A marketplace connects buyers and sellers and takes a fee. A reseller buys goods and sells them on in its own name. They can look similar from outside, yet the company behind each carries very different obligations. This page is about which of your entities does what: the role it plays toward the buyer and toward the supplier. Who holds each marketplace account, and where stock and payouts sit, is a separate operations question.
If you act as an intermediary, the contract of sale is between buyer and seller and you earn for the connection. If you resell, you own the goods and contract with the buyer yourself. Who holds the money, who answers for the goods and who the buyer believes they are dealing with all follow from that choice, and your terms and payment set-up must match it.
Marketplace (intermediary): The third-party seller. Reseller (principal): Your entity.
Marketplace (intermediary): Platform, fees, sometimes client funds in transit. Reseller (principal): Stock, supplier contracts, receivables.
Marketplace (intermediary): Handling payments and listing conduct. Reseller (principal): Goods, returns and supplier failure.
Marketplace (intermediary): Does holding funds raise a licensing question? Reseller (principal): Which entity buys and which entity sells?
Whether a given payment flow raises a licensing question is a question for a local professional; the review flags where it arises.
Looks like a marketplace until the founder starts handling payment and delivery. At that point the role drifts toward principal and the entity layout should be revisited.
A reseller. The live decision is whether purchasing and selling sit in one entity or two, and where the buyer-facing entity is located.
Both roles at once. The review recommends keeping them separable so risks do not mix.
One plain description of your entity's role toward buyers and sellers.
Which company contracts, invoices, holds goods or funds, in the chosen role.
The points where local rules or licensing may apply, ready to hand to a licensed professional.
This is business and structuring analysis, not legal, tax or investment advice. Where a legal or tax opinion is needed, we say so and point you to a licensed adviser.
No. We flag points where local rules or licensing may apply and say a local professional is required.
No. That is separate from company structure.
No, the same role question applies offline. We work from the flows you describe.
No obligation. We read your request and reply with a straight answer.
Describe your plan and your constraints. We reply with what we would look at first.
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