If our app lets customers order food for pick-up or delivery from local restaurants and we use a third-party company's drivers, are we a marketplace facilitator, and do we have to collect and remit tax on those orders?

Plain-English summary

The Missouri Department of Revenue addressed a food-delivery app platform that lets customers order food and drinks for pick-up or delivery from local restaurants. The Applicant is located outside Missouri, and when a customer chooses delivery, the Applicant contracts with a separate food-delivery company to use that company's drivers -- the Applicant has no delivery employees of its own in Missouri. Customers pay the food/drink cost, a delivery fee, a convenience fee, and tax through the app; the Applicant collects the payment through a third-party processor, keeps its convenience fee, and forwards the rest to the restaurant.

The Department worked through four issues. First, the Applicant is a "marketplace facilitator" under Section 144.752.1, RSMo, because it lists/advertises restaurant sales and collects payment on the restaurant's behalf. Second, for orders where a Missouri restaurant delivers to a Missouri customer, the Applicant does not have to collect and remit tax -- the restaurant itself keeps the primary seller's obligation to collect and remit sales tax, because that transaction never involves delivering goods "into" the state (it starts and ends in Missouri). Third, for orders from an out-of-state restaurant delivered into Missouri, the Applicant does have to collect and remit use tax as a marketplace facilitator, because that is exactly the "delivered into the state" scenario the marketplace-facilitator use-tax statute targets. Fourth, the Applicant has a registration requirement with the Department once its facilitated Missouri deliveries exceed $100,000 in the current or prior calendar year -- the ruling calls this "possibly" applicable, tying it to that revenue threshold.

In short, the same platform can owe different tax duties on different orders depending on where the selling restaurant is located and whether the sale involves goods crossing into Missouri from outside the state.

What this means for you

Food-delivery marketplace platforms

If you operate an app or website that lets customers order from restaurants and you collect payment on the restaurant's behalf (even through a third-party processor), you likely meet Missouri's definition of a marketplace facilitator, regardless of whether your own employees make the deliveries. Whether you must collect and remit tax on a given order turns on where the restaurant is located, not on who owns the delivery vehicle.

In-state restaurants selling through a marketplace app

If you're a Missouri restaurant selling to Missouri customers through a delivery app, this ruling says the primary sales-tax collection and remittance obligation stays with you as the seller -- the marketplace facilitator is not on the hook for that leg of the transaction, because no property is being delivered "into" Missouri from outside.

Out-of-state restaurants and multi-state platforms

If orders originate from a restaurant located outside Missouri and are delivered to a Missouri customer, the marketplace facilitator (not the restaurant) is responsible for collecting and remitting Missouri use tax on those sales, once the facilitator crosses the $100,000 threshold for goods delivered into Missouri and must register with the Department.

Common questions

Q: Is a food-delivery app automatically a "marketplace facilitator" under Missouri law?
A: Based on this ruling, yes, if it lists/advertises restaurant sales and collects payment from customers (even indirectly, through a third-party processor) and passes proceeds to the restaurant. Who performs the physical delivery does not change that classification.

Q: Does the platform have to collect sales tax on every order?
A: No. For orders from a Missouri restaurant to a Missouri customer, the restaurant keeps the primary sales-tax collection and remittance duty. The platform's marketplace-facilitator use-tax obligation applies specifically to orders from restaurants located outside Missouri that are delivered into the state.

Q: When does the platform have to register with the Missouri Department of Revenue?
A: The ruling says "possibly" -- registration is required once the platform's gross receipts from facilitated sales delivered into Missouri exceed $100,000 in the current or prior calendar year, per Section 144.605.2(e), RSMo.

Q: Can another delivery-app company rely on this ruling for its own operations?
A: No. This is a private letter ruling binding on the Department only as to the Applicant that requested it, only for three years from its date, and only so long as the facts don't change and the underlying statutes aren't changed by the General Assembly or reinterpreted by the courts. Any other business's facts (how it structures payments, deliveries, or fees) could lead to a different result.

Q: Does the answer change if the platform uses its own delivery drivers instead of a third-party company?
A: The ruling doesn't address that scenario -- it's expressly premised on the Applicant using another company's drivers for all Missouri deliveries. A platform with its own in-state delivery workforce would need its own ruling or advice, since that fact could affect the analysis (e.g., nexus or employment-related questions).

Citations and references

Statutes and rules:

• Section 536.021.10, RSMo (letter ruling procedure)
• 12 CSR 10-1.020 (letter ruling regulation)
• Section 144.752.1, RSMo (definition of marketplace facilitator)
• Section 144.020.1, RSMo (imposition of sales tax on retail sales)
• Section 144.021.1, RSMo (primary sales-tax burden on the seller)
• Section 144.752.2(1), RSMo (marketplace facilitator use-tax collection and remittance duty for goods delivered into Missouri)
• Section 144.605.2(e), RSMo (definition of engaging in business in Missouri; $100,000 threshold)

Source

• Landing page: Missouri DOR Rulings Search
• Ruling: LR 8353

Original ruling text

Dear Applicant:

This is a letter ruling issued by the Director of Revenue under Section 536.021.10, RSMo, and Missouri Code of State Regulations 12 CSR 10-1.020, in response to your letter dated March 14, 2025.

The facts as presented in your letter ruling request are summarized as follows:

Applicant, located outside of Missouri, operates an online website and mobile application that allows customers to order food and beverages for pick-up or delivery from restaurants in their area. When ordering, the customer chooses if they wish to pick up the food themselves or have the food delivered to their location. If the customer chooses delivery, the Applicant then contracts with another food delivery company operating in the state to utilize the other company’s drivers for delivery purposes. Applicant does not have any employees making deliveries in Missouri. All deliveries are performed by either employees or independent contractors of another food delivery company.

The orders completed through Applicant’s platforms work as follows:

1. A customer will access the Applicant’s platform online or through a mobile application and make a selection of which restaurant they would like to order from.

2. The customer selects the items they wish to order, then remits the payment on the Applicant’s mobile application or website. The customer is charged for the food/drink cost, a delivery fee if the customer chooses a delivery option, a convenience fee for placing the order through the Applicant’s platform, and tax. The customer may also choose to leave a tip for the delivery driver.

3. Once the payment is processed, Applicant receives the payment from the third-party payment processor, retains the convenience fee, then sends the restaurant its part of the payment.

ISSUE 1 :

Does Applicant meet Missouri’s definition of a marketplace facilitator?

RESPONSE 1 :

Yes. Applicant meets Missouri’s definition of a marketplace facilitator.

Section 144.752.1, RSMo, provides:

For the purposes of this Section, the following terms shall mean:

(1)   “Marketplace facilitator”, a person that:

(a)   Facilitates a retail sale by a marketplace seller by listing or advertising for sale by the marketplace seller, in any forum, tangible personal property or services that are subject to tax under this chapter; and

(b)   Either directly or indirectly, through agreements or arrangements with third parties, collects payment from the purchaser and transmits all or part of the payment to the marketplace seller.

Applicant facilitates retail sales for marketplace sellers and collects payment from the purchaser through arrangements with third parties. Therefore, Applicant is a marketplace facilitator.

ISSUE 2:

Does Applicant have an obligation to collect and remit use tax from the marketplace sellers located in Missouri?

RESPONSE 2:

No. Applicant does not have an obligation to collect and remit use tax from the marketplace sellers described above. Applicant may transfer sales taxes collected on behalf of Missouri restaurants to those restaurants, but those Missouri restaurants are the sellers with primary reporting and remittance obligations under Missouri sales tax law.

Section 144.020.1, RSMo, provides:

[…]The rate of tax shall be as follows:

(1)   Upon every retail sale in this state of tangible personal property […] [.]

According to Section 144.021.1, “[t]he primary tax burden is placed upon the seller making the taxable sales of property[.]”

Pursuant to Section 144.752.2(1), RSMo,:

Beginning January 1, 2023, marketplace facilitators that engage in business activities within this state shall register with the department to collect and remit use tax, as applicable, on sales made through the marketplace facilitator’s marketplace by or on behalf of a marketplace seller that are delivered into the state [.]

(emphasis added).

As stated above, the primary responsibility to collect and remit sales tax is on the seller. Applicant is not responsible as a Marketplace Facilitator under Section 144.752, RSMo, because that is specific to the collection of use tax for goods delivered into this state. An order from a Missouri restaurant to a Missouri customer does not involve the delivery of goods ‘into this state,’ and is subject to sales tax.

ISSUE 3:

Is Applicant required to collect and remit tax as a Marketplace Facilitator on sales to Missouri diners, from out of state restaurants?

RESPONSE 3:

Yes. Applicant is required to collect and remit tax as a Marketplace Facilitator for out of state restaurant orders that are being delivered into Missouri.

Section 144.752 RSMo, provides:

(1)  Beginning January 1, 2023, marketplace facilitators that engage in business activities within this state shall register with the department to collect and remit use tax, as applicable, on sales made through the marketplace facilitator's marketplace by or on behalf of a marketplace seller that are delivered into the state…

According to the Applicant, they are a Marketplace Facilitator. As a Marketplace Facilitator for orders from out of state being delivered into the state, they would be responsible for collecting and remitting use tax.

ISSUE 4:

Does Applicant have a registration requirement in Missouri?

RESPONSE 4:

Possibly. Section 144.752.2 RSMo, provides:

Beginning January 1, 2023, marketplace facilitators that engage in business activities within this state shall register with the department to collect and remit use tax, as applicable…

Section 144.605.2e(e) defines engaging business in this state as “selling tangible personal property for delivery into this state, provided the seller’s gross receipts from taxable sales from deliver of tangible personal property into this state in the previous calendar year or current calendar year exceeds one hundred thousand dollars.” As noted above, Applicant qualifies as a marketplace facilitator, and if responsible for facilitating $100,000 worth of sales, then they would be required to register and remit use tax with the department.

This letter ruling is binding upon the Department of Revenue with respect to the Applicant for three (3) years from the date of this letter and is subject only to statutory changes by the General Assembly and to changes in the interpretation of law by the courts or administrative tribunals.   If a change occurs, the taxpayer who relies upon an outdated interpretation may be subject to additional taxes, interest and penalties, which may be imposed prospectively from the date of the change.   For this reason, the interpretation set forth above should be reviewed on a regular basis.   Please note that any change in or deviation from the facts as presented will render this ruling inapplicable.

Should additional information be needed, please contact Associate Counsel J. Ross Shelton, General Counsel’s Office, Post Office Box 475, Jefferson City, Missouri 65105-0475 (phone 573-751-0961), or me.

Sincerely,

T rish Vincent