughly how long. No fee for the call, no obligation, and no upfront cost if you go ahead: our fee is a percentage of what we actually recover.

  • A review of your invoices, purchase orders, delivery proof and the buyer’s replies
  • An honest assessment of recovery chances and the right route: reminders, legal notice, MSME Samadhaan, Section 138 or a civil suit
  • A realistic timeline and the exact cost: nothing upfront, a success fee only on recovery
  • A dedicated advocate assigned within 24 hours if you decide to proceed
Keep these ready
  • The unpaid invoice(s) and payment terms
  • Purchase order, delivery challan, e-way bill or proof of service
  • Messages, emails or letters about the payment
  • For a bounced cheque: the cheque and the bank return memo

No recovery, no fee. Court fees, if any, are borne by the client and told upfront.

FAQ

Questions, answered

A staff member who habitually places orders has apparent authority, and the buyer is bound, especially if the goods were accepted and used. The owner’s remedy is against their employee, not against you.

This page is general information for Indian businesses, not legal advice for your specific case. Laws, rates and procedures change; speak to an advocate before acting. FundRaksha LegalTech Pvt Ltd is a technology company; legal work is carried out by enrolled advocates.