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Bill of Lading

Source: www.Wikipedia.com  The free encyclopaedia


A bill of lading (BL - sometimes referred to as BOL or B/L) is a document issued by a carrier to a shipper, acknowledging
that specified goods have been received on board as cargo for conveyance to a named place for delivery to the consignee
who is usually identified. A through bill of lading involves the use of at least two different modes of transport from road, rail,
air, and sea. The term derives from the verb "to lade" which means to load a cargo onto a ship or other form of transportation.

A bill of lading can be used as a traded object. The standard short form bill of lading is evidence of the contract of carriage of
goods and it serves a number of purposes:

It is evidence that a valid contract of carriage, or a chartering contract, exists, and it may incorporate the full terms of the
contract between the consignor and the carrier by reference (i.e. the short form simply refers to the main contract as an
existing document, whereas the long form of a bill of lading (connaissement intégral) issued by the carrier sets out all the
terms of the contract of carriage); It is a receipt signed by the carrier confirming whether goods matching the contract
description have been received in good condition (a bill will be described as clean if the goods have been received on board
in apparent good condition and stowed ready for transport); and It is also a document of transfer, being freely transferable
but not a negotiable instrument in the legal sense, i.e. it governs all the legal aspects of physical carriage, and, like a cheque
or other negotiable instrument, it may be endorsed affecting ownership of the goods actually being carried. This matches
everyday experience in that the contract a person might make with a commercial carrier like FedEx for mostly airway parcels,
is separate from any contract for the sale of the goods to be carried; however, it binds the carrier to its terms, irrespectively
of who the actual holder of the B/L, and owner of the goods, may be at a specific moment.

The BL must contain the following information:
Name of the shipping company;
Flag of nationality;
Shipper's name;
Order and notify party;
Description of goods;
Gross/net/tare weight; and
Freight rate/measurements and weighment of goods/total freight

While an Air Waybill (AWB) must have the name and address of the consignee, a BL may be consigned to the order of the
shipper. Where the word order appears in the consignee box, the shipper may endorse it in blank or to a named transferee.
A BL endorsed in blank is transferable by delivery. Once the goods arrive at the destination they will be released to the
bearer or the endorsee of the original bill of lading. The carrier's duty is to deliver goods to the first person who presents
any one of the original BL. The carrier need not require all originals to be submitted before delivery. It is therefore essential
that the exporter retains control over the full set of the originals till payment is effected or a bill of exchange is accepted or
some other assurance for payment has been made to him. In general, the importer's name is not shown as consignee.
The bill of lading has also provision for incorporating notify party. This is the person whom the shipping company will notify
on arrival of the goods at destination. The BL also contains other details such as the name of the carrying vessel and its flag
of nationality, the marks and numbers on the packages in which the goods are packed, a brief description of the goods,
the number of packages, their weight and measurement, whether freight costs have been paid or whether payment of freight
is due on arrival at the destination. The particulars of the container in which goods are stuffed are also mentioned in case of
containerised cargo. The document is dated and signed by the carrier or its agent. The date of the BL is deemed to be the
date of shipment. If the date on which the goods are loaded on board is different from the date of the bill of lading then the
actual date of loading on board will be evidenced by a notation the BL. In certain cases a carrier may issue a separate on
board certificate to the shipper.

Main types of bill
Straight bill of lading
In this importer/consignee/agent is named in the bill of lading, it is called straight bill of lading. It is a document, in which a
seller agrees to use a certain transportation to ship a good to a certain location, where the bill assigned to a certain party.
It details to the quality and quantity of goods.

Order bill of lading
This bill uses express words to make the bill negotiable, e.g. it states that delivery is
to be made to the further order of the consignee using words such as "delivery to A Ltd. or to order or assigns".
Consequently, it can be indorsed (legal spelling of endorse, maintained in all statute, including Bills of Exchange Act 1909
(CTH)) by A Ltd. or the right to take delivery can be transferred by physical delivery of the bill accompanied by adequate
evidence of A Ltd.'s intention to transfer.

Bearer bill of lading
This bill states that delivery shall be made to whosoever holds the bill. Such bill may be created explicitly or it is an order bill
that fails to nominate the consignee whether in its original form or through an endorsement in blank. A bearer bill can be
negotiated by physical delivery.

Surrender bill of lading
Under a term import documentary credit the bank releases the documents on receipt from the negotiating bank but the importer
does not pay the bank until the maturity of the draft under the relative credit. This direct liability is called Surrender Bill of Lading
(SBL), i.e. when we hand over the bill of lading we surrender title to the goods and our power of sale over the goods.

A clean bill of lading states that the cargo has been loaded on board the ship in apparent good order and condition.
Such a BL will not bear a clause or notation which expressively declares a defective condition of goods and/or the packaging.
Thus, a BL that reflects the fact that the carrier received the goods in good condition. The opposite term is a soiled bill of lading,
which reflects that the goods are received by the carrier in anything but good condition.

Other terminology
A sea or air waybill is a non-negotiable receipt issued by the carrier. It is most common in the container trade either where the
cargo is likely to arrive before the formal documents or where the shipper does not insist on separate bills for every item of
cargo carried (e.g. because this is one of a series of loads being delivered to the same consignee).
Delivery is made to the consignee who identifies himself. It is customary in transactions where the shipper and consignee are
the same person in law making the rigid production of documents unnecessary.

The UK's Carriage of Goods by Sea Act 1992 creates a further class of document known as a ship's delivery order which
contains an undertaking to carry goods by sea but is neither a bill nor a waybill.

A straight bill of lading by land or sea, or sea/air waybill are not documents that can convey title to the goods they represent.
They do no more than require delivery of the goods to the named consignee and (subject to the shipper's ability to redirect
the goods) to no other. This differs from an "order" or "bearer" bill of lading which are possessory title documents and
negotiable, i.e. they can be endorsed and so transfer the right to take delivery to the last endorsee.
|Nevertheless, bills of lading are "documents of title", whether negotiable or not, under the terms of the Uniform Commercial
Code. Definitions of "Document of Title" and "Bill of Lading"

Multi-modal Transport Documents
The advent of unitisation in air and sea transportation brought about many innovations in international transportation of goods.
Multi-modal or combined transport is one such innovation. Cargo today can be moved from an inland freight station in the
exporting country to an inland destination in the importing country. Goods may be picked up and transported using different
modes of transport. E.g. a consignment of garments may be containerised at a factory in Mysore, customs cleared at ICD
Bangalore, moved by rail to Cochin, by sea to Dubai, by air to Frankfurt and road to Düsseldorf, all under a single transport
document. In such an operation, involving one or more land legs and/or air or sea legs, one carrier makes itself responsible for
the entire transport operation. The contracting carrier is referred to as a multi-modal or a combined transport operator (MTO).
He is liable in contract to the shipper if the goods are damaged at any stage of the carriage. The multi-modal transportation
document may be issued either in non-negotiable or negotiable form. The multi-modal transportation document (MTD), whether
negotiable or non-negotiable, is prima facie evidence of the MTO taking charge of the goods for transportation.
MTDs are of two types, the COMBIDOC evolved by the Baltic International Maritime Council (BIMCO) and FBL or FIATA MT Bill of
Lading evolved by the International Federation of Freight Forwarders' Associations (FIATA). This document (FBL) has been
approved by the International Chamber of Commerce (ICC) for the purpose of documentary credit. FIATA has evolved specific
norms for the use of FBLs. Having seen what is covered by sea, air and multimodal transport let us look at other modes including
courier and charter movements. The ICC has a publication called the Uniform Customs and Practices, UCP 500 (UCP 400 was the
earlier edition) which among other things deals with various transport documents, including those we have already looked at.
Articles 23 to 33 of the UCP 500 deal with these documents.

A sample of the issues
In most national and international systems, a bill of lading is not a document of title, and does no more than identify that a
particular individual has a right to possession at the time when delivery is to be made.
Problems arise when goods are found to have been lost or damaged in transit, or delivery is delayed or refused. Because
the consignee is not a party to the contract of carriage, the doctrine of privity of contract states that a third party has no right to
enforce the agreement. However, whether this is a problem to the consignee depends on who owns the goods and who holds
the risks associated with the carriage. This will be answered by examining the terms of all the relevant contracts.
If the consignor has reserved title until payment is made, the consignor can sue to recover his or her loss. But if ownership
and/or the risk of loss has transferred to the consignee, the right to sue may not be clear in contract, although there could be
remedies in tort/delict (the issue of risk will have been most carefully considered to decide who should insure the goods during
transit). Hence, a number of international Conventions and domestic laws specifically address when a consignee has the right to
sue. The legal solution most often adopted is to apply the principle of subrogation, i.e. to give the consignee the same rights of
action held by the consignor. This enables most of the more obvious cases of injustice to be avoided.

In the municipal law of the U.S., the issue and enforcement of bills which may be documents of title, is governed by Article 7 of
the Uniform Commercial Code. However, since bills of lading are most frequently used in transborder, overseas or airborne
shipping, the laws of whatever other countries are involved in the transaction covered by a particular bill may also be applicable
including the Hague Rules, the Hague-Visby Rules and the Hamburg Rules at international level for shipping, The Warsaw
Convention for the Unification of Certain Rules for International Carriage by Air 1929 and The Montreal Convention for the
Unification of Certain Rules for International Carriage by Air 1999 for air waybills, etc. It is customary for parties to the bill to
agree both which country's courts shall have the jurisdiction to hear any case in a forum selection clause, and the municipal
system of law to be applied in that case choice of law clause. The law selected is termed the proper law in private international
law and it gives a form of extraterritorial effect to an otherwise sovereign law, e.g. a Chinese consignor contracts with a Greek
carrier for delivery to a consignee based in New York: they agree that any dispute will be referred to the courts in New York
(since that is the most convenient place — the forum conveniens) but that the New York courts will apply Greek law as the lex
causae to determine the extent of the carrier's liability.
 

 
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