The front-page boxes and reverse-side clauses of a CONGENBILL type charter party bill of lading; their respective functions, the risks they entail, and their standing against the mandatory provisions of the Turkish Commercial Code.
Bills of lading circulating in the market are divided into two families:
Short form (charter party) bills of lading — used in bulk cargo and tramp shipping; CONGENBILL is the most common example. They only contain a few clauses on the reverse side; the actual content of the contract comes from the charter party by reference. Therefore, they cannot be read in isolation.
Long form (liner) bills of lading — used in regular line and container shipping; they contain dozens of clauses on the reverse side and stand on their own.
The five critical points for the practitioner are:
Incorporation clause: Transfers the law and arbitration/jurisdiction clause from the charter party to the bill of lading. This single sentence determines whether the case can be heard in Turkey.
General Paramount clause: Activates the Hague or Hague-Visby regime; directly affects the liability limit and the period of action.
Signature block: Whether the document is signed on behalf of the master/owner or the charterer, determines whom to sue.
“Unknown” and “apparent good order” remarks: Shapes the probative value of a clean bill of lading and the burden of counter-proof.
TCC art. 1243: When Turkish law is applied, all conditions and clauses that directly or indirectly remove or restrict the carrier’s legal responsibilities in advance are invalid. Many clauses in printed forms cannot pass through this filter.
1. Two Families of Bills of Lading: Short Form and Long Form
Bills of lading encountered in practice are divided into two categories in terms of function and structure, and this distinction determines from the outset how the file will be established.
| Feature | Short form — charter party bill of lading | Long form — liner bill of lading |
|---|---|---|
| Typical use | Bulk cargo, tramp shipping, full vessel charter | Regular line, container, partial cargo |
| Common template | CONGENBILL (BIMCO) — used with GENCON charter party | CONLINEBILL and liner operators’ own forms |
| Reverse side | A few clauses; content largely derived from charter party by reference | Dozens of clauses; document stands on its own |
| Can it be read independently? | No — content cannot be known without obtaining the charter party | Yes |
| First task for the practitioner | Identify the referenced charter party and its date | Read the reverse side clauses |
CONGENBILL is a charter party bill of lading prepared for use with GENCON, the most commonly used dry bulk cargo voyage charter party in the world. The form was updated in 2007, 2016, and 2022 after 1994; however, older versions are still widely circulated in practice. Therefore, identifying which version of the document you have is the first step of the analysis.
Note: In this article, clause texts are not reproduced verbatim; instead, the function, inherent risk, and status under Turkish law of the clauses are analyzed. The copyrights of template forms belong to the relevant organizations, and official texts must be obtained from authorized sources.
2. Front Face Boxes: Box-by-Box Analysis
A significant portion of disputes arises not from the back-face clauses, but from how the boxes on the front face are filled in. The table below shows the legal function of each box and the point the practitioner should pay attention to.
| Box | Legal function | Practitioner’s note |
|---|---|---|
| Shipper (Yükleten) | The party requesting the issuance of the bill of lading, obligated to declare to the carrier | If “Forwarder” is written, the active adversarial standing of the actual cargo owner must be established separately |
| Consignee (Gönderilen) | The person authorized to receive delivery; if “to order,” transfer by endorsement is possible | The entry “To order of bank” changes the letter of credit relationship and the authority to deliver |
| Notify address | Address to be notified upon arrival | Being a notify party alone does not grant the right to claim — a common mistake |
| B/L No. / Reference No. | Identity of the document and the shipment | If there are multiple references for the same shipment (house/master), the document chain must be established |
| Vessel (Gemi) | Identification of the actual carrier and the addressee of the vessel arrest warrant | The owner/operator should be investigated via the IMO number and registration record |
| Port of loading / discharge | Start and end points of the period of control; place of performance for jurisdiction purposes | The port of discharge serves as a basis in discussions regarding the jurisdiction of Turkish courts |
| “…or so near thereto as she may safely get” | Authority to discharge at the nearest point where the vessel can safely berth | In case of discharge at an alternative port, it is debatable who bears the additional costs |
| Shipper’s description of goods | Description of the cargo; subject of evidentiary power | The emphasis that the declaration is made by the shipper aims to limit the carrier’s liability |
| Deck cargo clause | Declaration that the cargo is carried on deck and at the shipper’s risk | The validity of this printed clause under Turkish law is debatable — see section 10 |
| Gross weight | Weight taken as a basis for calculating compensation and the liability ceiling | Should be compared with draft survey and weighing slips |
| “Freight payable as per CHARTER-PARTY dated…” | Freight to be paid according to charter party terms; a complement to the reference clause | If the date is left blank, which charter party is being referred to is a serious source of dispute |
| Freight advance | Freight advance and offset relationship | Serves as a basis in the discussion of offsetting delay/damage claims from freight |
| Time used for loading | Time used for loading — input for demurrage/despatch calculation | Should be read in conjunction with the Statement of Facts (SOF) |
| Number of original Bs/L | Number of original copies | Determinant for delivery and transfer — see section 5 |
| Place and date of issue | Place and date of issue | Letter of credit compliance and backdating risk — see section 6 |
| Signature | Who signed the document and in what capacity | This line determines the adversarial standing — see section 7 |
Frequently overlooked detail: In some forms, handwritten or stamped entries such as “ARBITRATION LONDON, ENGLISH LAW TO APPLY” and “FIOST” are added inside or next to the freight box. These brief phrases determine the venue for dispute resolution, the applicable law, and who bears the loading-unloading costs. When examining the bill of lading, the handwritten and stamped entries on the front must be read as carefully as the printed clauses; because in case of conflict, a specially added entry takes precedence over the printed text.
3. The Phrase “Shipped in Apparent Good Order and Condition”
This phrase, printed on the front of the form, declares that the cargo was loaded onto the ship in apparent good order and condition. This is the entry that makes the bill of lading “clean” and has three practical consequences:
Establishes a presumption: It is assumed that the cargo was received in good condition in terms of its external appearance. If damage is detected upon arrival, it provides strong grounds to suggest that the damage occurred during transport.
Limited to “appearance” only: Issues such as the condition inside the packaging, latent defects, or moisture content are not covered by this declaration.
Strengthens against third parties: When the bill of lading is endorsed to a bona fide third party, the carrier’s ability to claim otherwise is significantly restricted.
Practical equivalent: If the carrier has reservations about the condition of the cargo, they issue a “claused” bill of lading by adding a remark to it. However, since a claused bill of lading is not accepted by banks in letter of credit transactions, it is common practice for the carrier to issue a clean bill of lading after receiving a letter of indemnity from the shipper. The validity of these letters of indemnity is limited in cases of misleading (fraud) third parties: the carrier remains bound by the content of the bill of lading towards third parties and can only seek recourse from the shipper.
4. “Unknown Clause”: Weight, Quantity, and Contents Unknown Clause
Almost all template bills of lading have a pre-printed clause on the front stating that the weight, measurement, quality, quantity, condition, contents, and value are unknown to the carrier. In container shipping, the equivalents are the “shipper’s load, stow and count” and “said to contain” clauses.
Purpose: To prevent the carrier from being held responsible for the accuracy of entries made based on the shipper’s declaration. The carrier cannot physically verify the contents of a sealed container or the actual tonnage of bulk cargo.
Limitation: This clause is not without limitations. In matters where the carrier has reasonable means of control — for example, the ability to conduct a draft survey for bulk cargo, count the number of packages, or observe the apparent condition of the packaging from the outside — the protective effect of the clause is weakened. Furthermore, the clause cannot be interpreted in a way that completely nullifies the legal provision regarding the evidentiary value of the bill of lading.
Critical point for the practitioner: According to Article 1243/2 of the Turkish Commercial Code, all clauses and conditions that result in the reversal of the burden of proof, as regulated by law, in favor of the carrier, are subject to the same rule as clauses that eliminate or restrict liability; that is, they are invalid. Therefore, in cases where Turkish law is applied, any interpretation of the “unknown” clause that would entirely shift the burden of proof to the party concerned with the cargo must be directly objected to.
5. Number of Originals and the “Accomplishment” Clause
The bill of lading is issued in several original copies, and the number of copies is indicated in a separate box on the form. The printed text also states that if one of the copies is accomplished, the others will become void.
Why is it important?
The cargo is delivered against presentation of a single original copy; after delivery is made, the remaining copies become void.
If one of the copies is lost, the letter of credit payment will be blocked because the full set cannot be completed; a cancellation/presentation procedure will be required.
When conflicting claims arise from copies held by different parties, a dispute arises between the first presenter and the rightful owner.
Practical measure: The number of copies, where each is located, and which one is held by the bank must be additionally recorded in the shipment file. This is one of the first questions to be asked when a dispute arises.
6. Place and Date of Issue: Risk of Backdating
The date of issue of the bill of lading should, as a rule, reflect the date the loading was completed. Ante-dating this date to comply with letter of credit terms (ante-dating) is a practice encountered in practice but with severe consequences:
Since the document contains untrue content, the carrier’s liability to third parties arises.
The carrier may lose the right to benefit from its limits of liability.
P&I clubs generally exclude claims arising from an ante-dated bill of lading from coverage.
Depending on the situation, criminal liability may also be discussed.
The place of issue, however, comes up as an indirect connecting factor in the analysis of applicable law and, in some cases, in jurisdiction disputes.
7. Signature Block: The Most Critical Line of the Bill of Lading
In template forms, the signature field indicates that the document was signed by the master or the ship’s agent. However, in practice, in what capacity the signature was affixed directly determines against whom the claim will be directed.
| Signature Wording | Meaning | Who becomes the defendant? |
|---|---|---|
| “as Master” | The Master signed on behalf of the ship’s owner. | Shipowner (owner) |
| “as Agent for and on behalf of the Master / Owners” | The agent signed on behalf of the Master/shipowner. | Shipowner; the agent is not generally a party. |
| “as Agent for and on behalf of the Charterer as Carrier” | The charterer issued the document as carrier. | Charterer (charterer’s bill) |
| “as Carrier” | The signatory presented themselves directly as the carrier. | Signatory |
| Capacity not specified | Uncertainty — rules of interpretation come into play. | Disputed; the entire document and the charter party chain are examined. |
The most expensive mistake in practice: Misdirection of the defendant. If a lawsuit is filed without determining whether the case involves “owner’s bill” or “charterer’s bill”, it will be dismissed due to lack of capacity, and in the meantime, the one-year time-bar period expires. Therefore, a lawsuit should not be filed without jointly evaluating the signature block, the ship’s registry record, and the charter party chain.
8. Clause 1 — Incorporation of Charter Party (Incorporation Clause)
Function of the ClauseIt incorporates all provisions, terms, liberties, and exceptions of the charter party — including the law and arbitration/dispute resolution clause — into the bill of lading. The short-form bill of lading acquires its contractual content through this single clause.
This clause is at the heart of the short-form bill of lading and gives rise to three distinct issues:
8.1. Which charter party?
If the date box on the front page is left blank, or if there is a chain of charter parties (head charter – sub charter), it becomes uncertain which contract is being referred to. In new versions, this uncertainty has been addressed by a provision stating that the relevant voyage charter party will be taken as the basis when the date is blank. In older versions, the issue is resolved through interpretation.
8.2. Bill of Lading Holder Has Not Seen the Charter Party
When the bill of lading is transferred by endorsement, the new holder has often never seen the referenced charter party. Nevertheless, subjecting them to the terms of that contract — especially the arbitration clause — via the reference clause, is one of the most debated issues in practice.
8.3. What happens in case of conflict?
If the printed terms of the bill of lading conflict with the charter party terms incorporated by reference, as a rule, the bill of lading’s own provisions take precedence. Similarly, the Paramount clause in the bill of lading overrides the corresponding provision in the charter party.
First step for the practitioner: The first task for a lawyer receiving a short-form bill of lading is to identify the referred charter party and its date, and to obtain a full copy of it. Without this document, the applicable law, dispute resolution venue, laytime/demurrage regime, FIO-FIOS arrangement, and limits of liability cannot be determined. If it cannot be obtained, it should be requested in writing from the opposing party; if not provided, the court should be asked to order its submission during the litigation phase.
9. Clause 2 — General Paramount Clause
Function of the Clause: It determines which international liability regime will apply to the bill of lading. It establishes a hierarchical structure: first, the Hague Rules legislation in force in the country of loading; failing that, the corresponding legislation of the country of destination; and failing that, the provisions of the Convention itself. In traffic where the Hague-Visby Rules are mandatorily applied, that regime comes into effect directly.
This clause entails the following consequences for the practitioner:
Ceiling of liability: The ceilings of the Hague regime and the Hague-Visby regime are different; additionally, whether the SDR Protocol is applied directly alters the calculation.
Time-bar for claims: These regimes provide for a one-year period for cargo claims, and this period is generally of a peremptory nature.
Exemptions from liability: Technical fault, fire, and other exceptions arise under this regime.
Conflict resolution: The Paramount clause, as its name suggests, takes precedence over other clauses.
Under Turkish law: The liability of the sea carrier in Turkey is regulated by the Hague/Hague-Visby-sourced provisions of the Turkish Commercial Code no. 6102 (Art. 1178 et seq.), and these provisions are mandatory. Therefore, when Turkish law is applied, it is not possible for the Paramount clause to result in a lower level of protection than that stipulated by the TCC. The clause is valid only to the extent that it raises the level of protection.
10. Clause 2(c) — Pre-loading/Post-discharge, Deck and Live Animal Exception
The last paragraph of the Paramount clause in the template forms narrows the carrier’s liability in three ways: the period before loading and after discharge, the time the cargo is under the custody of another carrier, and the carriage of deck cargo and live animals.
This is the most aggressive clause in the form and the most problematic under Turkish law.
TCC Art. 1243 filter: Pursuant to Article 1243/1 of the Turkish Commercial Code; all stipulations and conditions that directly or indirectly eliminate or restrict beforehand the obligations and liabilities arising from Articles 1141, 1150, 1151, and 1178 to 1192 concerning the carrier’s obligations and liabilities; Articles 1145–1149, 1165, and 1208 concerning the charterer’s and shipper’s obligations and liabilities; and Articles 1228–1242 concerning maritime transport documents are invalid.
TCC Article 1178 extends the carrier’s period of responsibility from the receipt of the goods until their delivery. Consequently, a printed clause that entirely excludes the pre-loading and post-unloading periods from responsibility will clash with this article when Turkish law is applied. The same applies to a clause that unconditionally places the risk of deck cargo on the shipper.
The law also establishes an important balance in Article 1243/3: the invalidity of clauses and conditions that remove or restrict liability does not result in the invalidity of the remaining provisions of the contract of carriage or the bill of lading. In other words, the defective clause is severed, and the document remains valid.
Sole exception — actual carrier: TCC Article 1192 permits a condition of non-liability in a limited scope. If it is stipulated in the contract of carriage that a specific part of the carriage will be performed by a person other than the carrier, a condition may be stipulated that the carrier will not be liable for loss, damage, or delay in delivery arising while the goods are under the control of the actual carrier in that section. However, the law adds a safety valve to this: such agreements are invalid if a lawsuit cannot be filed against the actual carrier in a competent Turkish court. This means the cargo interest cannot be left without recourse.
11. Clause 3 — General Average (General Average)
Function of the ClauseIt determines according to which rules and where the general average will be adjusted. In template forms, the York-Antwerp Rules are taken as a basis, and London is generally stipulated as the place of adjustment; if another place has been agreed upon in the charter party, that place is valid. The clause also stipulates that the cargo shall pay its contribution to the general average, even if the general average arose from the fault of the master, pilot, or crew.
Key points for the practitioner:
Which York-Antwerp version? There are differences between the 1994, 2004, and 2016 versions, especially regarding the inclusion of salvage costs and port expenses in general average. Older version forms may refer to older rules.
If the place of dispatch is London the process is handled by a foreign average adjuster; costs and time burden increase.
Security (GA bond / GA guarantee): Cargo is not released without security being provided for its general average contribution. For insured cargo, the insurer provides the security; for uninsured cargo, a cash deposit is required.
Fault defense: The clause stipulates that contribution will be paid despite the fault of the master and crew; however, the cargo owner may object by asserting that the incident arose from the carrier’s breach of its seaworthiness obligation.
12. Clause 4 — New Jason Clause
Function of the clauseIt ensures that cargo interests contribute to general average, salvage, and special charges in cases of accident, peril, damage, or disaster occurring before or during the voyage — whatever the cause, even if arising from negligence — in situations where the carrier is not legally or contractually liable. It also allows for a deposit to be requested for the estimated contribution prior to delivery.
The historical justification for the clause is that, in some legal systems (especially the USA), the carrier cannot claim general average contribution when there is carrier’s negligence. The clause contractually overrides this outcome.
Practitioner’s note: The New Jason clause essentially comes into effect when the carrier benefits from the technical fault exception. From the perspective of the cargo interest, the counter-argument is to demonstrate that the incident arose not from a technical fault but from a commercial fault or unseaworthiness; if this is proven, the protective effect of the clause is largely nullified. Furthermore, the amount and calculation method of the deposit requested before delivery can also be audited via the general average adjustment report.
13. Clause 5 — Both-to-Blame Collision Clause
Function of the ClauseIn the event that the vessel is involved in a collision due to the fault of its own crew in navigation or ship management, combined with the negligence of the other vessel; it stipulates that cargo interests shall indemnify the carrier for the amount collected from the other vessel, for which the other vessel has recourse against the carrying vessel. The clause also applies in cases where more than one vessel or object is involved in the collision.
The rationale behind the clause is as follows: The carrier is not liable to the cargo interest due to the exception of technical fault. However, if the cargo interest recovers its loss from the other vessel, and the other vessel then seeks recourse for a portion of this against the carrying vessel, the carrier becomes indirectly liable. The clause reflects this indirect consequence back to the cargo interest.
Note for Turkish law: This clause effectively changes the carrier’s statutory liability regime indirectly to the detriment of the cargo interest. The phrase “directly or indirectly” in Article 1243/1 of the Turkish Commercial Code (TCC) specifically targets such indirect arrangements. For this reason, in a case where Turkish law applies, the validity of the Both-to-Blame clause can be seriously debated. It is also known in comparative law that this clause is considered invalid in some jurisdictions.
14. Himalaya Clause and Subcontractor Protection
Function of the clauseThe limits of liability and defenses enjoyed by the carrier also extend to seamen, agents, subcontractors, terminal and handling operators, tugboat operators, and similar auxiliary persons. The aim is to prevent the cargo interest from bypassing the carrier and suing these persons directly, thereby exceeding the limits.
In current templates, a standard Himalaya clause prepared by industry organizations is used. Consequences for the practitioner:
A direct lawsuit filed against the port operator or handling company is limited by the carrier’s ceilings, to the extent that the clause is valid.
Conversely, the clause does not provide protection in cases of intent or reckless conduct.
Since the liability of the carrier’s servants and the actual carrier is already regulated in Articles 1191–1192 of the Turkish Commercial Code (TCC), the parts of the clause that go beyond the statutory regime are subject to the control of Article 1243.
15. Implications of the 2007, 2016, and 2022 Revisions
The template bill of lading form has been updated several times since 1994. The practitioner must ascertain the version of the document in hand, as the following differences alter the course of the file.
| Subject | In old versions | In current versions |
|---|---|---|
| If the charter party date is blank | Which contract is referred to is determined by interpretation | It is explicitly regulated that the relevant voyage charter party will be taken as the basis |
| Law and jurisdiction clause | The scope of the reference clause may be debatable | Explicit reference is made to the law and jurisdiction clause of the charter party, and it is also shown on the front page |
| Himalaya clause | May not be included separately in the form | The industry standard Himalaya clause has been included in the form |
| York-Antwerp version | Reference to 1994 rules | Reference to current rules |
| Electronic bill of lading | No regulation | Regulations regarding the use of electronic documents have been added |
How to determine the version? Check the code name and print year (e.g., “EDITION 1994”, “2007”, “2016”, “2022”) on the top or bottom edge of the form. If the document has been scanned and cropped, the version can be estimated based on the number and content of the clauses; however, it is essential to provide a complete and readable copy to the file.
16. Additional Clauses in Long Form (Liner) Bills of Lading
On the reverse side of long-form bills of lading used in container and regular line shipping, there are numerous clauses not found in short-form bills. The most frequently encountered risks by practitioners and those they entail are:
| Clause | Function | Risk / Opportunity for the Practitioner |
|---|---|---|
| Merchant / Definitions | Groups the shipper, consignee, holder, owner, and their representatives under a single “Merchant” concept | Jointly and severally imposes liabilities on a broad group of people; can be challenged |
| Period of responsibility | Limits the period of responsibility to between loading and unloading onto the ship | Disputable in light of Turkish Commercial Code (TCC) Articles 1178 and 1243 |
| Sub-contracting | Grants the carrier the freedom to subcontract the carriage | Makes it difficult to determine who the actual carrier is |
| Shipper’s load, stow and count | Records that the container was loaded and counted by the shipper | Affects the burden of proof in content disputes; TCC Article 1243/2 objection arises |
| Dangerous goods | Declaration of dangerous goods and power to claim compensation/destruction in case of non-compliance | The liability of the cargo owner/party concerned is very heavy in case of false declaration |
| Deck cargo & live animals | Excludes deck cargo and live animals from liability | Its validity is disputable if there is no consent or custom |
| Freight earned / deemed earned | Stipulates that freight shall be considered earned at the moment of loading, and will not be refunded even if the ship or cargo is lost | Prevents refund claims if the voyage does not take place; subject to review under Turkish Code of Obligations (TCO) and Turkish Commercial Code (TCC) |
| Lien (right of retention) | Grants a right of retention over the cargo for freight, demurrage, and expenses | Met by release against security and negative declaratory action |
| Delivery | Delivery conditions, delivery order, and notifications | It is the contractual basis for the prohibition of delivery without a bill of lading |
| Liberty / deviation | Grants freedom to change route, transship, and call at ports | Claim of unjustified deviation is used to lift limited liability |
| Notice of loss / time bar | Notice of damage and period for filing a lawsuit | Shortened periods are invalid when Turkish law is applied |
| Limitation / ad valorem | Ceiling per package or kilogram; lifting the ceiling with a declaration of value | Writing the number of packages on the bill of lading increases the ceiling manifold |
| Law and jurisdiction | Applicable law and competent court/arbitration | Determines whether the case can be heard in Turkey |
17. Turkish Legal Filter: Turkish Commercial Code Art. 1243 and Clause Validity
In a case where Turkish law applies, the clauses in the bill of lading are individually subjected to the following three questions:
Does the clause directly or indirectly remove or restrict, in advance, the debts and liabilities arising from the provisions listed in Turkish Commercial Code Art. 1243/1?
Does the clause result in the transfer of rights arising from insurance to the carrier or the reversal of the burden of proof in favor of the carrier? (Art. 1243/2)
Is the clause in the nature of a general business condition and has it been communicated to the counterparty before the contract was formed?
If any of these three questions is answered affirmatively, the clause may be deemed invalid. The law has also clarified the consequence: invalidity affects only the relevant provision; the remainder of the bill of lading remains valid (Art. 1243/3).
| Clause | Status against TCC Art. 1243 |
|---|---|
| Exemption from liability before loading / after discharge | Since it narrows the period of liability under Art. 1178, high risk of invalidity |
| Unconditional deck cargo exemption from liability | If there is no consent or custom, controversial / invalid |
| Reversal of the burden of proof by an Unknown clause | invalid under Art. 1243/2 |
| Shortened period of limitation (e.g., 9 months) | Since it narrows the statutory period, invalid |
| Both-to-Blame clause | Due to its nature as indirect narrowing, controversial |
| Condition of exemption from liability for the actual carrier | valid to a limited extent under Art. 1192; invalid if the actual carrier cannot be sued in a Turkish court |
| Clauses expanding liability (e.g., declaration of value) | Valid — the law only prohibits narrowing |
| General average / place of adjustment clause | As a rule, valid; to the extent it does not narrow the liability regime |
| Foreign court / arbitration clause | Evaluated separately within the framework of PILA Art. 47 and arbitration legislation |
Important reminder: This assessment is based on the assumption that Turkish law applies to the dispute. If the choice of law clause in the bill of lading is valid and foreign law is to be applied, the situation changes completely. Therefore, in each case, the applicable law must first be determined, and then the clause must be reviewed.
18. 15-Minute Checklist for the Practitioner
A quick scan an attorney should perform upon receiving a new bill of lading, before delving deep into the file:
What is the form type and version? Short form or long form? Year of print?
What does the signature block say? Owner’s bill or charterer’s bill?
Which charter party is referenced? Is the date filled or blank? Is there a copy?
Where is the law and jurisdiction/arbitration clause? Is there a stamp/handwriting on the front?
Which regime does the Paramount clause invoke? Hague, Hague-Visby, or SDR Protocol?
Is the bill of lading clean or claused? Are there any remarks?
How broad is the unknown clause? Does it conflict with the draft survey or tally report?
Is the number of packages/pieces written? Directly affects the limit of liability.
Is there an on-deck cargo notation? Is consent documented?
How many originals, and where are they? Is the full set complete?
Is the issue date consistent with the loading date?
Who is the consignee, what is the endorsement chain? Who has active standing to sue?
How much time has passed since the delivery date? What remains of the one-year period?
19. Typical Dispute Scenarios
19.1. Arbitration objection via reference clause
The cargo interest files a lawsuit in Turkey; the defendant raises a jurisdictional objection, claiming that there is an arbitration clause in the charter party referred to by the bill of lading. The discussion revolves around whether the reference is broad enough to include the arbitration clause, whether the date and identity of the charter party are specific, and whether the holder can be subjected to this condition.
19.2. Shortage in bulk cargo (shortage)
The quantity weighed at arrival is below the tonnage written on the bill of lading. The carrier relies on the ‘unknown clause’. The cargo interest, on the other hand, objects by presenting draft survey reports, weighing slips, and wastage rates from the loading and unloading ports; furthermore, they argue that the burden of proof cannot be reversed according to Article 1243/2.
19.3. Damage to deck cargo
The cargo was carried on deck and got wet. The carrier relies on the printed deck clause. The cargo interest argues that they did not consent, that commercial custom does not require such carriage, and that the clause is invalid under Article 1243.
19.4. Failure to state number of packages in container
Only the number of containers is stated on the bill of lading. In case of damage, the carrier calculates the limit by considering the entire container as a single unit. The cargo interest checks whether the kilogram-based calculation yields a higher result and demands the lifting of the limit on grounds of intent/recklessness.
19.5. Dispute over security after general average
The average adjuster demands a high deposit before delivery. The cargo interest obtains a letter of guarantee from their insurer to release the cargo, then objects to the contribution, claiming that the incident arose from unseaworthiness.
20. Common Mistakes
Only reading the front side. Without the reverse side, the contract content cannot be known.
Evaluating the short form bill of lading in isolation. An analysis cannot be made without obtaining the charter party.
Omitting the signatory’s capacity. This is the most common cause of misdirecting the action.
Ignoring handwritten and stamped records. These take precedence over the printed text.
Presuming clauses are valid in advance. TCC Art. 1243 directly targets many clauses in the form.
Failing to determine the version. Differences between the 1994 and current versions change the course of the case.
Not printing the number of packages. This is the cheapest legal protective measure during the shipping stage.
Failing to track copies. A lost copy locks up letter of credit and delivery processes.
Calculating the period according to the date in the clause. The statutory period is fundamental; shortened clause periods are invalid.
Formulating a strategy without determining the applicable law. Clause review is only meaningful after this.
Why is Expert Legal Assistance Necessary?
Despite its single-page appearance, a bill of lading is a document that simultaneously defines the content of the carriage contract, the applicable law, the place where disputes will be resolved, the upper limit of compensation, and the lawsuit period. A single stamp on the front may transfer a dispute abroad; a single clause on the reverse may halve the liability period; the absence of the number of packages can reduce compensation many times over. In contrast, Turkish law controls a significant portion of these clauses with mandatory provisions and deems them invalid when necessary. Establishing this balance correctly requires reading the document line by line and comparing each entry with the legal regime.
2M Hukuk Avukatlık Ofisi, with its Tuzla-based structure and field experience in the shipyard region, provides legal services in matters such as bill of lading and freight contract disputes, cargo damage and loss claims, late delivery compensation, laytime and demurrage calculations, general average, forwarder liability, ship arrest, and collection of maritime claims.
Our service areas: bill of lading disputes lawyer, maritime commercial law lawyer, Istanbul cargo damage lawyer, freight and demurrage claims lawyer, charter party disputes lawyer, ship arrest lawyer, general average lawyer, shipyard lawyer — We operate in the regions of Tuzla, Pendik, Kartal, Maltepe, Aydınlı, Tepeören, Orhanlı, Gebze, Darıca, Çayırova, Dilovası, and Kocaeli.
Legal consultancy in English, French, and Arabic is provided for foreign clients. To find out which law and which court your bill of lading binds you to, you can contact our team of lawyers.
Our other reviews related to this article: “How Are Disputes Resolved According to Types of Freight Contracts?“, “How Are Laytime and Demurrage Disputes Calculated?“, “What is FIO or FIOS Clause?” and “Ship Arrest“.
Frequently Asked Questions
What is the difference between a short-form bill of lading and a long-form bill of lading?
Short-form (charter party) bills of lading are used in bulk cargo and tramp shipping; they contain only a few clauses on the reverse side, and most of the contract content is incorporated by reference from the charter party. Therefore, they cannot be read independently. Long-form (liner) bills of lading, on the other hand, are used in liner and container shipping, they contain dozens of clauses on the reverse side, and the document stands on its own.Does the reference clause in the bill of lading also cover the arbitration clause in the charter party?
In current templates, the reference clause is drafted to explicitly cover the charter party’s law and dispute resolution clause. Conversely, it is also debated which charter party the reference is made to, whether the date is left blank, and whether the bill of lading holder can be made subject to this condition. In practice, courts consider the arbitration clause valid if the reference is sufficiently clear and specific, and can issue a dismissal decision due to lack of jurisdiction. Does the clause “Weight, quantity, condition unknown” completely absolve the carrier from liability?
No. This clause aims to prevent the carrier from being held responsible for the accuracy of declarations in matters they cannot actually control. Its effect weakens in matters where the carrier has a reasonable possibility of control. Furthermore, according to Article 1243/2 of the TCC, clauses and conditions that result in reversing the burden of proof regulated by law in favor of the carrier are invalid. Is the clause “no liability before loading and after unloading” in the bill of lading valid?
Its validity is seriously debatable when Turkish law is applied. Article 1178 of the TCC extends the carrier’s period of liability from the receipt of the goods until their delivery; while Article 1243/1 of the TCC deems all clauses and conditions that directly or indirectly abolish or restrict liabilities arising from this article as invalid. The invalidity of the clause does not affect the remaining provisions of the bill of lading. Why is it so important who signed the bill of lading?
Because the capacity of the signatory determines who the carrier is and, consequently, against whom the lawsuit should be directed. The clause “as Master” or “as Agent for and on behalf of the Master/Owners” designates the owner; while the clause “as Agent for the Charterer as Carrier” places the charterer in the position of the carrier. Misdirection of the claim leads to the dismissal of the lawsuit due to lack of standing, and in the meantime, the one-year prescriptive period may expire. Is the Both-to-Blame Collision clause applicable in Turkey?
It is controversial. The clause, as a result, indirectly alters the carrier’s statutory liability regime to the detriment of the cargo interest. Since the phrase “directly or indirectly” in Article 1243/1 of the Turkish Commercial Code (TTK) specifically targets such regulations, the validity of the clause can be challenged in cases where Turkish law is applied. It is also known to be considered invalid in some judicial systems in comparative law. What should I do if the general average clause states “dispatch place London”?
The process is managed by a foreign average adjuster; this increases the burden of cost and time. Security must be provided against the general average contribution for the cargo to be released; for insured cargo, the insurer provides this security. After security is provided and the cargo is released, the contribution can be disputed by claiming that the incident arose from the carrier’s breach of its seaworthiness obligation. What are the consequences of not stating the number of packages on the bill of lading?
If the number of packages or pieces inside a container is not specified, the entire container may be considered a single unit for liability limitation purposes, which significantly lowers the compensation ceiling. Therefore, stating the number of packages in the bill of lading instructions is the cheapest and most effective legal protection measure during the shipment phase. Is a shortened statute of limitations clause in the bill of lading binding?
As a rule, no, when Turkish law is applied. Clauses and conditions that shorten the statutory period are considered invalid under Article 1243 of the Turkish Commercial Code (TTK). However, if foreign law is to be applied to the dispute, such clauses may be binding. Therefore, the applicable law must first be determined, and the time limit calculated thereafter. I only have the front side of the bill of lading, what should I do?
The analysis cannot be completed without the reverse side and — if it’s a short-form bill of lading — the referenced charter party being provided. These documents must first be requested in writing from the carrier, agent, or forwarder, and the request and response must be placed in the file. If they are not provided, the submission of documents may be requested from the court during the litigation phase; refusal to submit without a just cause may be evaluated as tending to prove the claim.
Source and verification note: In this article, the texts of template bill of lading clauses have not been reproduced verbatim; instead, their functions have been analyzed. The copyrights of the forms belong to the relevant organizations, and official texts should be obtained from authorized sources. For legal provisions, the current versions of the Turkish Commercial Code No. 6102 and the Private International Law and Procedural Law No. 5718 should be taken as a basis. For Supreme Court decisions, Supreme Court Decision Search and UYAP should be used for verification.
