By Charles Capouet and Timothy Gustafson

The Supreme Court of Missouri denied a Missouri corporation’s sales tax refund claims on its sales of trade show displays shipped to out-of-state customers because it did not prove that the title to the goods transferred outside of Missouri. Missouri exempts from sales tax retail sales made in interstate commerce, looking at when title to the goods passes to the purchaser, rather than the ultimate destination of the goods, to determine whether the exemption applies or sales tax is owed. Thus, for the Court, whether sales tax was owed on the transactions depended solely on whether title to the displays transferred inside or outside of Missouri. The only documentary evidence the taxpayer provided of title passage, however, was a blank order form setting out standard terms and conditions for purchase of displays, including a provision that delivery was “F.O.B. manufacturer.” Without evidence of a specific alternative agreement about title passage, the Court held the course of dealing as reflected in the display order governed. In this case, the terms of the display order evidenced that the title transferred to the purchaser upon delivery of the goods to the shipper, within Missouri, for shipment out of state to the customer. Accordingly, the Court concluded the taxpayer was not entitled to a sales tax refund for sales of goods shipped out of state. VisionStream, Inc. v. Dir. of Revenue, No. SC94441, 2015 WL 3978835 (Mo. Jun. 30, 2015) (en banc).