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Reporting4 min read

Gross vs net revenue: reporting the right top line

When you resell someone else's product or take a platform cut, booking the full amount as revenue overstates your business. Here is how to tell gross from net, and report the right one.

A marketplace runs $4 million through its platform in a year and keeps a 15% commission. Is its revenue $4 million or $600,000? Both numbers describe the same business, and founders reach for the bigger one more often than they should. This is not a matter of taste or ambition. Accounting rules decide it, and the gap between getting it right and getting it wrong is the gap between an honest top line and a misleading one.

The question that sets your top line

Under ASC 606, the US revenue recognition standard, one question settles how much revenue you report on a sale: are you the principal or the agent? A principal controls the good or service before it transfers to the customer, so it records the full amount the customer pays as revenue and the cost of what it provided as an expense. An agent arranges for someone else to provide the good or service, so it records only the fee or commission it keeps.

The same dollars can flow through your bank account either way. Which line of your income statement they land on — and how big your top line looks — depends entirely on which role you actually play.

Gross reporting: you control the sale

You report revenue gross, meaning the full sale, when you are the principal, because you control the good or service before the customer gets it. A traditional reseller is the clearest case. You buy inventory, take legal title, decide the selling price, carry the risk that it never sells, and hand the product to the customer as your own. Buy a laptop from a distributor for $850 and sell it for $1,000, and you record $1,000 of revenue and $850 of cost of goods sold.

The whole transaction is yours, so the whole transaction shows up on your books. Manufacturers, retailers, and most product companies live here without a second thought.

Net reporting: you arrange the sale

You report revenue net, meaning only your cut, when you are the agent, because you never control the underlying good or service. You bring a buyer and a seller together and take a slice for making the match. A marketplace that lets independent sellers list their own products, collects the customer payment, and passes it to the seller minus a commission is an agent. So is a travel site that fills a hotel's rooms for a booking fee, or a payment facilitator that moves money and keeps a processing charge.

In each case the gross flow through your account is not your money — it belongs to the seller, and you are holding it on their behalf. Only the fee is revenue.

The control tests

How do you know which role you play? ASC 606 does not ask you to guess. It points to control and gives indicators that help you judge whether you control the good or service before it transfers. Weigh them together rather than treating any single one as decisive:

  • You are primarily responsible for fulfilling the promise — if the product is defective or the service fails, the customer looks to you, not the other party
  • You carry inventory risk, holding the good before the sale or accepting returns after it
  • You have discretion to set the price the customer pays, rather than passing through a price someone else controls
  • You bear the credit risk if the customer does not pay
  • You can direct the other party to provide the service on your behalf, or step in and provide it yourself

Score most of these yes and you are almost certainly a principal reporting gross. Score most of them no — you take a fixed cut, you never touch the product, the seller sets the price and eats the returns — and you are an agent reporting net.

A worked example, and why the choice matters

Return to the marketplace that runs $4 million through its platform on a 15% commission. Reported gross, revenue is $4,000,000, with $3,400,000 of cost paid out to sellers, leaving $600,000 of gross profit. Reported net, revenue is $600,000 with almost no direct cost, and the same $600,000 of gross profit. The bottom line is identical. The top line is nearly seven times bigger under gross reporting.

That gap is why the choice matters, and why the temptation runs in one direction. A bigger top line flatters every vanity metric and, because many companies are valued on a multiple of revenue, can appear to inflate the valuation. But margins tell the truth that revenue hides. A company reporting $4,000,000 of revenue at a 15% gross margin is showing you, in plain sight, that it is really an agent keeping fifteen cents on the dollar. Report the same business net and it shows $600,000 of revenue at a near-100% margin. A careful investor reads either version and lands in the same place; a careless one gets misled, which is exactly the outcome the rules exist to prevent.

Comparability is the other casualty. If two similar marketplaces report the same economics differently, no one can line them up side by side. So the discipline is simple: report the treatment the facts support, not the one that looks best. Apply it consistently from period to period, and disclose your principal-versus-agent judgment in the notes so a reader knows what your top line does and does not include. Gross or net, the number should describe the business you actually run.

A bigger top line flatters every vanity metric, but your margins tell the truth that revenue hides.

Let's get your numbers in order.

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