The new "Maritime Law" will come into effect on May 1st: Analysis of the Reconstruction of Maritime Risk Rules for Export Enterprises and Practical Responses

Introduction

On May 1, 2026, the newly revised "Maritime Code of the People's Republic of China" will come into effect. For enterprises that have been engaged in export business for a long time, this amendment is not merely a routine update in the maritime field; rather, it may have a significant impact on transaction structures, allocation of transportation liability, handling of goods abandoned at the destination port, control of documents, and the pace of dispute resolution. Especially in common export models such as FOB and CIF, many enterprises used to habitually believe that as long as the buyer is responsible for booking shipping space and the freight is paid on delivery, the seller's liability in the transportation process would be relatively limited. However, from the institutional design of the new "Maritime Code", this past experience-based judgment is no longer reliable. Who will be recognized as the "shipper", who should bear the costs and risks when there is no pickup at the destination port, whether the seller can actively change the port or modify the consignee, and whether electronic bills of lading can be safely used, all these will become more specific and also more realistic risk control issues.

Based on the common dispute scenarios in export business, this article briefly summarizes several changes that are worth paying attention to after the implementation of the new "Maritime Code", and proposes practical suggestions from the perspectives of contracts, documents and internal processes, for export enterprises to refer to when adjusting their business arrangements.

01 Analysis of Legal Provisions Changes and Practical Applications that Have a Significant Impact on Exporters' Export Business

(1) Reconfiguration of the "no pickup" rule, posing a risk of cargo abandonment at the destination port for shippers

1. Changes in legal provisions

The Article 86 of the former "Maritime Commerce Law" stipulated that if no one at the unloading port claimed the goods, or if the consignee delayed or refused to claim the goods, the captain could unload the goods in a warehouse or other appropriate place. The resulting expenses and risks would be borne by the consignee.

Article 93 of the new "Maritime Commerce Law" has been revised as follows: If no one at the unloading port takes possession of the goods, the captain may unload the goods at a warehouse or other appropriate place. The resulting expenses and risks shall be borne by the shipper, but the captain shall promptly notify the shipper. If the consignee has exercised the rights under the maritime cargo transportation contract but delays or refuses to take possession of the goods, the captain may handle the goods in accordance with the provisions of the preceding paragraph, and the resulting expenses and risks shall be borne by the consignee.

2. Clause Interpretation

Under the new "Maritime Code", the principle for determining the liability entity in cases of "no claim for goods" should be the contractual shipper, rather than the actual shipper.

In the event that the destination port fails to receive the goods, the carrier can prioritize claiming losses such as storage fees, storage charges, detention fees, return shipping fees, disposal fees, and the shortfall from the auction from the "shipper".

Based on the existing judicial practices and the judicial reasoning reflected in the guiding case No. 230 of the Supreme People's Court, the term "shipper" in Article 93 of the New Maritime Code should be more appropriately interpreted as a contractual shipper who has a transportation contract relationship with the carrier and can be notified to make decisions regarding the disposition of the goods, rather than merely the actual shipper who is responsible for delivering the goods to the carrier. Specific reasons are as follows:

Firstly, the provisions in the new "Maritime Code" regarding the liability for "unclaimed delivery" are not purely new rules; they are merely a continuation of past practices. According to Article 61 of the "Meeting Minutes of the National Court Conference on Foreign-related Maritime and Maritime Affairs Trials" implemented on December 31, 2021, "【Responsibility for expenses in case of no claim by the destination port】 If the bill of lading holder fails to claim the goods from the carrier or exercise other rights at the destination port, the expenses and risks arising from the failure to collect the goods shall be borne by the shipper. If the carrier claims freight, storage fees, container overdue usage fees, or other expenses arising from the failure to collect the goods from the shipper based on the transportation contract relationship, the court shall support such claims." This provision is consistent with the liability rules for "unclaimed delivery" in the new "Maritime Code" and the "Meeting Minutes" was already in effect before the implementation of the new "Maritime Code", providing a judicial basis for practical cases.

Secondly, in Supreme Court Guiding Case No. 230, the court ruled that: In the absence of the consignee's claim for delivery or exercise of other rights to the carrier, the expenses and risks arising from the failure of the destination port to accept the goods shall be borne by the charterer who is a party to the maritime cargo transportation contract. The actual shipper shall not be liable for compensation for this.

(2) In FOB transactions, will the exporter be regarded as the contractual shipper and thus be held responsible for the "no pickup" situation?

Under the FOB clause, the seller is generally regarded as the actual shipper, but this does not necessarily mean they are the contractual shipper. The contents recorded on the bill of lading carry significant evidentiary value, but they are not the sole criterion for determining the contractual shipper. One cannot simply rely on the "shipper" column on the bill of lading to determine that they are the "contractual shipper". In judicial practice, courts usually comprehensively review factors such as who initiated the booking process, who signed the booking instruction or the freight forwarder's commission letter, who paid or promised to pay the freight, who directly contacted the carrier or the non-vessel operating common carrier and accepted the transportation conditions, and who made instructions regarding transportation contract matters such as changing the port or the consignee. Based on these factors, they will essentially determine who has established a maritime cargo transportation contract relationship with the carrier.

If the exporter only fulfills the obligations of preparing goods, handling customs clearance, and delivering the goods upon shipment in the FOB business, without directly submitting the booking instruction in its own name, without signing the transportation authorization documents with the carrier or freight forwarder, and without promising to pay the ocean freight or port charges to the carrier, then the exporter is usually closer to being an "actual shipper" rather than a "contractual shipper".

Conversely, if the exporter stipulates in the trade contract as FOB, but in actual operation, the exporter or the exporter's employees directly negotiate the booking with the shipping company, the non-vessel operating common carrier, or the freight forwarder, sign the consignment note, the freight forwarder's authorization letter, the transportation service agreement, confirm the freight terms, or continuously issue instructions in their own name during the confirmation of the bill of lading, re-booking, and release of the documents, then there is still a relatively high probability that the exporter will be recognized as the contractual shipper, and thus may be required to bear the responsibility for "unclaimed delivery".

(3) If the carrier fails to fulfill the notification obligation to the shipper, the shipper has the right to use this as a defense to refuse to bear the additional losses.

The proviso in the first paragraph of Article 93 of the new "Maritime Commerce Law" clearly stipulates that in the event that no one collects the goods at the destination port, the carrier shall fulfill the obligation to notify the shipper.

From the perspective of legislative purpose, the timely fulfillment of the carrier's notification obligation is beneficial for the shipper to promptly handle the situation where goods arrive at the port but no one picks them up. It can also minimize the further expansion of losses such as detention fees and storage fees caused by the accumulation of goods.

According to Article 591 of the Civil Code regarding the obligation to prevent the expansion of losses, in the case where no one picks up the goods at the destination port and the carrier fails to fulfill the notification obligation, resulting in the expansion of losses, the shipper has the right to refuse to bear the expanded part of the losses.

(4) Exceptional circumstances where the consignee is responsible

Article 93(2) of the New Maritime Code stipulates: "If the consignee has exercised the rights under the maritime cargo transportation contract but delays or refuses to take delivery of the goods, the captain may handle the goods in accordance with the provisions of the preceding paragraph. The resulting expenses and risks shall be borne by the consignee."

Regarding the determination of "the consignee has exercised the rights under the maritime cargo transportation contract", it should be understood based on the criterion of "whether the consignee has transformed from a third party benefiting from the contract to the counterparty of the contractual obligations". Generally, situations that can support the determination include: the named bill of lading consignee or the bearer bill of lading holder claims delivery of the goods from the carrier; the consignee issues a clear instruction to the carrier to control the goods, suspend release, change the destination of delivery, change the consignee or dispose of the goods; the consignee processes bill of lading exchange, makes pickup reservation, pays the destination port fees, submits customs clearance or pickup documents to the carrier; the consignee clearly confirms acceptance of the goods and requests the carrier to cooperate in the delivery.

However, if the consignee merely makes routine inquiries about the nature of the goods, the information of the shipper, and the arrival status after receiving the carrier's notification, it is usually not sufficient to conclude that the consignee has exercised the rights under the maritime cargo transportation contract.

3. Impact Analysis

(1) In FOB transactions, if the exporter merely fulfills the obligation of delivery and does not participate in booking the shipping, they are usually regarded as the actual shipper. In principle, they are not liable for the costs and risks stipulated in Article 93 of the new law regarding the situation where there is no pickup at the destination port.

However, if no one picks up the goods at the destination port, the carrier or the freight forwarder may still issue a claim notice to the exporter based on the "shipper" information recorded on the bill of lading. Even if the exporter is not the responsible party, they still need to defend themselves. For items such as demurrage, storage fees, warehousing fees, cargo disposal fees, and auction differences, the exporter may receive the claim notice first. At that time, the exporter needs to respond promptly.

(2) In the CIF transaction, since the exporter is more likely to be the consignor of the contract, the carrier does not need to bypass the buyer to directly claim from the exporter. Therefore, this has no fundamental impact on the CIF transaction.

4. Suggestions for Response

(1) Terms of the Sales Contract

If the FOB trade term is adopted, it is recommended to clearly stipulate in the purchase and sale contract that the buyer is responsible for booking the shipping space, concluding the transportation contract, bearing all the freight costs and all the expenses at the destination port. Moreover, for the insurance clause in the contract, it is suggested to include the situation where "the buyer refuses to accept or discards the goods at the destination port" within the coverage.

If the contract adopts the CIF trade term, it is recommended to stipulate in the sales contract the right of the seller to claim compensation for the losses incurred due to the failure of the buyer to collect the goods at the destination port.

(2) Transportation and booking of shipping space execution

In the FOB business, it is recommended that the exporter "only deliver the goods but not book the shipping space". Avoid submitting the booking form and issuing the booking instructions directly in the exporter's own name to the carrier or freight forwarder. All booking matters should be handled by the buyer themselves. Moreover, when filling in the consignor column of the bill of lading, it is required to record "the buyer" as the consignor.

(3) Actively purchase export credit insurance

Whether it is FOB or CIF business, it is recommended that the exporter purchase export credit insurance, clearly including "buyer's rejection or abandonment of goods at the destination port" within the coverage scope, in order to transfer the risks of no collection or abandonment of goods.

(4) Adjust the settlement method and increase the cost for the buyer to discard goods

For the first-time cooperation and for buyers with large transaction amounts, the letter of credit settlement method should be given priority to reduce the risk of lost goods. Avoid using the settlement method of 100% post-T/T payment. Instead, adopt the settlement model of "advance payment + payment upon presentation of the bill of lading copy" to ensure that the buyer has made the full advance payment, thereby increasing the cost of the buyer's default in case of losing the goods.

(2) The consignor's right to modify the contract is enhanced.

1. Changes in legal provisions

The new "Maritime Commerce Law" has added Article 96, which grants the right of contract modification to the shipper. At the same time, it clearly stipulates the exceptional circumstances under which the carrier can refuse the modification.

2. Clause Interpretation

The legal subjects for exercising rights

The contractual shipper is the entity that directly enters into a transportation contract with the carrier. As a party to the contract, the contractual shipper naturally has the right to request changes to the terms of the contract. Although the actual shipper did not participate in the contract formation, they are the entity that actually delivers the goods and possesses the ownership or substantive benefits of the goods. Therefore, the right holders of the right to change the contract terms include both the contractual shipper and the actual shipper.

(2) Formal requirements for exercising rights

The shipper exercising this right must simultaneously meet the legal conditions of "during the carrier's liability period" and "written notice", and the changes or terminations involved shall only include "stopping the transportation, returning the goods, changing the port of unloading or delivering the goods to other consignees", and shall bear the corresponding losses caused thereby.

(3) The second paragraph of this article also clearly stipulates that the carrier may only refuse the consignor's request for modification under three specific legal circumstances.

3. Impact Analysis

(1) In the FOB export business, as long as the exporter holds all the original bills of lading, they can exercise the right to modify the contract based on this clause. If the exporter is recognized as the contractual shipper, they will enjoy the same complete rights as in the CIF business and can directly exercise their rights to avoid the risk of cargo abandonment.

(2) In the CIF export business, the exporter acts as the entity responsible for booking the shipping space. Usually, it is the charterer of the contract. It is the complete exercising entity of the contract modification rights of the shipper and there is no any dispute regarding its legal entity status.

4. Further Suggestions

(1) In the sales contract, it is clearly stipulated that "in the event that the buyer fails to make payment on time, has deteriorated credit, refuses to take delivery of the goods, goes missing, encounters customs clearance obstacles, etc., the seller has the right to unilaterally decide to change the port, change the consignee, resell or return the goods."

(2) Pre-agree in the freight forwarder/transportation contract the procedures for changing the order and port, the cost sharing, the notification mechanism, and the obligations regarding document coordination.

(3) To align the consignor's cost-sharing clause under the new regulations, it is suggested that the exporter conduct an early assessment of the defaulting buyer and promptly exercise the right to modify the contract. This will prevent the occurrence of a large amount of demurrage fees and other expenses upon arrival of the goods at the destination port.

(3) Established the legal status of "electronic transportation records"

1. Changes in legal provisions

The new "Maritime Law" specifically stipulates "Electronic Transportation Records" in Chapter 4 (Articles 82 to 86), clearly stating that electronic transportation records that meet the legal conditions have the same legal effect as paper transportation documents. The carrier and the shipper can reach an agreement and issue and use electronic transportation records. Electronic transportation records can be converted into transportation documents and vice versa.

2. Legal Interpretation

(1) Criteria for the Recognition of Electronic Transportation Records

According to Article 82 of the new "Maritime Commerce Law", electronic transportation records refer to information that the carrier issues through electronic communication in accordance with the maritime cargo transportation contract, to prove that the maritime cargo transportation contract and the goods have been received or loaded by the carrier. This information includes transferable electronic transportation records and non-transferable electronic transportation records. Electronic transportation records that meet the legal conditions have the same legal effect as traditional paper transportation documents and shall not be denied merely because of their electronic form. All the provisions regarding transportation documents in this law apply to electronic transportation records.

Regarding how to determine whether an electronic document constitutes an electronic transportation record, it cannot be determined solely based on whether it exists in electronic form. Instead, a comprehensive judgment should be made by considering its content, the issuing entity, its function, and the control method of its circulation. According to the provisions of Article 82 to Article 85, an electronic document should at least possess the following characteristics:

First, the issuer is the carrier. This document must be issued by the carrier in accordance with the maritime cargo transportation contract, or it must be able to prove that it is an official transportation document issued by the carrier, rather than an internal circulation document of the freight forwarder, a screenshot from the business system, or a regular business notification.

Second, it should have the basic function of serving as proof for transportation documents. This material must be able to prove the maritime cargo transportation contract relationship and that the goods have been received or loaded by the carrier, rather than merely reflecting single operational information such as booking applications, space pre-allocations, logistics tracking, and port arrival notifications.

Thirdly, the recorded information in this material should comply with the requirements of Article 84, namely, it should be complete and accurate, readily accessible for review, the issuer should be identifiable, and the holder should be able to prove their identity.

Fourth, the records of transferable electronic transportation documents must possess exclusive control characteristics. If they are transferable electronic transportation documents, they must also comply with the provisions of Article 85, including transferable information and transfer procedures, and ensure the uniqueness, integrity, and exclusive control of the holder over the records through reliable methods or a reliable transaction system.

Fifth, this material must be an electronic transportation document that has been mutually agreed upon and issued by the carrier and the shipper, rather than an electronic file created by one party without the approval of the other party.

Therefore, not all electronic data related to maritime transportation falls under the category of electronic transportation records.

(2) Materials that may constitute electronic transportation records in current practical operations

In current practical operations, electronic bills of lading, electronic marine bills of lading, and other electronic transportation documents issued through recognized electronic document platforms, carrier electronic bill of lading systems, or other reliable transaction systems that meet legal requirements, constitute electronic transportation records.

On the contrary, the following materials are generally not considered as electronic transportation records: booking confirmation, space allocation notice, logistics tracking page, arrival notification, release of goods notification, document exchange notification, scanned copy of ordinary mail, screenshot from the freight forwarder's system, business operation receipt issued by the carrier or the freight forwarder, scanned copy of the original bill of lading, etc. Although these materials may have evidentiary significance, they usually do not possess the formal issuance attributes, rights certificate functions and exclusive control mechanisms required for transportation documents.

Meanwhile, traditional electronic delivery does not actually fall under the category of electronic transportation records. Electronic delivery is mostly carried out by the shipper returning the original bill of lading or providing a guarantee letter, and then the carrier authorizes the destination port to release the goods through an electronic instruction. This operation method does not inherently possess the function of a legal title certificate.

In conclusion, the types of transport documents, including bills of lading, marine bills of lading, and other documents that prove the contract of maritime cargo transportation and the receipt or loading of the goods, can generally exist in electronic form and constitute electronic transport records. However, this is only possible if they meet the new law's requirements regarding content, identity verification, accessibility, and exclusive control in transfer scenarios, rather than simply being considered electronic transport records just because they are in electronic form.

3. Impact Analysis and Follow-up Recommendations

(The direct impact on the existing processes of the exporter)

First, if the exporter subsequently adopts electronic bills of lading or other electronic transportation records, it is necessary to re-examine whether the platform, shipping company, freight forwarder, and cooperating bank accept the same technical and business standards.

Secondly, electronic and paper-based transport documents can be converted into each other. However, once the conversion is completed, the original transport document will immediately become invalid. Therefore, to avoid any errors during the conversion process, such as simultaneous circulation of electronic and paper versions, which may lead to duplicate shipments or disputes over ownership of the goods, it is recommended that the exporter, as the seller, establish strict conversion approval and cancellation mechanisms. The focus should be on reviewing and following up on the measures taken by relevant parties to cancel the invalid documents.

Thirdly, the exporter must not mistakenly consider any online delivery or email confirmation as legally valid electronic transportation documents. Otherwise, they may face significant risks in areas such as cargo rights control, tax refunds, and evidence presentation in disputes. Therefore, it is necessary to carefully verify whether the electronic materials provided by entities such as shipping companies constitute valid electronic transportation documents.

(2) During the initial stage of the new law's implementation, electronic transportation records should be cautiously adopted.

As an newly established system, the corresponding supporting rules for electronic transportation records are not yet fully developed, especially regarding the identification standards. Moreover, if the issuer, recipient or holder of the electronic transportation record makes an incorrect identification, it may lead to incorrect delivery and trigger disputes over the ownership of the goods. It may also affect export tax rebates, etc. Therefore, before the supporting identification standards can be further refined, the exporter should adopt a cautious strategy of "first conducting entry review and then conducting small-scale pilot programs" for electronic transportation records.

(4) For international maritime contracts related to Chinese ports, even if the governing law is stipulated, the provisions of Chapter 4 of the New Maritime Code shall still apply.

1. Changes in legal provisions

The second article of the old "Maritime Commerce Law" clearly stipulated that the provisions of Chapter 4 "Maritime Cargo Transportation Contracts" were not applicable to maritime cargo transportation between ports of the People's Republic of China.

The new "Maritime Law" not only includes domestic maritime cargo transportation between ports within the People's Republic of China within the scope of definition in Chapter 4, but also explicitly stipulates in the second paragraph of Article 295: International maritime cargo transportation contracts where the loading port or unloading port is located within the territory of the People's Republic of China shall be governed by Chapter 4 of this Law.

2. Clause Interpretation

Article 295(2) of the new law stipulates, "International maritime cargo transportation contracts where the loading port or unloading port is located within the territory of the People's Republic of China shall be governed by the provisions of Chapter IV of this law." This clause falls under the circumstances stipulated in Article 4 of the "Law of the People's Republic of China on the Application of Law in Foreign-related Civil Relations", which states that "If the laws of the People's Republic of China have mandatory provisions regarding foreign-related civil relations, such provisions shall be directly applied." It has absolute mandatory applicability and parties cannot exclude its application through contractual agreements.

This means that as long as the loading port or unloading port of an international maritime cargo transportation contract is located within China, when dealing with the core rights and obligations stipulated in the maritime cargo transportation contract, the mandatory rules of Chapter 4 of the New Maritime Code should be given priority. Even if the parties have agreed in the bill of lading, maritime waybill, service terms or English format contract to apply foreign law, this cannot be used as an excuse to exclude the application of the rules in Chapter 4 of the New Maritime Code regarding the carrier's liability, the shipper's liability, the delivery of goods, unclaimed goods, retention and auction, and contract amendments.

As for the disputed matters not covered in Chapter 4, or other contract issues that do not fall within the scope of mandatory adjustment stipulated in Chapter 4, they can still be supplemented and judged in accordance with the applicable law agreed upon by the parties or the principle of the closest connection, provided that they do not violate mandatory provisions of China and public order.

3. Impact Analysis and Follow-up Recommendations

When the exporter reviews the English terms of the shipping company, the freight forwarding format terms, and cross-border transaction disputes, they should not merely make judgments based on foreign law provisions or industry practices. Instead, they should first return to Chapter 4 of the New Maritime Code to examine whether the relevant agreements conflict with the mandatory rules of Chinese law.

For the exporter, this is both a risk and a right: On the one hand, the exporter cannot blindly believe that the foreign law and foreign courts/arbitration arrangements stipulated in the other party's standard terms can completely alter the liability allocation; on the other hand, when the shipping company or freight forwarder attempts to expand the exporter's liability based on its standard terms, the exporter can directly invoke Chapter 4 of the New Maritime Code to defend or assert its rights.

(5) The claim for compensation in maritime cargo transportation shall be subject to a one-year short statute of limitations, and the "interruption rule for submitting a performance request" is introduced.

1. Changes in legal provisions

Article 284 of the new Maritime Code establishes a one-year statute of limitations for claims for compensation in maritime cargo transportation, and distinguishes the starting point based on the claimant: (1) If the claim is against the carrier or the actual carrier, the statute of limitations starts from the date of delivery or the date when delivery is supposed to occur; (2) If the claim is against the shipper, the consignee, or the holder of the transport document, the statute of limitations starts from the date when the right holder knows or should know that their rights have been infringed.

Furthermore, Article 294 stipulates that the statute of limitations is suspended when the claimant makes a request for performance, files a lawsuit, applies for arbitration, or when the respondent agrees to fulfill the obligation. If the claimant applies for ship arrest, the statute of limitations is suspended from the date of the application for ship arrest.

2. Clause Interpretation

Compared with the old law, the main modifications are as follows: (1) The old law only stipulated that "claims against the carrier shall be subject to a one-year statute of limitations", but there was no provision for the statute of limitations for claims by the carrier against the consignor. The new law has expanded the scope of application of the one-year statute of limitations, that is, the right to claim compensation for all maritime cargo transportation applies the one-year short statute of limitations. (2) Different calculation rules for the statute of limitations are set according to different claim objects; (3) It is recognized that "making a request for performance" can interrupt the statute of limitations.

3. Impact Analysis and Follow-up Recommendations

First, if the exporter intends to claim rights from the carrier regarding delays in transportation, damage or shortage of goods, or incorrect delivery, they should initiate a written claim as early as possible after the delivery of the goods or the supposed delivery.

Secondly, if the exporter receives claims from the shipping company, non-vessel operating common carrier, or freight forwarder regarding expenses at the destination port, or the insufficient portion of retention and auction from the consignor, they cannot simply delay the handling. Instead, they should promptly verify the calculation point, provide a written response, and manage the time limit and counterclaims properly.

Thirdly, in daily business operations, all materials such as reminder letters, lawyer's letters, emails, WeChat messages, system notifications, delivery records, and audio recordings should be uniformly retained to prove the time when "a request for performance" was made or when the claim notice was received.

02 Suggestions for Comprehensive Risk Control of Exporters' Export Business

(1) At the level of sales contracts

1. Regarding FOB business

It is suggested that in the sales contract, the following provisions should be clearly stipulated: The buyer is responsible for booking the shipping space, entering into the transportation contract with the carrier or freight forwarder, and bearing the entire cost of the maritime transportation and the expenses at the destination port. If the goods fail to be picked up by the consignee, are delayed in pick-up, detained, auctioned, destroyed, returned or resold due to reasons such as the buyer, consignee, notification party, destination port agent or customs clearance arrangement, all the expenses and losses incurred thereby shall be borne by the buyer. The seller has the right to directly claim compensation from the buyer and has the right to deduct from the payable payment, deposit or other due payments.

2. Regarding the CIF business

Given that the exporter is usually more likely to be regarded as the contractual shipper, it is recommended to include stronger breach of contract remedies in the sales contract, clearly stating that in the event of late payment, deterioration of credit, refusal of delivery, customs clearance obstacles, sanctions risks, foreign exchange payment obstacles, loss of contact, etc., the seller has the right to unilaterally decide to change the port, change the consignee, resell, return the goods, or take other reasonable measures, and the related costs and losses shall be borne by the buyer.

3. For all export business

It is suggested to add a "Special Clause for Abandonment/Refusal of Goods", covering contents such as cost assumption, mitigation obligations, authorization for re-routing or re-hauling, obligation to cooperate with documents, obligation to provide guarantees, order of compensation, dispute resolution, and assumption of legal fees. For high-risk buyers, additional credit enhancement measures such as minimum advance payment ratio, letters of credit, standby letters of credit, guarantees, or guarantees from affiliated companies can also be added.

4. Others

If the buyer's creditworthiness is average, the transaction amount is large, or the destination port is a region with complex customs clearance and high port detention fees, it is recommended to preferentially adopt irrevocable letters of credit, a higher proportion of advance payment, phased payment, or the "advance payment + sight payment" model. Be cautious about accepting 100% T/T after delivery, long-term credit sales, and unsecured transshipment release arrangements. When necessary, providing complete information of the consignee, notifying party, destination port agent, and customs clearance contact person before shipment can be set as a shipping condition.

(II) At the level of transportation and documentary documents

In the FOB transaction

In principle, the buyer should directly sign the contract with the designated freight forwarder, non-vessel operating common carrier or shipping company. If the exporter only cooperates with the shipment process, it should clearly state in the emails, waybills, freight forwarder's authorization letters, bill of lading confirmation documents, and account statements, "This cooperation is solely for facilitating delivery and export customs declaration, and does not constitute the conclusion of a transportation contract or the assumption of the destination port expenses on behalf of the exporter."

2. For the format files sent by the freight forwarder designated by the buyer

The key points to be reviewed include whether there are provisions such as "the shipper bears all costs at the destination port", "the consignor assumes joint liability for the consignee's debts", "the establishment of the agency is deemed to be in effect regardless of whether a bill of lading is issued", and "the liability recorded on the bill of lading is regarded as the ultimate responsible party". Without review, it is not recommended to directly sign on behalf of the exporter.

3. The arrangement of the "shipper" column on the bill of lading should be carefully handled in accordance with the specific trade structure.

If the transaction and regulatory conditions permit, in FOB business, efforts should be made to have the buyer or the entity designated by the buyer for booking the shipping contract be reflected in the relevant documents as having the status of the transportation contract. If it is necessary to show the information of the exporter due to customs declaration, tax refund or bank presentation of documents, other supporting documents that can prove that the exporter is not the contractual shipper should also be retained simultaneously, in order to avoid being regarded as the contractual shipper.

4. Business involving retention of cargo ownership control

Attention should be paid to the differences among the original bill of lading, ocean bill of lading, electronic release, and electronic transportation record. Before the payment for goods is received, the use of electronic release should be cautious; if electronic transportation record is to be used subsequently, the platform compliance and bank acceptability assessment should be completed first, and the issuance, circulation, conversion, cancellation and identity authentication systems should be established.

5. Suggestions

Include notification and mitigation clauses in the cooperation documents with freight forwarders or carriers. Require that in cases where the goods have not been picked up upon arrival at the port, customs clearance is blocked, the goods are detained by customs for inspection, or high storage or detention fees are about to be incurred, the exporter must be notified in writing within the agreed time limit, and cooperate with port changes, return shipments, resale, or other disposal measures.

(III) Internal SOP Level

Establish a "Shipper Identity Verification" pre-review mechanism

For each transaction, before shipment, clearly record the following information: trade terms, who books the shipping space, who signs the freight forwarder's authorization letter, who bears the freight cost, who holds the original bill of lading or electronic transportation record, who has the authority to issue transportation instructions, and have it cross-checked by the business, document, legal, or risk control personnel.

2. Establish an abnormal warning mechanism for the destination port

It is suggested to set the nodes around the estimated arrival date, and track the arrival notification, document exchange status, customs clearance status, the deadline for exemption from stacking and container usage, the number of days the goods are detained at the port, and the increase in costs. Once it is discovered that the buyer delays payment, fails to pick up the goods, goes missing, or the costs at the destination port rise rapidly, the internal warning system should be immediately upgraded.

3. Develop an emergency response plan

For general risk business, the business department can first urge the buyer and require them to confirm the delivery plan. However, for medium and high-risk business, it is necessary to simultaneously contact the carrier, freight forwarder, insurer and destination port agent to assess feasible paths such as changing the port, changing the consignee, returning the goods, reselling, or disposing of the goods to avoid losses.

4. Strengthen evidence retention

All booking instructions, bill of lading confirmations, release authorization, port arrival notifications, buyer's reminder records, carrier notifications, destination port cost details, loss mitigation plans and disposal decision processes should all be kept as traceable evidence, so as to facilitate subsequent defense of the shipper's identity, assertion that the carrier failed to notify in a timely manner, control of the statute of limitations and recovery from the buyer.

5. Set the threshold for legal intervention

In cases where the buyer's creditworthiness deteriorates, the destination port charges are close to or exceed the value of the goods, the goods involve dangerous goods/food/regulatory licenses, the carrier intends to retain or auction the goods, or electronic transportation records conversion is planned, it is recommended that legal affairs or external lawyers be involved as early as possible, rather than dealing with it after a formal lawsuit is filed.

(4) Insurance aspect

For overseas buyers with higher credit risks, it is recommended to combine export credit insurance or specific logistics liability insurance products. The focus should be on verifying whether the insurance coverage includes scenarios such as the buyer's refusal to accept the goods, long-term detention at the destination port, return of the goods, or disposal costs. If the existing insurance policy does not cover these expenses, it is necessary to confirm with an insurance broker or the insurer separately.

The new Maritime Code that will come into effect on May 1, 2026 is not a minor amendment; rather, it represents a systematic reconfiguration of the liability division, transaction structure, and document management in export maritime business. In the face of this significant change, instead of passively responding, export enterprises should take the initiative to sort out their affairs. By using the new law provisions as a mirror, they should review their existing contract templates, operational procedures, and partners, and complete the closed loop from risk identification to system adaptation.