提单(bill-of-lading)中英文简介.doc

提单（bill of lading）中英文简介
简介
　　提单（Bill of Lading,B/L）是由船长或承运人或承运人的代理人签发，证明收到特定货物，允许将货物运至特定目的地并交付于收货人的凭证。
　　一、提单的作用
　　1. 提单是运输合同的证明 2. 提单是货物收据 3.提单是物权凭证
分类
　　二、提单的分类
　　1. 按货物是否已装船区分
　　1 已装船提单（Shipped B/L or on Board B/L）。 2 收货待运提单（Received for Shipment B/L）。
　　2．按提单抬头区分
　　1 记名提单（Straight B/L），又称收货人抬头提单。2 指示提单（Order B/L）。
　　3 不记名提单（Blank B/L or Open B/L）。
　　3.按无影响结汇的批注区分
　　1 清洁提单（Clean B/L）。2 不清洁提单（Foul B/L）。
　　4.按收费方式区分
　　1 运费预付提单(Freight Prepaid B/L)。 2 运费到付提单（Freight Collect B/L）。
　　5.按船舶的经营方式区分
　　1 班轮提单(Liner B/L)。2 租船提单（Charter Parth B/L）。
　　三、提单的缮制与签发
　　1． 托运人（Shipper）
　　2． 收货人（Consignee）
　　3．通知人（Notify Party）
　　4． 前段运输（Pre-Carriage by）
　　5．收货地点(Place of Receipt)
　　6． 海运船舶及航次（Ocean Vesse） 7． 装货港（Port of Loading）
　　8． 卸货港（Port of Discharge） 9．交货地点（Place of Delivery）
　　10. 唛头和号码、集装箱箱号和铅封号（Marks & Nos.、Container.Seal No.）
　　11．集装箱数或件数（No of Container or P kgs）
　　12．包装种类、货物名称（Kind of Packages、Description of Goods）
　　13．毛重（Gross Weight kgs）
　　14．体积（Measurement）
　　15．运费和费用、付款地点及付款方式（Freight & Charges、Prepaid at、Payable at、Pre-paid、Collect）
　　16．提单号和正本提单份数（B/L No.、No.of Original B(s)/L）
　　17．签单地点和日期（Place and Date of Issue）
　　18．代表承运人签字（Signed for the Carrier）
区别
　　四、B/L与D/O的区别
　　B/L：
　　BILL OF LADING提单，是货物的物权凭证。
　　D/O：
　　DELIVERY ORDER提货单，是目的港口提取货物时需要的凭证，不可以转让.
　　货物上船之后，由船公司签发B/L给SHIPPER，SHIPPER将B/L转给CONSIGNEE，货物到达港口，CONSIGNEE凭B/L去船公司换取D/O，凭D/O去港口提货。
二者在货物提取之前有且只有一个留在货主手里，只不过D/O不再是物权凭证，货主领取D/O之后，说明船公司已经把货物放给货主了。Bill of Lading -

Introduction

When discussing Bills of Lading, we must distinguish between a carrier B/L (B/L) and a House B/L (HBL). Please see separate chapter for HBL.

In Maersk Logistics, we do not issue carrier Bills of Lading. Only Ocean Carriers (also known as VOCCs or shipping lines) can issue a carrier B/L.

In the old days, the Bill of Lading was a document issued by the captain of the vessel for goods carried onboard his vessel. This is not practical today where instead the document is issued by an agent acting on behalf of the captain.

Maersk Sealand’s offices around the world have been empowered to sign Bills of Lading on behalf of “the captain” (the principal carrier).

Bill of Lading - Issuing Party

The B/L is issued by an ocean carrier, also known as a VOCC（船公司，有船公共承运人） (vessel-operating common carrier) or shipping line（航运公司）.

Maersk Sealand（马士基海陆有限公司）, being a VOCC, issues Bs/L for goods shipped onboard their vessels.

Bill of Lading – Functions

Basically, a Bill of Lading has 3 functions:
1. A receipt （收据）for the cargo
2. A document of title
3. Evidence of a contract of carriage

1. Receipt for cargo
The B/L is a receipt by the carrier that the goods are in his custody（保管）. The B/L acts as a receipt between the shipper and the carrier until such time as title has been passed to a third party (the consignee). Then it becomes an independent contract between the carrier and the third party. The third party assumes（接管，承担） the rights, responsibilities and obligations identical （同一的，完全相同的）to those of the shipper.

2. Evidence of contract of carriage
It is common to hear the B/L referred to as the ‘contract of carriage’. However, the contract of carriage is always the underlying（基本的） agreement between the carrier and the customer to carry his goods. The B/L is merely evidence of this.

The B/L evidences a contract of carriage between the ocean carrier and the shipper/consignee in the B/L.

Also see: Evidence of contract of carriage in the Glossary（词汇表）.

3. Document of Title（物权凭证，所有权凭证）
A B/L is a Document of Title. This means that the legal right (the title) to the goods covered by the B/L can pass from one party to another by means of endorsements （背书）(please see explanation below).

The carrier will only release the goods at destination to a rightful holder of a duly endorsed（提单可以适当背书） original Bill of Lading.

At the time the B/L is issued, the shipper will advise the carrier who the B/L should be consigned（交付） to - I.e. who the Consignee on the B/L is.

The shipper can choose to consign the B/L in different ways:
a. Full name and address of an individual or company
b. “TO ORDER” (of shipper)
c. “TO ORDER OF [bank]” - example: To order of Dubai Bank
d. “TO ORDER OF [company]” - example: To order of Toy Trader Ltd.
e. “TO ORDER OF [individual]” - example: To order of Gary Jensen, Street, City

“To order” means that the party can transfer their rights as consignee to another party by endorsing the B/L.

3a. Endorsement
An endorsement is a signature (and company stamp) on the B/L (and preferably also a clear written statement that the B/L is being endorsed to “Company XYZ”). The endorsement is written on the original B/L document by the party who is shown as the consignee on the B/L but now wishes to transfer this right to another party.

When obtaining the endorsed B/L, the new consignee now assumes all rights, obligations and responsibilities that were previously vested in the first consignee. This also includes the right to transfer the B/L to yet another party by adding a new endorsement on the B/L document. In this way, a chain of endorsements may take place.

The Ocean Carrier （海运承运人）will check the endorsements on the original B/L document before releasing the goods at destination. As you can see, it is not always the first consignee (as printed on the B/L when it was issued) that actually take delivery of the goods at destination.

Because of this function ad Document of Title, a B/L is often referred to as a “negotiable”（可转让的） document but “transferable” is actually the more correct term.

Bill of Lading - Originals and Copies

The fact that the carrier B/L functions as Document of Title places great importance on the B/L document. All parties involved (shipper, consignee and carrier) rely on the document to decide who can take delivery of the goods at destination.

The carrier will normally print a B/L document in 3 originals and a reasonable number of copies. It is only an Original B/L document that can be transferred to another party. The copies may be pre-printed ‘Copy’ or ‘Non-Negotiable’. Both are non-transferable.

Although 3 originals have been issued, the carrier will release the goods at destination to whoever presents one duly and properly endorsed original B/L

Now you may think: “But what if the shipper （托运人，发货人，货主）sells the goods twice and endorses two of the original Bs/L to two different parties?”

The carrier must exercise due care to check that the B/L is properly endorsed to the party who submits （提交）it. If this is the case and the carrier is in good faith, he can release the goods. The change of ownership of the cargo is a matter between the seller and the buyer only. The carrier is not involved. If the seller has sold the goods twice, it is a matter between the seller and the two buyers.

Bill of Lading - Carrier’s responsibility

The three main areas of responsibility of the carrier under a B/L are:
1. Responsibility for correct description of the goods
2. Responsibility to release the goods to the properly entitled party at the proper location
3. Responsibility to care for the cargo while it is in the carrier’s custody

1. Responsibility for correct description of the goods
Any third party buyer may purchase goods by relying on the description of the goods in the B/L (quantity, condition, etc.).

The description of the goods on the B/L is usually supplied by the shipper or his agent. (The carrier will not know what is inside a container or carton packed by the shipper). It is however essential that if the carrier knows that the description of the goods supplied by the shipper is not correct (for example that cartons are damaged), the carrier clearly notes the discrepancy（不符，相差） on the B/L or refuses to accept the cargo and issue the B/L.

If the carrier does not note the discrepancy on the B/L, the carrier “steps into the shoes” of the shipper and assumes responsibility, on behalf of the shipper, to the buyer of the goods. This means that if there was a dispute between the carrier and the buyer of the goods, the buyer could file a claim against the carrier. The carrier would need to file claim against the shipper but may not be able to prove that the goods were not received as stated in the B/L.

2. Responsibility to release the goods to the properly entitled party at the proper location
Whoever presents a duly and properly endorsed B/L at the correct destination is entitled to take delivery of the goods.

The carrier receiving a B/L and being satisfied that the proper endorsement is in place, when releasing the goods, is relieved of any responsibility should it later appear that the B/L holder was in fact not the proper receiver.

The carrier must of course also ensure that the person who submits the B/L and take delivery of the goods is a representative of the consignee (e.g. an employee or an agent of the company to whom the B/L has been consigned).

Release of the cargo without receipt of a properly endorsed B/L compromises the carrier’s responsibility towards the true owner of the goods. This may expose the carrier to unlimited liability（责任） inclusive（包括） of consequential(间接的) damages. In other words, the carrier may be required to compensate（赔偿） the rightful consignee not only for the value of the goods but potentially also for additional costs such as loss of sales profits.

If the carrier is in doubt about who the rightful owner of the B/L is, e.g. because there has been a chain of endorsements and the carrier is not familiar with all signatures and stamps of the intermediate consignees, the carrier should in principle contact these parties to check. The carrier may can also contact the shipper and/or the notify（通知） party on the B/L to hear their views.

2a. Release at different destination
If the release of the goods is requested at a destination different from the one mentioned on the B/L, the carrier should first receive the full set of Bs/L (all originals) for the particular shipment.

The full set of an issued B/L has an intended destination. Since release is possible against any one of the Bills of Lading in a set, then only by receiving all the issued originals can the carrier assure himself that no other lawful holder of an original B/L can present the B/L at the B/L destination and rightfully claim title to the goods.

2b. Release of goods without original B/L or issuance of a new set of Bills
It is a critical situation when the full set of original Bills are lost. By releasing the goods without obtaining a duly endorsed original B/L, the carrier will expose themselves to unlimited liability, incl. consequential damages, in case a rightful holder of the B/L later turns up and expects to receive the cargo. On the other hand, the consignee may in fact be the legal owner of the goods after having paid the shipper and the carrier will be under pressure from the consignee to release the goods as soon as possible.

In such a situation, the carrier will typically ask both the shipper and the consignee to confirm that they agree to the issuance of a new set of bills or release of goods without the bills. In addition, the party who has asked for a new set of bills (the shipper or the consignee), or has asked to have the goods released (the consignee), is asked to sign a Letter of Indemnity (LOI) and this must be backed up by a first class bank guarantee which is valid for a minimum of 6 years or whatever the B/L filing period is in that country. The process must be approved and release signed off by appropriate management.

It is a commercial decision by the carrier whether they will release the goods on this basis or not.

3.Responsibility to care for the cargo while in the carrier’s custody
The duty of care of the goods is both regulated in law and is based on common sense. If the goods arrive damaged at destination and no note has been made on the B/L regarding the condition of the cargo, it is the carrier’s responsibility.

If the carrier wants to claim against the shipper, it is the carrier’s responsibility to prove that the goods were not damaged while in his custody.

Bill of Lading – Amendment

When a shipper requests an amendment to a B/L which has already been printed and issued, the carrier must make a judgment of the request and decide if the B/L can be amended accordingly.

The carrier must ensure that the full set of original Bs/L are returned (if 3 originals were issued, 3 originals should be returned for amendment) and ensure that the description of the goods is still correct.

If a shipper requests a completely new set of Bs/L, this is considered an amendment and the full set of originals must be surrendered. If the shipper or consignee is not able to produce the full set of originals, the carrier should not issue a new set. If the customer insists, the carrier must make a judgment of the commercial risk and may decide that a new set can be issued. In such case, the first set of Bs/L will be considered lost.

You must ensure to check local procedures for this.

Bill of Lading - Cargo Description

Cargo description
The transport provider cannot physically verify the contents of the cartons and packages received from the shipper. For legal reasons, the description of the goods must therefore always include the wording “Said To Contain” or “S.T.C.” to signify that the transport provider is relying on the description of the goods supplied by the shipper. Example: S.T.C. 1020 cartons of CD players.

If the carrier knows that the description of the goods supplied by the shipper is not correct (for example that cartons are damaged), the carrier should note the discrepancy on the B/L or refuse to accept the cargo and issue the B/L.

No. of packages
If cargo is lost during transit, it is the number of units as stated in the “no. of pkgs” field that will be used for calculation of potential compensation to the owner. For this reason, this field should always reflect the smallest number of shipping units. Example 1 (FCL container): “1 x 20’ STD” instead of “500 cartons”. Example 2 (LCL shipment): “5 pallets” instead of “50 cartons”.

Clauses
The transport provider should insert the clause “Shipper’s load, stow and count” if the customer is loading the container at his premises.

“Shipped onboard” must only be used when the document is issued after vessel sailing. If the customer wants the document issued before vessel sailing, the clause “Received for shipment” is used instead.

Most carriers will not insert the clause “Clean onboard” on the Bill. Even for LCL-shipments where they are physically handling the cartons, they cannot check the quality and condition of the merchandise inside the cartons.

Clean B/L without notations of damages or shortcomings
The buyer or the bank (Letter of