GLOBAL FORWARDING PARTNERS OPERATING MANUAL · regard to the Freight Forwarding and generally to promote goodwill among the members of the Association, increase its representatives

2011 Copyright Reserved

GLOBAL FORWARDING PARTNERS

OPERATING MANUAL

“THE CARING NETWORK ACROSS THE GLOBE”

“PARTNERSHIP THRU PRO-ACTIVE DEVELOPMENT”

1

CHAPTER PAGE

1. WHAT IS GFP?

2. RULES AND REGULATIONS

3. PAYMENT NETTING SYSTEM

4. MEMBERSHIP

5. GFP MASTER PLAN (GFP-M01)

6. LIABILITY & INSURANCE

7. INTERNATIONAL RULES & CONVENTION

3 – 21

22 – 26

27 – 38

39 – 52

53 – 72

73 – 85

86 – 110

TABLE OF CONTENTS

2

WHAT IS GFP ?

3

GFP is ……A non profitable Organization established

to counter globalisation

A forum to protect its members

Your One Stop Logistics Centre

GFP IN PURSUIT OF TECHNOLOGICAL ADVANCEMENT

4

WHY GFP?

GFP - WORLD CLASS IN LOGISTICS MANAGEMENT

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Stronger Global Representation

(Strategic Alliances)

Common Identity, Better Bargaining Power.

Basic Concepts:

Legal & Liability Regime for Multimodalism

MTO B/L & AWB Contract of Carriage

Limiting Liability thru Group Insurance

Your Convenient Network

GFP - MEETING RIGOROUS STANDARDS

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WHAT DO I GET?

GFP - LEADER IN INFORMATION TECHNOLOGY

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Secured Payment (Thru Payment Netting System)

Service With Security

MNC Tender Biddings’ Participation

Advertisement in Global Magazines

Group Liability Insurance

Foster Greater Dedication & Cohesion

Reducing Traveling Time and Costs

Common Information Webpage (CIW)

GFP – FOSTERING SMART PARTNERSHIP

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System Management SoftwareOn-Line Booking

Enhanced Market promotion

Inter-Member Communication

Service Contract Rates with Major Carriers

Members’ Code of Conduct

(Standard Operational Procedures-SOP)

GFP – TAKES METICULOUS CARE

9

MISSION STATEMENT***********************************

“ TO FOSTER DEDICATION & COHESION

AMONG ITS MEMBERS & TO REMAIN

COMPACT, COMPETITIVE, PROFITABLE

YET DYNAMICS”

10

GFP PHILOSOPHY*******************************************

“ TO MEET THE EVER DEMANDING

EXPECTATIONS OF ALL MEMBERS IN

TANDEM WITH GLOBALIZATION”

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VISION STATEMENT********************************

“TO BE A WORLD CLASS MULTIMODAL

TRANSPORTATION SYSTEM”

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LEGAL & LIABILITY REGIME

CODE OF CONDUCT

Members’ Accreditation Criteria

Willful Misconduct

Performance Level

GFP RULES & REGULATIONS

Enforcement & Adherence

Standard Trading Conditions ( STC)

13

INSURANCE COVERAGE

EACH PARTNER MUST HAVE STANDARD TRADING

CONDITIONS & DEMONSTRATE ANNUAL AUDIT

ACCOUNTS

CREDIT LIMIT IS SUGGESTED AT $4000 PER MEMBER

PER MONTH SUBJECT TO A MUTUALLY SIGNED

AGENCY AGREEMENT

GFP A REGISTERED BODY BY LAW

Registered in Brunei 2006

Administered by GFP Chairman, Board & Secretary

Bank Account in London

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INTERNATIONAL RULES & ACTS

Hague Rules, Hague-Visby Rules

Hamburg Rules & Other Unimodal Transport Conventions

The Himalayan Clause

Warsaw Convention Act

The Transport Road Act

Carriage of Goods by Air Act, COGSA, COGWA

Rail Transport Act

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MEMBER’S ACCREDITATION CRITERIA

**************************************************

No Criminal/ Bad Records

A Minimum Of 3 Years In Business or 5

Years Experience

Known Background, A Minimum Paid Up

Capital Of US$50,000

Bank Guarantee for new members

(To be ascertained by the Board)

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GROUP-WIDE SERVICES ARE QUALITY ASSURED

Members must be capable of providing the following range of

services and support activities on a global basis namely:-

AIR ROAD NVOCC

SEA RAIL CUSTOMS BROKER

PROJECT MANAGEMENT WAREHOUSING

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IN ORDER TO MAINTAIN & DEVELOP QUALITY PROGRAM :-

All Members’ Performances are Strictly Monitored & Controlled.

All Non-Conformances’ are Monitored, Reported & Acted upon to Prevent

Recurrence.

Members’ Staffs are Continuously Trained & Retained

Regular Internal and Eternal Audits on Quality Standards are Conducted.

Conduct Regular Audits on Members Performance with its Customers.

Regular Reports on Services Development.

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SYSTEM MANAGEMENT

DIRECT CONNECTIVITY

Direct EDI Interface amongst all members enabling

Speedy Import Clearance and the Export Recording with

the capability through its own Software Development to

access & clear shipments on a real time basis from any of

GFP stations. In addition, a direct computer linkages with

Major carriers enabling Instant Access to Cargo Status,

Space Booking Rates and etc. This shall give GFP

customer even more rapid and error free processing and

clearance of in/out bound traffics together with

streamlined handling. The system shall accurately

collates and records data in the multimodal transport

regime.

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GLOBALWIDE COVERAGE

GFP aspire to Operate with Key Operational Centers

throughout the world.

Along with our EDI Linkages, we shall have the

operational capabilities in major cities on par if not better

than other MNC forwarders.

PROVISION OF VALUE-ADDED SERVICES

Our Distinctive Standards are continuously raised through

Technical Innovation, tailor-made to meet with the evolving

requirement and improvement to the fullest satisfaction of

customers’ existing demands and future expectations. The

actual criteria on which qualities were judged are:-

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Service enhancements thru technological innovation &

sustained high level of quality of service

Improving customers’ competitive positions in the market

place thru “Value-Added Services.”

Customer endorsements from the new service products

Quality of communication with customers

Quality of staff training and education

Security Awareness.

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RULES & REGULATIONS

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RULES AND REGULATIONS

1. NAME

The name of the Association shall be Global Forwarding Partners.

2. REGISTERED PLACE OF BUSINESS

The registered place of business shall be at BRUNEI or at such other places as may from time to time be decided on by

the Board. This registered place of business shall not be changed unless prior approval is obtained from Registrar of

Company/Society in Brunei.

3. DEFINITIONS

In the construction of these Rules and Regulations made hereunder unless there be in the subject or context inconsistent

herewith, the following expressions shall have the following meanings:-

(a) “The Association” shall mean Global Forwarding Partners.

(b) “Firm” shall mean any Sole-Proprietorship, Partnership, Business Establishment, Limited Company or Corporation.

(c) “Member” shall mean any firm, for the time being, an Ordinary Member of the Association and shall include the

representative appointed by the Member.

(d) “Secretary” shall mean any person or firm for the time being Hon. Secretary General or Secretary of the Association.

(e) “Treasurer” shall mean any person or firm for the time being Hon. Treasurer or Treasurer of the Association.

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(f) “The Board” shall mean the board of the Association and shall include the office-bearers, unless such office-bearers are by

specification or by implication excluded in the context. The board of Directors consisting of not more than 5 members.

(g) “The Office” shall mean the Registered Place of Business of the Association.

(h) “Office-bearers” shall include the Honorable Chairman, the Honorable deputy Chairman, the Secretary and the Treasurer.

(i) “Register” means the Register of Members of the Association as provided for by these Rules.

OBJECTS

4.1. The objects for which the Association is established are:-

(a) To promote and to protect the common interest of the Members of the Association and particularly to enter into meaningful

consultations, discussions, dialogues, communications, exchanges and generally to co-operate and work with the carriers,

mnc shippers and or any public or private establishments, government, semi-government or authorities, boards,

organizations, corporations, associations, person or persons, port users and operators calculated to benefit the Members and

the Association.

(b) To support and enhance the status of Members of Global Forwarding Partners.

(c) To foster greater co-operation, understanding and communication amongst Members.

(d) To gradually evolve a code of conduct among Members, the observance of which will improve the overall quality, competency

and efficiency of their service so as to enhance their reputation and public images and to encourage high business ethics,

standards and practices amongst the Members.

(e) To exchange and disseminate information of interests to all Members.

(f) To provide a forum for discussion pertaining to all matters and questions affecting the interests of Members and the Freight

Forwarding industry and to agree on concerted action and to make representations on matters of interests affecting the

Members and the Association to local authorities, statutory bodies, government and other organizations worldwide.

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(g) To undertake human resources development, academic, vocational and educational programs and to set up establishments

for training of all personnel in logistical chain and such other related services for the Members, their employees, staff and the

public particularly on matters related to the Freight Forwarding industry.

(h) To provide such commercial, industrial, business and trade services to the Members and the Association as an entity in the

operation of their enterprises as an extended support.

4.2. The means by which there objects shall be achieved may be as follows:-

(a) By framing and establishing rules for observance in matters pertaining to the conduct of the Members.

(b) By promoting, supporting and or discussing legislation affecting the Members and for such purposes to make

representation to any relevant parties outside the Association and to take such steps and proceeding as may be expedient.

(c) By providing means related to questions affecting the interests of Members and to initiate, watch over, petition and take

whatever action which may be desirable in relation to legislative or other matters affecting the Members.

(d) By establishing liaison with the carriers, any official (Governmental or otherwise), organization or person, that will be of

benefit to the Association.

(e) By taking such measures as the Association thinks fit for the arrangement, regulations and improvement of facilities with

regard to the Freight Forwarding and generally to promote goodwill among the members of the Association, increase its

representatives worldwide and augment to improve the facilities with which the Freight Forwarding trade may be conducted

without interference with the actual conduct of business of the Members.

(f) By subscribing to, becoming a Member of and co-operating with any other association, whether incorporated or not, whose

objects are altogether or in part similar to those of the Association, and by obtaining from and communicating to any such

association such information as may be likely to forward the objects of the Association.

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(g) By purchasing, taking on lease or in exchange or hiring or otherwise acquiring any real and personal estate which may be

deemed necessary or convenient for any of the purposes or the Association.

(h) By printing publishing any newsletters, periodicals, books or leaflets that the Association may think desirable for the

promotion of its objects.

(i) By investing any monies of the Association not immediately required for any of its objects, in such manner as may from time to

time be determined.

(j) By doing all other such lawful things as are incidental or conductive to the attainment of the above objects, or any of them.

4.3. All monies and profits accruing to the Association whether from the participation in any business, interests, rent collection or

income of any other nature shall be applied solely towards the furtherance, promotion and execution of the objects of the

Association and no portion thereof shall be paid by way of dividend, bonus or profit to any Member of the Association, provided

that nothing herein expressed or contained shall prevent the payment in good faith or remuneration or expenses of both to any

officer, employee or servant of the Association or to any Member of the Association or other person or persons for services

actually rendered by him or them to the Association. Any member be it terminated or expelled shall not be entitled to any claim

from the Association’s fund.

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PAYMENT NETTING SYSTEM

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WHAT IS PAYMENT NETTING SYSTEM ?

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The purpose for the PNS is to centralize control all inter-members’

accounting settlements structured specifically for a uniform, neat,

accurate and timely payment.

Payment Netting is an easy and effective financial mechanism. It

eliminates banking charges, such as bank transfer, currency

exchange loss and is hassle free. It prevents late payment and

restrict members payment exposure no more than 40 days (except

for disputed cases (To be decided upon by the Board) settlement no

later than 60 days).

The System requires each & every member to submit their S.O.A. to

the PNS Centre. The PNS centre will collate collectively as to who

owes who. Upon reconciled a final amount is determined &

reconfirmed by each member as to their individual outstanding to the

Group as a whole. Each partner will “pay or receive”

only ONE AMOUNT each month. By paying or

receiving, the outstanding with various

members can be cleared in one single transaction.

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WHY PNS ?The netting system has been created to coordinate

and to centralize control the flow of money which is

circulating within the GFP in the most healthiest and

safest way.

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WHAT ARE THE BENEFITS?

1. Guaranteed Payment

2. Group outstanding under control

(Able to identify & to prevent payment flaw instantly thus

reducing the Group’s credit exposure)

3. Save on bank charges

4. Reducing currency exchange losses

5. Simple, easy & flexible method

6. Centralize control payment within the group

7. Healthy cash flow

8. Accurate, Consistent & Reliable

9. Easy settlement when outstanding is small

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WHO IS THE PNS CENTRE ?

PNS CO-ORDINATOR : SECRETARY

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Rule No. 1

The settlement of freight & charges are based on the Carrier’s ETD and

NOT the date of invoice.

Example : 28th September – 26th October are payable in the November

payment netting

Rule No. 2

For large freight collect or DDP shipments, upfront charges, custom

duties/taxes, members has the flexibility to dictate for an advance payment

so as to avoid negative cash flow unless both parties agree to settle

thru PNS.

Rule No. 3

a. Maximum Credit Limit : USD 4,000 (above that, between members

mutual agreement).

b. (i) Maximum Credit Period : 30 days

(ii) If a traffic is secured jointly where a credit term is given longer than

30 days the centre must be notified accordingly. The payment for this

particular account will be brought forward to the respective month

mutually agreed.

PAYMENT SETLLEMENT RULES

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c. (i) All invoices must be settled within the netting month.

(ii) Thereafter a finance charge will be imposed.

(iii) For disputed invoice, members must settle the amount not in dispute

until the board has made a judgement, no later than 60 days from the

date of invoice.

d. Failure to comply to the PNS payment schedule will be subjected to an

interest rate at 0.05% per day.

Rule No. 4

a. Bank Guarantee will be needed (to be determined by the board) for

members who default payment for more than once.

b. All S. O. A – must be submitted within the stipulated time frame for the

approval. A PN report will be e-mailed to all netting members by the

centre. Members must notify the centre should a dispute or irregularity

occurs within 6 days after receiving the report failing which, the centre will

not entertain any disputed claim.

c. The PNS procedures are not negotiable.

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Rule No. 5

a. The Board at its discretion is empowered to add, alter or amend the rules

deem necessary for the benefit of the Group.

b. The Board’s judgement will be final. Appeal can be brought up during the

AGM or EGM.

Rule No. 6

All Settlement must be either in USD or in EURO currencies.

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PNS MONTHLY CALENDAR 2005

Member

send SOA to

Centre

1st Date

27th October Centre

provide 1st

reconciled

report

2nd Date

2nd November

Member tally

/reconfirm

/dispute

acceptance

3rd Date

8th November

Final report

(confirmation

) of S. O. A

4th Date

10th November

Payment

Day

5th Date

15th November

Total Payment Day = 29 days

(Invoice date from 28th September – 26th October

*SOA = Statement Of Accounts

CENTRE

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PNS Procedures

a. The monthly calendar must be observed at all times. Each month, there

are 5 important dates to conform with strictly.

b. 1st Date – Member must send an S. O. A. to the Centre – indicating the

amount owed to or owed by other members.

c. 2nd Date – The Centre will provide reconciled report based upon your

SOA indicating the exact amount confirmed O.K. to pay and those in

dispute (not O.K. to pay). Members are given 5 days to double check & to

reconcile with other members to avoid disputes.

d. 3rd Date – Member must reconfirm acceptance, and disputed invoices (if

any) to the Centre & to update any corrections or additions to the

previous S. O. A.

e. 4th Date – A final report will be generated by the Centre. This is also the

cut off date where all differences are expected to be cleared & agreed by

all parties. The report will indicate your position either you are paying or

receiving.

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f. 5th Date – the BIG Payment Day, where all parties can look

forward to clearing their settlement timely & amicably.

g. The entire payment cycle is at 29 days. However the success of

this Payment Netting rely on the full cooperation from all members

to provide an “accurate & timely report”.

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MEMBERSHIP

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5. ELIGIBILITY FOR MEMBERSHIP

Ordinary Membership of the Association shall be opened to all firms worldwide carrying on businesses as international freight

forwarders. Each geographical locality shall be limited exclusively to only one member per location.

6. APPLICATION FOR MEMBERSHIP

Every application for membership shall be made in writing as per Form A signed by the applicant and sponsored by an

introducer (who shall be a Member) and addressed to the respective Director (according to its geographical locality), of whom

shall table the application to the Board for approval. The Applicant (upon approval) shall T.T (Bank Transfer) the membership fee

amount equivalent to one year subscription before full admission can be granted.

In the event the introducer shall, before the applicant comes up for election cease to be a Member, another introducer must be

substituted by written notice to the Secretary.

7. ADMISSION TO MEMBERSHIP

An application shall be admitted to membership by a majority of two-thirds of the Board Members voting in favour of the

applicant admission.

An applicant whose application has been refused, or who has not been admitted for whatever reasons, cannot be proposed

again until after the expiration of six months from the disposal of the previous application. The Board shall have the absolute

discretion to accept or refuse any application for membership of the Association without assigning any reasons whatsoever.

An applicant whose application has been refused may, through his introducer and any Board member/s who is/are dissatisfied

with an election decision, appeal to an Extraordinary General Meeting to reconsider the case. Such meeting shall, if required be

convened through telephone or email. At such meeting the Board may, if so desired, address the meeting or may request the

Chairman to read out a written statement in support of the applicant’s appeal. The decision of the Board shall stand unless

countermanded by the members based on a majority of two-third. The decision shall be final and binding on such applicant.

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8.1. EFFECT OF ADMISSION AND MEMBERSHIP

Immediately after the admission of a new member, notice shall be given to him/her and he/she shall be furnished with a copy of the

rules and regulations.

On becoming a Member, the firm must inform the Secretary in writing, of the name of two persons who are authorized to represent

the Member at meetings. In the event of a Member wishing to change his representative the Secretary must be informed, in writing,

before any meeting.

8.2. VOTING RIGHTS OF MEMBERS

(a) Each Ordinary Member shall be entitled to one vote each at all General Meetings and at any other meetings of the Association

where voting is called for. Voting at all General Meetings of the Association shall be by a show of hands of those present.

(b) The Chairman shall also have the right to exercise a casting vote in addition to his normal vote in the event that the votes are

tied.

9.1 TERMINATION OF MEMBERSHIP

A member shall cease to be a Member of the Association if: -

(a) The Member goes into voluntary liquidation or enters into any scheme of arrangement with the creditors, or if it is a sole

proprietorship or a partnership, the sole-proprietor or a partner of the partnership has had a receiving or adjudicating order in

bankruptcy made against the sole-proprietor or a partner of the firm.

(b) The subscriptions of the Member are in arrears of one month after it has become due, whether demanded or otherwise. Despite

the above, the Board may at its entire discretion, extend such membership but any member whose subscriptions are in arrears

for two months after the same has become due, shall cease forthwith to be a member.

(c) A notice in writing should be sent to the Secretary that member has resigned provided that the Member so resigning shall be

liable to pay all arrears of subscription and other dues by him at the date of so ceasing to be a Member or face legal action.

(d) Member has been expelled from the Association as provided for in Rule 10.

MEMBERSHIP

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(e) All benefits provided herein by the Association shall ceased to exist automatically.

9.2. OUTSTANDING FEES

Notwithstanding anything in these rules: -

(a) A Member who has been terminated under any of the aforesaid rules cannot apply for re-admission unless all arrears in

subscription outstanding at the time of termination are paid in full before any application for membership can be considered

and approved by the Board.

(b) A Member whose membership is terminated under rule 10 shall be fully liable for all arrears of subscription and such other

dues to the Association.

10. EXPULSION OF MEMBERS

(a) If a member in the opinion of the Board fails to conform to any of the Rules and Regulations of the Association, or is guilty

of conduct injurious or detrimental to the interests of the Association of calculated to bring the Association into disrepute, or

has willfully or persistently refused or neglected to comply with the rules and regulations or fails to abide by any resolution

passed by a two-third majority or a resolution passed at a Board meeting duly convened or fail to abide by any resolution

passed at a General Meeting of the Association duly convened, the Board may serve notice by registered letter inviting the

Member to resign from the Association within a time specified in the letter.

(b) The invitation to resign shall only be issued if two-thirds of the Board present at a duly convened meeting for such purposed

vote in favour of so doing. At such meeting the Member who is to be invited to resign may, if so desired, be permitted to

address the meeting or may request the Chairman of the meeting to read to the meeting a written statement with reference

to the matter under complaint.

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(c) In default of such resignation the Board may decide the question of his expulsion at a Board meeting duly convened for such

purposes. If not less than two-thirds of those present at such Board meeting shall vote for his expulsion, he shall thereon

cease to be a Member of the Association. Any person/s who is/are dissatisfied with such a decision of the Board may appeal

to an Extraordinary General Meeting to reconsider the case. Such meetings shall, if required be convened once a year

during the AGM. At such meeting the person/s may, if so desired, address the meeting or may request the Chairman of the

meeting to read out to the meeting a written statement in support of his/their appeal. The decision of the Board shall stand

unless countermanded by a majority of two-third of the Members present at such Extraordinary General Meeting directing

the Board to re-instate the person/s as a Member/s, the same to take effect from the date of the said Board meeting. All

decisions of the Extraordinary General Meeting on the matter shall be final and binding on such person/s.

(d) Any Member who has been expelled may not be proposed for re-election for a

period of one year from the date of his ceasing to be a member.

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11. MEMBERSHIP FEE

The membership fee shall for the time being be (US DOLLARS SIX HUNDRED & FIFTY ONLY) payable yearly in advance

respectively

on 1st October. Where a Member shall for any reason cease to be a Member during the year, the subscription payable for that

year shall be non refundable. New members will be required to pay a full year non refundable membership fee. Regardless of any

day of the month shall be calculated as a full month of membership. The subsequent year shall be based on a pro-rata calculation

to coincide with 1st Octoberr. The entrance fees may, from time to time be determined by the Members during the general

meeting.

MEETINGS

12. MANAGEMENT, GENERAL MEETINGS

The management of the Association is vested in a general meeting of the Members, who will elect office-bearers and a Board to

organize and supervise the daily activities of the Association and to make decisions on matters affecting its running when the

general meeting is not sitting.

13. ANNUAL GENERAL MEETING

A General Meeting of the Association shall be held once a year and the Secretary shall give not less than sixty days’ notice to

every Member, stating the place, day and hour or such meeting.

Business at Annual General Meeting

The business at the Annual General Meeting shall be as follows: -

(i) To adopt the Agenda.

(ii) To receive the Report of the Board for the previous financial year together with a duly audited statement of the

accounts of the Association for that period.

(iii) To elect if the election is due the principal office-bearers comprising of a Chairman, a Deputy Chairman, two Vice

Chairman ,an Honorary Secretary-General and a Treasurer for the ensuing year.

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(iv) To elect if the election is due not more than 4 other Board members for the ensuing year.

(v) To appoint Auditors for the ensuing year.

(vi) To transact any other business relating to the affairs of the Association of

which notice has been given in accordance with these Rules.

(b) Notice of Special Business or Regulations

Any Member, having special business or regulations to bring forward at the Annual General Meeting shall give notice in writing of

such special business or resolutions to the Secretary fourteen days prior the AGM, and the Secretary shall give five clear days’

notice of such special business or resolutions to the Members.

(c) Chairman at Meeting

The Chairman of the Association or in his absence the Deputy Chairman or in their absence a Vice-Chairman (to be chosen from

the two V.Ps) shall take the chair, and in the absence of the above persons, a Chairman for the meeting shall be chosen from

among the Members.

(d) Quorum at General Meeting

At all General Meeting the number required to form a quorum shall not be less than 25% of the membership, attending in person

or by proxy, or double the number of Board members whichever the lesser. If the requisite quorum is not present within half an

hour from the time appointed for the meeting, the meeting shall stand adjourned for half an hour, and if the quorum is not present

half an hour after the time appointed for the postponed meeting, the Members present shall constitute a quorum and the meeting

shall proceed with the business for which the meeting was called. Notwithstanding the above, such an adjourned meeting without

the quorum as mentioned aforesaid should not have powers to alter the Rules of the Association or to make decisions affecting

the whole membership.

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(e) Voting by Proxy

Members shall be entitled to vote at all General Meeting by Proxy, if a proxy is demanded. Each member is entitled to

appoint one (1) person to be his proxy. Each member is allowed to carry one (1) proxy. The Proxy Form, (Form E as

prescribed or as amended by the Board from time to time), duly completed as required must be deposited at the office at

least twenty four hours before the commencement of the Meeting.

(f) Extraordinary General Meeting

The Board may at any time call an Extraordinary General Meeting and they shall, within fifteen days after receipt of a written

request signed by not less than 15% of the Members of the Association and specifying the purpose for which the meeting is

to be called, summon an Extraordinary General Meeting and in either case written notice stating the purpose of the meeting

shall be given to each Member fourteen days prior to the date for which the meeting shall be called provided that in case of

urgency the Chairman or the Deputy Chairman may summon an Extraordinary General Meeting on short notice. A certificate

under the hand of the Chairman or its Deputy to that effect shall be conclusive of the fact that an emergency exists.

(g) Quorum at Extraordinary General Meeting

Paragraph (d) of this rule regarding the postponement of a general meeting shall apply also to an extraordinary general

meeting, but with the proviso that if no quorum is present after half an hour from the time appointed for the postponed

extraordinary general meeting requisitioned by Members, the meeting shall be cancelled, and no extraordinary general

meeting shall be requisitioned for the same purpose until after the lapse of at least six months from the date thereof.

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MANAGEMENT BOARD

14.1. THE BOARD

The Board which shall be elected at the alternate Annual General Meeting once every two years shall consist of a Chairman,

a Deputy Chairman, a Secretary and a Treasurer and not more than 3 other Board members, making the total in the full

Board not exceeding five (5) in numbers. The Board shall be entitled to do such acts within the framework of these rules

and regulations as they think fit to carry out the objects of the Association.

All Board members and any person performing executive functions in the Association MUST be a member for more than 12

calendar months.

14.2. DECISIONS OF THE BOARD

All decisions of the Board shall be decided by a simple majority of the votes cast in each case, unless otherwise stipulated in

the rules. Each Board member shall be entitled to one vote each at all Board meetings on each matter where voting is called

for. Voting at all Board meetings of the Association shall be by a show of Hands of those present. The Chairman shall also

have the right to exercise a casting vote in addition to his normal vote in the event that the votes are tied.

15. ELECTION OF BOARD

The election of the Board will take place in the following manners: -

(a) The Board shall notify the Members of the forth-coming election of the Board, including the office-bearers. Such

notification are to include particulars of the offices for contest and issued to the Members by 16th March in the

year where election of the Board, including the office-bearers, is to take place to allow for the registration and

nomination of candidates as provided hereunder.

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(b) All persons who desire to serve on the Board shall submit the form for “REGISTRATION TO CONTEST AS

BOARD MEMBER” (Form C) fully complete, the same to be deposited at the office 60 days before 1st August in

the year in which election of the Board shall be held. However, only Ordinary Members shall be eligible to contest

for the positions of office-bearers in the Association and provided always that only persons who are Members for

at least twelve months prior to aforesaid mentioned date shall be eligible to register to contest.

(c) Nominees for positions in the Board will submit the “NOMINATION FORM” (Form D) fully completed, the same to

be deposited at the office on or before 1st September following the Registration of persons who desire to serve on

the Board. Only persons who had submitted Form C in accordance with the Rules and Regulations will be eligible

to submit Form D, but such persons are entitled to contest one or more positions in the Board, provided always

that only Ordinary Members can contest the position of office bearer and a Member shall at any one time hold only

a single position in the Board. The office-bearers, sitting at a meeting for such purposes, may reject Forms that are

not fully completed as required and the decision of the office-bearers on such matters shall be final and

conclusive.

Notwithstanding the above, the Board may extend the period of registration and nomination, in the event of insufficient

candidates and on such an occasion the period allowed for registration and nomination shall be similarly extended by such

additional periods prescribed by the Board. Such extensions shall be duly notified to the Members.

(d) The election of the Board will be by a show of hands of the Members or by secret ballot at the Annual General

Meeting and voting shall be in accordance to Rule 8 (2). Only candidates who had submitted Form D in

accordance with the above will be eligible to contest for the positions they have nominated for.

48

16. MEETING OF THE BOARD

Quorum

The Board shall meet at least once a year, after seven days notice to the Board members, on such day and at such time as

may be most convenient, and at such other times as occasion may require. At any meeting of the Board at 50% of the Board

members shall be present to form the quorum. The Secretary shall call a meeting of the Board at any time when so

requested by the Chairman or Deputy Chairman or on receipt of a written requisition signed by any two members of the

Board with a statement of the business for which the meeting is to be called. Such meeting shall be called not later than four

days after requisition to the Secretary has been made and shall be held as soon as possible thereafter. The circular to

members of the Board calling the meeting shall state the business and by whom it is brought forward.

In the absence of the Chairman and the Deputy Chairman, the Board shall elect a Chairman from amongst themselves.

17. SUB-BOARD

The Board may from time to time appoint such sub-Boards as they may deem necessary or expedient for any specific

purpose and may depute or refer to them such of the powers and the duties of the Board, as the Board may determine. Each

sub-Board member shall be entitled to one vote each at all sub-Board meetings on every matter where voting is called for.

Voting at all sub-Board meetings of the Association shall be by a show of hands of those present. The Chairman shall also

have the right to exercise a casting vote in addition to his normal vote in the event that the votes are tied. Such sub-Boards

shall, as and when directed, submit their recommendations to the Board for adoption or otherwise and shall conduct their

business entirely under the direction of the Board.

49

1. Payment terms strictly 30 days from the date of invoice.

2. Bank charges (if T/T or wire) are to be paid by initiating/origin member.

3. Settlement of charges greater than USD 500 was mandatory. If less, subject to the negotiation of the respective

members settling the invoice.

4. The only exception to the payment terms was subject to mutual agreement between members for a specific large

account, where the payment terms may require longer or shorter than 30 day.

5. Every member MUST have a proper accounting system to enable proper communication amongst members.

6. If any amount is in dispute, members MUST pay the rest of the amount NOT in dispute first whilst waiting for the dispute

to be resolved. All dispute must be settled no later than 60 days and full payment must be made within this period.

7. Disciplinary measures regarding enforcement of standard payment terms would be under the authority of the GFP

Chairman and his/her board.

8. For jointly gained traffic, a profit split arrangement of 50-50 for both profits and losses will be standard amongst GFP

members.

9. For freehand traffic, no profit split is necessary unless the origin or controlling office agrees that the destination or

recipient office has earned a percentage of the profits subject to the agreement of both parties.

10. All members agreed to the importance of prompt payment among GFP members as well as the importance of

communication and responsibility to the terms and conditions set forth in the GFP charter.

ELIGIBILITY FOR MEMBERSHIP

a) Ordinary Membership shall be opened to all countries subject to The Board’s jurisdiction.

b) Each member can only represent one country unless it is approved by consensus on a certain exception.

c) There will only be a local member in a specific locality/city.

50

1. NEW MEMBERS

1.1 MUST COMPLETE INITIAL APPLICATION FORM

1.2 NEW MEMBERS SHOULD COME WITH RECOMMENDATION FROM WITHIN GFP

1.3 NEW MEMBERS MUST COVER AIR, OCEAN, ROAD AND WAREHOUSING.

NEW MEMBERS MUST PROVIDE DETAILS TO THE BOARD :-

I) COMPANIES PAID UP CAPITAL

II) COMPANY STRUCTURE, ORGANISATION CHART, TYPES OF SERVICES RENDERED

2. GFP MEMBERS

2.1 ALL MEMBERS WILL PAY MEMBERSHIP FEE OF USD 650.00 NOT LATER THAN 1st October/ EACH YEAR.

2.2 THE BOARD WILL ENSURE THAT AN ANNUAL GENERAL MEETING WILL BE HELD AT LEAST ONCE A YEAR.

EACH MEMBER MUST NOMINATE AT LEAST ONE REPRESENTATIVE OF EXECUTIVE LEVEL TO ATTEND THE

AGM. FAILURE TO ATTEND AN AGM WILL RESULT WITH A PENALTY OF USD 1000 MAX PER MEMBERSHIP

2.3 SHOULD ANY MEMBER BE REFUSED OR EXPELLED FROM THE GFP, THEY MUST REAPPLY TO THE

CHAIRMAN AS A NEW MEMBER SUBJECT TO THE BOARD’S JURISDICTION.

2.4 GFP MEMBER MUST HAVE THEIR OWN STANDARD TRADING CONDITIONS IN ACCORDANCE WITH A

RECOGNISED ASSOCIATION SUCH AS IATA/FIATA OR LOCAL ASSOCIATION.

2.5 EACH MEMBER MUST ENSURE THAT PAYMENT BY T/T (BANK TRANSFER) AFTER THE SOA HAS BEEN

RECONCILED BY BOTH PARTIES & FULL PAYMENT MUST BE REMITTED NOT LATER THAN 45 DAS FROM

DATE OF INVOICE.

51

2.6 EACH MEMBER MUST HIGHLIGHT ANY CHANGES PERTAINING TO THEIR COUNTRIES CUSTOM RULES &

REQUIREMENTS ALONG WITH AN OPERATIONAL FLOWCHART.

2.7 A MEMBER SHOULD ONLY REPRESENT 1 CITY, IN THE CASE OF A MEMBER HAVING OFFICES IN VARIOUS

COUNTRIES, THE MEMBER MUST APPLY TO THE BOARD FOR APPLICATION IN EACH.

2.8 THE BOARD SHOULD BE INFORMED SHOULD A PAYMENT DISPUTE OCCUR OR CANNOT BE RECONCILED

BETWEEN THE RESPECTIVE MEMBERS. THE BOARD AT ITS DISCRETION HAS THE RIGHT TO EXPELL ANY

SAID MEMBERS DERIVING FROM NON PAYMENT.

2.9 BEING A NON PROFITABLE ORGANIZATION, THE GFP AND ITS DIRECTORS ARE NOT LIABLE TO ANY CLAIMS

BE IT FINANCIAL LIABILITY OR CARGO LIABILITY.

2.10 EACH MEMBER MUST PROMOTE THE GFP GROUP EXTENSIVELY AND WHERE POSSIBLE DISPLAY THE GFP

LOGO THROUGH BUSINESS CARDS OR SALES LITERATURE AND ENSURE AGENCY AGREEMENT IN PLACE

WITH EACH MEMBER THAT HE IS WORKING WITH.

2.11 EACH MEMBER IS OBLIGATED TO PROMOTE AND TO DEVELOP BUSINESS AMONG THEMSELVES SO AS TO

FOSTER CLOSER WORKING RELATIONSHIP WITHIN THE GFP NETWORK.

2.12 MEMBERS MUST DEDICATE TRAFFIC TO OTHER GFP MEMBERS WITHIN A PERIOD OF TIME FROM BECOMING

A GFP MEMBER AND ARE PERMITTED TO CONTINUE TO HANDLE “ROUTED” TRAFFIC DESTINED TO OR

GENERATED BY NON MEMBERS. HOWEVER MEMBERS ARE OBLIGATED TO PROMOTE EXTENSIVELY AMONG

THEMSELVES. PRIORITIES FOR A GFP MEMBER MUST ALWAYS COME FIRST. THE GFP IS LIKE A PARTNERSHIP

PROGRAM OPERATING LIKE A FAMILY HELPING EACH OTHER. MEMBERS DESIRE SHOULD WANT TO STAY

AND GROW TOGETHER AND TO BE ABLE TO COMPETE AGAINST THE MNC IN TANDEM WITH GLOBALISATION.

GFP – GENERAL RULES (Revision 2011)

52

GFP MASTER PLAN (GFP-M01)

53

The First GFP Master Plan (GFP-M01)

outlining the perspective strategies and

programmes towards

54

1.STRATEGIC THRUSTS

Global Orientation

Enhancing Competitiveness

Improving Requisite Business

Foundation

Information-intensive & Knowledge

Driven Processes

55

2. ROLE OF GFP

Strategies & Programs to Enhance

Competitiveness

Group Knowledge-Based Development

As a Professional Body

56

3. OPPORTUNITIES

Critical Business Support Activities

Added Value Services

I.T. Support

Group Insurance, Advertisement

Global Tender Participation

57

4. PREROGATIVES

Objectives

Implementation

Recommendations

Market Trend

Corporate Governance

Regulatory Framework

Technology & E-Commerce

Training

58

STRATEGIC THRUSTS

Global Orientation

The logistics sector is required to focus on the changing

global market in particular, the supply chain and e-

marketplace. Efforts on developing a global marketing

capability to compete on Macro level and not only to rely

entirely on cost advantages.

59

Enhancing Competitiveness

The industry succumb by constant competition

requires continuous enhancement by focusing on

group development and productivity. To mitigate the

negative impact deriving from globalization requires a

planned imposition of limitations as well as a planned

schedule of progressive liberalization and reform based

upon our group strength & weaknesses.

60

The service sector is the Main economic driver purely

knowledge intensive and is an enabling tool for all

sectors. The need to enhance its efficiency and

competence (reduce cost) and to move up the Value-

Chain of activities especially to support an advanced

industries. Rapid advancements and convergence

environment in this instance will lead to efficiency gain

from the formidable increased global competition.

61

Improving Requisite Business Foundation

Will provide a focus on the development and

management of human resource, technology acquisition

and enhancing absorptive capacity, physical facilities and

equipments, supportive administrative rules/procedures.

62

Enlarge Membership

The increased participation will lead to higher Added-

Value (better bargaining power) as well as a wider global

representation. This Thrust will provide the impetus for

the development of GFP as an entity to become larger

group geared towards becoming a global leader.

63

Information-Intensive and Knowledge-Driven

Processes

The adoption of information-intensive and knowledge-

driven processes and the increased use of information,

technology for e-commerce will form the essential

foundation towards our future well-being.

64

ROLE OF GFP-M01

The M01 assume a critical role in the Group’s objectives

anticipating the Trends and challenges ahead through

strengthening of both forward and backward linkages.

The basis is to achieve a broad based, resilient and

competitive result set in place with policies and programs

complimenting members activities through integration

and an enlarging member’s representations worldwide.

65

GFP shall assume the Role as a Professional Body

primarily for consultation. Our role focuses on what can

be offered such as our PRIORITY, BARRIERS & BENEFITS

entailing types of STRATEGIES AND PROGRAMS so as to

enhance competitiveness.

The M01 strategy through integration serves as a One

Stop Center hitherto a forum to protect its members whilst

pursing for technological advancement.

66

The significant role designed to Increased Business Value

and Competitiveness through an efficient Intermodal

Transportation Network thus providing a Synergistic

Integrated Network. The stringent Security Measures and

Requirement on Insurance Coverage is a pre-requisite for

the supply chain practical approach.

67

The Role of IT Solutions in streamlining the information

Flow is the key element in meeting the demands of

clients and to establish GFP as an e-Logistic player.

68

MASTERPLAN

The 5-year masterplan which will set the

strategic position and future direction of

the Group.

69

OBJECTIVES

•To be a recognized & preferred supply chain service

provider.

•To enhance the competitive position & efficiency by

world standard.

•System Management Software (IT Solution) group-

wide.

•Service Contract Rates with Major Carriers.

70

IMPLEMENTATION

PHASE 1

To promote internal trade amongst members,

strengthening group’s performance & to foster strategic

alliances in other unrepresented cities.

71

The service sector is the Main economic driver

purely knowledge intensive and is an enabling tool

for all sectors.

The need to enhance its efficiency and competence

(reduce cost) and to move up the Value-Chain of

activities especially to support an advanced

industries.

Rapid advancements and convergence environment

in this instance will lead to efficiency gain from the

formidable increased global competition.

72

LIABILITY & INSURANCE

73

DERIVATION OF LIABILITY

**************************

1)STATUTE

2)TORT

3)PROFESSIONAL DUTIES

4)CONTRACT :i) NON STC

ii) STC

74

RISKS ANALYSIS OF NVOCC/MULTIMODAL OPERATORS

A. LIABILITY

1)STATUTORY – By Law/Act

- Motor Third Party Legislation under Road Transport Act 1987

- Workmen’s Compensation (Amendment) Act 1976

2)CONTRACT

- Contract Of Carriage – House B/L / Ocean B/L

i) Port to Port operator

ii) Door to Door operator

Guided by respective Carriage of Goods by Sea Act (1972),

COGSA, COSWA, Warsaw Convention (1929), Standard

Trading Conditions, Port Authority Regulations etc.

•Contract of Storage – private contract

•Contract of Packing – private contract

•Contract of Project – private contract

75

3)PROFESSIONAL NEGLIGENCE - Errors and Omissions

Liability arises out of the negligence of your staff/company resulting in

your client having to suffer financial loss or additional expenses.

4)TORT

Duty of care under Common Law arising from Third Party or non-

contractual party lawsuit due to your negligence resulting in loss or damage

and/or bodily injury to the Third party.

76

B. PROPERTY

1. Loss of Damage of Property

Loss of damage to your physical assets, monies to be covered under All

risks, Fire, Machinery Breakdown etc or Burglary or other property

insurances

C. OTHER PECUNIARY LOSS

1. Consequential Loss

This is loss of profit of your Company caused by any physical loss or

damage to the property.

2. Credit risks

Non-payment risks of your buyer/client after service rendered to them

3. Political Risks

Risks due to change of government, change of Import Regulations, civil

war, risks, strike and malicious damage

77

D. TRADE RISKS

These are Risks that are Excluded under various policies, exclusion not

intended to insure by insurer or it is Not an Insurable event at all.

Example:

a. Loss of Business/ Goodwill

b. Loss of Currency Exchange

c. Loss of Key Staff

D. INFLATION

e. War

f. Fraud

g. Assets Depreciation

h. Radiation

i. Fines, Penalties, Liquidated Damage & etc.

All the above events are insurable except (D)

78

INSURANCE

COMPARISON BETWEEN BAILEE LIABILITY AND GOODS IN TRANSIT

INSURANCE

~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~

BAILEE LIABILITY INSURANCE

Collection Point to Delivery Point (Including Temporary Storage)

Defenses + Legal Costs and others

Other Legal Liability such as loading & unloading, storage…etc.

To Protect Logistics & Warehouse Operators, Packer…etc

GOODS IN TRANSIT / MARINE CARGO INSURANCE

Point A to Point B Only

Strictly Property Damage Only (No Other Interest)

Excluding Legal fees & Defense costs

To Protect the Cargo owner ( shipper/ cnee ) only

79

SELLER’S FORWARDER’S PORT

FACTORY W/HOUSE W/HOUSE FINAL DEST

PORT KLANG HONG KONG

PORT FORWARDER’S BUYER’S

MTO / NVOCC FLOW CHART

WAREHOUSE

LEGAL LIABILITY

FOB

CONTRACT OF

CARRIAGE

CNF CIF

SHIPOWNER

P & I CLUBPORT/STEVEDORES

LIABILITYBAILEE LIABILITY

MARINE CARGO (EFFECTED BY SELLER / BUYER TO FINAL DESTINATION)

MARINE CARGO

INSURANCE Marine Insurance Act (1906) OR

CONTRACT OF INSURANCE

B/L Act or Contract of Carriage By Sea Act (1972)

Same Same

Imposed by Statute LawLIABILITY LTD BY STC

Non-STC & Extension of B/L

80

TRADE FINANCE

MULTIMODAL OPERATOR

NVOCC

International Commerce Term (Incoterm) CONTRACT OF SALES

L/C AT SIGHT DP

SELLER ADVISING

BANK

NEGOTIATING/

ISSUING BANK BUYER

Uniform

Customs

Practice

(UCP 500)

TRADE FINANCE

81

LANDSEA + AIR

Limited by:

(A) IMPOSED BY COUNTRY LAW

(B) EXTENSION OF B/L

(C) BASED ON PRIVATE TRADING CONDITIONS OR

AGREEMENT UNDER CONTRACT OF CARRIAGE NON STC

(D) BASED ON ASSOCIATION STANDARD

TRADING CONDITIONS (STC)

Port Bonded Final Buyer

Warehouse Warehouse Warehouse

LIMITATION OF CARRIER LIABILITY

UNDER B/L ACT OR CARRIAGE BY SEA

ACT (1972) OR WARSAW CONVENTION 1929

(A) WARSAW CONVENTION 1929 US$ 20.00 Per Kg

(B)HAGUE RULE £100 / Package or unit unless

value declare & inserted in B/L

(C) HAGUE –VISBY RULE 2 SDRs / Kg or 666.67 SDRs /

Package . 1 SDR = US$ 0.05

(D) HAMBURG RULE 2.5 SDRs / Kg or 835 SDRs /

Package or Shipping unit

(E) COGSA 1936 US$ 500 Per Package

(F) COGWA 1936 CNS 500 Per Package

82

CONCLUSION:

KNOW YOUR CUSTOMER’S CHANGING NEEDS.

UNDERSTAND AND PROTECT YOUR RIGHTS UNDER STC.

ENFORCE YOUR STC IN YOUR CONTRACT OF CARRIAGE WITHYOUR CUSTOMER BEFORE CARRIAGE OF GOODS.

ALWAYS ADVISE YOUR CUSTOMER TO EFFECT THEIR OWNGOODS IN TRANSIT OR MARINE CARGO INSURANCE

83

INSURE YOUR LIABILITY UNDER THE STC

IN THE EVENT OF A CLAIM, REPORT TO YOUR

UNDERWRITERS OR GFP BOARD IMMEDIATELY

DO NOT ADMIT ANY LIABILITY WITHOUT DISCUSSING

WITH YOUR INSURANCE ADVISOR, THE LOSS ADJUSTER,

GFP BOARD OR YOUR SOLICITOR.

YOUR DUTY TO EXERCISE DUE DILIGENCE.

84

INTERNATIONAL RULES & CONVENTION

85

1. Definition :

“Carrier” means the Company stated on the front of this Air Waybill as being the Carrier and on whose behalf this Air Waybill has been signed. The

Carrier carries or undertakes to carry the cargo hereunder or perform or undertakes to perform any other services incidental or additional to the

Carriage.

“Carriage” means transportation of the cargo by air (including any substitute mode of transport) whether gratuitously or for reward from the

airport/place of departure to the airport/place of destination shown on the face hereof. Services incidental or additional to the Carriage shall

comprise any and all other services provided in connection with the Carriage.

“Warsaw Convention” means the Convention for the Unification of certain rules relating to International Carriage by Air, signed at Warsaw, 12th

October 1929, or that Convention as amended at Hague, 28th November 1955, whichever may be applicable.

2. a. The Carriage hereunder is subject to the Warsaw Convention unless such Carriage is not “international carriage” as defined therein;

b. The Carriage hereunder and other services incidental or additional to the Carriage are further subject to these Conditions of Contract of Carriage,

applicable laws (including national laws implementing the Warsaw Convention), applicable government regulations, applicable tariffs.

3. In compliance with any requirement of the Warsaw Convention or otherwise applicable to the Carriage hereunder:-

a. The agreed stopping places are deemed to comprise any places (except the place of departure and the place of destination) shown in any

timetables or tariffs of the Carrier as stopping places and such other places as Carrier may determine for the Carriage hereunder;

b. First Carrier’s name if abbreviated on face hereof is set out in full with the abbreviation in such Carrier’s tariffs and/or Conditions or Carriage;

c. First Carrier’s address is the airport of departure.

WARSAW CONVENTION (AIR ONLY) CONDITIONS OF CONTRACT OF CARRIAGE

86

4. Carrier’s Liability

Except as may be provided in Condition 2, in the Carriage of the cargo and performance of other services incidental or additional to the Carriage:-

a. The Carrier is not liable to the Consignor, Consignee or to any other person for any loss, damage, misdelivery, delay or claim of whatsoever

nature arising out of the Carriage or other services incidental or additional to the Carriage unless caused by the negligence of the carrier;

b. The Carrier’s liability shall be limited to US$20 or the equivalent per kilogramme according to the gross weight of the cargo lost, damaged;

misdelivered, delayed or in respect of which any other claim is made, unless a higher value of the cargo has been declared by the Consignor at

the time when the cargo is handed over to the Carrier and the Consignor has paid a supplementary sum if the Carrier so requires. Liability for

any consequential loss or damage of whatsoever nature is excluded;

c. The Carrier shall be wholly or partly exonerated from liability to the extent that any act or omission of the Consignor, Consignee or any other

person indicated on the face hereof to be notified of the arrival of cargo caused or contributed to any loss, damage, misdelivery, delay or

claim.

d. The consignor shall defend, indemnify and hold harmless the Carrier against any claim or liability (and any expense arising therefrom) arising

from the Carriage or other services incidental or additional to the carriage in so far as such claim or liability exceeds the Carrier’s liability under

this Air Waybill.

5. Subject to Condition 2, the Carrier’s limit of liability for proven damages may be increased to an amount not exceeding any sum entered on

the face of this Air Waybill as “declared value for carriage” in so far as such amount is in excess of the limits of liability otherwise applicable

under these Conditions.

6. Any exclusion or limitation of liability applicable to the Carrier shall apply to and be for the benefit of any independent contractor, servant or

agent of the Carrier and of any person and servant and agent of same whose aircraft, premise, vehicle of other equipment is used by the

Carrier for the Carriage or for services incidental or additional to the Carriage. This Air Waybill is issued by the Carrier on its own behalf and

on behalf of each of the other persons referred to in this Condition 6 as far as the provisions in respect of the exclusion of limitation of liability

are concerned.


87

7. a. The Carrier may select, deviate and change the routing shown on the face hereof;

b. The Carrier may substitute alternative carriers or aircraft or equipment to effect the Carriage hereunder and may

without notice and with due regard to the interests of the Consignor substitute means of transportation other than by air.

8. a. The Consignor guarantees payment of all charges for the Carriage and other services incidental or additional to the

Carriage due in accordance with Condition 2 except to the extent that the Carrier has extended credit to the Consignee

without the Consignor’s written consent;

b. The Consignor is responsible for the correctness of the particulars and statements relating to the cargo in this Air

Waybill and shall indemnify the Carrier against all damages suffered by him or by any other person to whom the Carrier is

liable by reason of the irregularity, incorrectness or incompleteness of said particulars and statements;

c. The Consignor is obliged to provide all information and attach all documents to this Air Waybill as may be necessary to

meet the formalities of any customs, security or government requirement at the airport/place of departure and of

destination and the Consignor shall indemnify the Carrier against all damages suffered by him, or by any other person to

whom the Carrier is liable, by reason of the absence, insufficiency or irregularity of any such information or documents;

d. The Consignor must not exercise any rights of disposal over the cargo without lawful excuse nor act in a manner as to

prejudice the Carrier or other consignors and shall indemnify the Carrier against all damages suffered by him, or by any

other person to whom the Carrier is liable, by reason of the Carrier’s compliance with the Consignor’s disposition

instructions as to the cargo and/or the absence, insufficiency or irregularity of any such instructions;


88

e. The Consignor shall comply with all applicable laws and government regulation of any country to, from, through or over

which the cargo may be carried and shall indemnify the Carrier against all damages suffered by him of by any other

person to whom the Carrier is liable, by reason of any failure so to comply;

f. Without prejudice to the foregoing, the Consignor shall hold harmless and keep the Carrier indemnified from and

against any and all liabilities, losses, damages, costs and expenses (including duties, taxes, levies) arising out of the

Carrier acting in accordance with the Consignor’s instruction or arising from any breach by the Consignor of any part of

these Conditions.

9. Complaints and any claim for damages must be made in accordance with Condition 2. Subject thereto:-

a. The person entitled to delivery must make a complaint to the Carrier in writing dispatched within the following time

periods in the case of :-

i. damage to (including partial loss of contents of) the cargo, forthwith after discovering the damage and at the

latest within 14 days current from receipt of the cargo;

ii. delay, within 21 days current from the date the cargo are placed at his disposal;

iii. loss, misdelivery or non-delivery of the cargo, within 120 days current from the date of issue of this Air

Waybill;

Failing such complaint within the times aforesaid, no action whatsoever shall lie against the Carrier.

b. Any right to damages against the Carrier shall be extinguished and the Carrier shall be discharged of all liability

whatsoever unless legal proceedings are brought within two years from the date of the aircraft’s arrival at the destination

or from the date on which the aircraft ought to have arrived or from the date on which the Carriage stopped.


89

10. Charges

a. Subject to Condition 2(b), charges for the Carriage and other services are those published by the Carrier and in effect on

the date of issue of this Air Waybill and together with any other monies payable in connection with the carriage or other

services in relation to other cargo. Additional to his other rights, in the event of non-payment of any charge or other such

amount, the Carrier shall have the right to dispose of the cargo at public or private sale (after giving 14 days notice to the

Consignor or Consignee at the address stated on the face thereof) and to pay himself such monies as are due and payable

out of the proceeds of sale net of expenses.

11. a. Subject to Condition 2, notice of arrival of the cargo at the place of destination will be given to the Consignee and any

other party whom the Carrier has agreed hereon so to notify by ordinary methods and the Consignee must accept delivery

and collect the cargo in accordance with such notice.

b. Where the Consignee does not collect the cargo in accordance with any notice sent by the Carrier following arrival of the

cargo or as otherwise agreed between the parties, the cargo shall be deemed to have been delivered hereunder to the

Consignee and the liability of whatsoever nature of the Carrier in respect of the cargo shall cease. Without prejudice to all his

rights, the Carrier may dispose of such uncollected cargo by sale, destruction or abandonment as appropriate to the Carrier

on such terms as may reasonably be obtained. Any proceeds received for the cargo on disposal shall be paid to the Carrier

to compensate him for any monies due to him (whether or not by reference to the cargo itself) and any expenses incurred

following the deemed delivery and any expenses of disposal.

c. At any stage where the cargo may deteriorate or where otherwise it is impracticable for the Carrier to retain possession of

the cargo, the Carrier may dispose of the cargo on such terms as may reasonably be obtained, if any.


90

12. Subject to Condition 2, any action, suit or legal proceedings against the Carrier

must be brought before the court having jurisdiction where the Carrier has his principal place of business or is

ordinarily resident and the law of that court will apply.

13. No servant of agent of the Carrier has authority to alter, modify or waive any of these Conditions.

14. Invalidity

If any provision in this Air Waybill is held to be invalid or unenforceable under applicable law, such invalidity or

unenforceability shall attach only to such provision. The validity of the remaining provision shall not be affected

thereby.


91

1. Which voyages covered ?

2. Which contracts covered ?

3. Geographical application

4. Who is the carrier ?

5. Contract and tort claims

6. Carrier’s general duty of care

7. Carrier’s defenses

8. Burden of proof

9. Fire

10. Live animals

11. Deck cargo

12. Dangerous cargo

13. Limits of liability

14. Loss of right to limit liability

15. Lower limits by agreement ?

16. Higher limits by agreement ?

17. Deviation

18. What information must the bill contain ?

19. What is the effect of statements in the bills ?

20. Duties of shipper in supplying carrier with information

21. Letters of indemnity

22. Notification of damage

23. Consequences of failing to notify carrier of loss under 22 above

24. Limitation of action

25. Where can cargo owner commence proceedings?

26. Arbitration

27. General average

28. Provisions which conflict with the Rules

Hill Taylor Dickinson

November 1992

CARGO CONVENTIONS

(COMPARISON OF HAGUE/HAGUE-VISBY AND HAMBURG RULES)

92

Hague Rules Hague-Visby Rules Hamburg Rules

1. Which voyages

covered ?

Rules are silent Art X

(a) Bill issued in a contract

state

(b) Carriage from contracting

state

(c) Contract of carriage

expressly applies Rules

Art 2

(a) Bill issued in

contracting state

(b) Carriage from

contracting state

(c) Carriage to contracting

state

(d) Bill provides Rules are

to apply

2. Which contracts

covered ?

Art I (b)

Bill of lading or “other

similar document of

title” Not charterparties

Art I (b)

Same as Hague Rules

Art 1.6

Contract of carriage by sea.

Need not be a bill of document

or title. Not charterparties.

3. Geographical

application

Art I(e)

“covers the period from

the time when the

goods are loaded on to

the time when they are

discharged from the

ship”. Tackle to tackle.

Art 1(e)

Same as Hague Rules

Art 4

Carrier is responsible while in

“charge” of the goods at the

port of loading, during the

carriage, and at the port of

discharge. i.c. normally from

time taken over from shipper to

time delivered to consignee,

subject to local port regulations.

CARGO CONVENTIONS


93

4. Who is the carrier ? Art I (a)

Owner or charterer “who enters

into contract of carriage with a

shipper”

Art I (a)

Same as Hague Rules

Art 1.1, Art 10, Art 11

“any person by whom or in

whose name a contract of

carriage has been

concluded with a shipper”.

Covers “actual” and

“contractual” carrier.

5. Contract and tort

claims

Rules are silent. May apply to

just contract claims. Applies to

both under English law.

Art IV bits

Apply to contract and tort

claims.

Art 7

Apply to contract and tort

claims

6. Carrier’s general duty

of care

Art III

1. Carrier must exercise due

diligence before and at beginning

or voyage to:

(a) Make ship seaworthy

(b) Properly man, equip and

supply the ship

(c) Make holds etc. fit and safe

for reception, carriage and

preservation of cargo.

2. Carrier must properly and

carefully load, handle, stow,

carry, keep, care for and

discharge goods carrier.

Art III

Same as Hague Rules

Art 5.1

Carrier, his servants and

agents, must take all

measures that could

reasonable be required to

avoid the event causing loss

and its consequences.

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7. Carrier’s defences Art IV

1. Unseaworthiness-only

defence is for carrier to

show he exercised “due

diligence” to ensure vessel

seaworthy before and at

beginning of voyage.

2. Properly and carefully

load etc. The following

defences apply:

(a) Act, neglect or default of

the master, mariner, pilot or

the servants of the carrier in

the navigation or in the

management of the ship.

(b) Fire, unless caused by

the actual fault or privity of

the carrier.

(c) Perils, dangers and

accidents of the sea or other

navigable waters.

(d) Act of God

(e) Act of war

(f) Act of public enemies

Art IV

Same as Hague Rules

Art 5.1

Carrier must prove he, his

servants or agents, took all

measures that could

reasonably be required to

avoid the occurrence and its

consequences.

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95

(g) Arrest or restraint of

princes, rules or people, or

seizure under legal process

(h) Quarantine restrictions

(i) Act or omission of the

shipper, or owner of the

goods, his agent or

representative.

(j) Strikes or lock outs, or

stoppage or restraint of

labour from whatever cause,

whether partial or general

(k) Riots and civil

commotions

(l) Saving or attempting to

save life or property at sea

(m) Wastage in bulk or

weight or any other loss or

damage arising from

inherent defect, quality or

vice of the goods

(n) Insufficiency of packing

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96

(o) Insufficiency or

inadequacy of marks

(p) Latent defects not

discoverable by due

diligence

(q) Any other cause arising

without the actual fault or

privity of the carrier, or

without the fault or neglect

of the agents or servants of

the carrier, but the burden of

proof shall be on the person

claiming the benefit or this

exception to show that

neither the actual fault or

privity of the carrier nor the

fault or neglect of the agents

or servants of the carrier

contributed to the loss or

damage.

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97

8. Burden of proof Rules are unclear (except

under Art IV (2) (q) ) Under

English law cargo owner must

establish inference of

unseaworthiness or failure to

properly and carefully carry

the goods, and then carrier

must prove relevant defence

in 7.

Same as Hague Rules. Carrier must prove that

reasonable steps to avoid

loss were taken unless

damage is caused by fire

(see 9 below)

9. Fire Arts III & IV If due to e.g. poor

stowage, carrier only liable if

caused by his actual fault or

privity. If caused by

unseaworthiness, carrier liable

unless he exercised due

diligence to ensure vessel

seaworthy before and at

beginning of voyage.

Art III & IV

Same as Hague Rules.

Art 5.4

Carrier liable if claimant

proves fire arose from fault

or neglect on the part of the

carrier, his servants or

agents.

10. Live animals Art I (c)

Excluded from Rules.

Art I (c)

Same as Hague Rules. C/f

UK COGSA 1971, SI (7)

which applies Rules to live

animals.

Art 1.5 & 5.5

Rules apply but carrier not

liable for inherent “special

risk”. If carrier complies with

shipper’s instructions he will

be presumed not to be

liable.

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98

11. Deck cargo Art I (c)

Excluded from Rules if

stated to be carried on deck.

Art I (c)

Same as Hague Rules. C/f

UK COGSA 1971, SI (7)

which applies Rules to deck

cargo (see e.g. Chanda

[1989] 2 Lloyed’s Rep 494)

Art 9

Rules do not exclude deck

cargo. Carrier can undertake

deck carriage if agreed with

shipper or accords with the

“usage of a particular trade

or is required by statutory

rules or regulations”. Must

be statement in Bill that

goods carried on deck.

Failure to agree deck

carriage makes carrier liable

for damage, loss or delay,

resulting solely from

carriage on deck. Carrier

cannot limit liability when

deck carriage is in breach of

express agreement to carry

below deck.

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12. Dangerous cargo Art IV Rule 6 Inflammable,

explosive or dangerous goods

if loaded without knowledge of

the master (or carrier’s agent)

may be discharged, rendered

harmless or destroyed at

shipper’s expense. If carrier

knows of their nature but they

prove dangerous they may still

be discharged, rendered

harmless or destroyed without

liability on the part of the

carrier, save in general

average.

Art IV Rules 6


Art 13 Similar provisions

apply, and the shipper is

obliged to mark and label

dangerous goods in suitable

manner.

13. Limits of liability

(a) Goods lost or

damages

Art IV Rule 5

Pounds 100 per package or

unit unless value declared and

inserted in bill of lading.

Art IV Rule 5

10,000 Poincare Frances

per package or unit of 30

Poincare Frances per kilo of

gross weight of damaged or

lost goods whichever is

higher. By virtue of SDR

Protocol 1979 2 SDRs per

kg or 666.67 SDRs per

package.

Art 6

2.5 SDRs per kg or 835

SDRs per package or

shipping unit.

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100

(b) Goods delayed No special provisions Same as Hague Rules Art 6

2.5 x freight payable on

goods delayed, subject to

upper limit or total freight

on all goods or amount of

limitation if goods have

been lost or destroyed

under in (a) above.

14. Loss of right to limit

liability

No special provisions but

carrier’s liability may be

unlimited if unjustified

deviation, or deck carriage.

Art IV Rules 5 (e)

Right to limit lost if carrier

intends to cause loss or is

reckless knowing loss

would probably result.

May also be lost if

unjustified deviation or deck

carriage.

Art 8

Carrier will only lose right to

limit liability if he intended

to cause loss or was

reckless knowing such loss

would probably result. Deck

carriage where expressly

prohibited will result in loss

of right to limit liability.

15. Lower limits by

agreements ?

Art VI

Only permitted where not

an ordinary shipments, and

reasonable in special

circumstances.

Art VI

Same as Hague Rules

No specific right to agree

lower limits

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101

16. Higher limits by

agreement?

Art V

Permitted if recorded in Bill.

Art V


Art 6.4 Art 15

Permitted if agreed. Should

be recorded in Bill.

17. Deviation Deviation carrier might lose

right to rely on defences in

Rules and loss right to limit

liability.

Art IV Rule 4

Provides “any deviation in

saving or attempting to save

life or property at sea, or

any reasonable deviation

shall not be deemed to be

an infringement or breach of

the Rules or contracts of

carriage”

Same as Hague Rules No special provisions.

Deviation if its caused loss

is subject to general test of

carrier’s liability

Art 5.6

Exempts a carrier from

liability where he attempts to

save life or “reasonable

measures” are taken to save

property. This would apply to

deviation as much as any

other cause of loss.

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102

18. What information must

the bill contain ?

Art III Rule 3

(a) Leading marks necessary

for identifying goods.

(b) Number of packages or

pieces, or the quantity or

weight, as the case may be,

as furnished by the shipper.

Art III Rule 3

Same as Hague Rules

Art 15

(a) The general nature of the

goods, the leading marks

necessary for identification of the

goods, an express statement, if

applicable as to the dangerous

character of the goods, the

number of package or pieces, and

the weight of the goods or their

quantity otherwise expressed, all

such particulars as furnished by

the shipper.

(b) The apparent condition of the

goods.

(c) The name and principal place

of business of the carrier.

(d) The name of the shipper.

(e) The consignee if named by

shipper.

(f) The port of loading under the

contract or carriage by sea and the

date on which the goods were

taken over by the carrier at the

port of loading.

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103

(g) The port of discharge under the

contract of carriage by sea.

(h) The number of originals of the bill of

lading, if more then one.

(i) The place of issuance of the bill of

lading.

(j) The signature of the carrier or a

person acting on his behalf.

(k) Freight to the extent payable by the

consignee.

(l) The statement referred to in

paragraph 3 of Art 23, i.e. applicability

of the Convention.

(m) Statement if applicable, that the

goods shall or may be carried on deck.

(n) The date or the period of delivery of

the goods at the port of discharge if

expressly agreed upon between the

parties.

(o) Any increased limit or limits of

liability where agreed.

If the carrier is unable to state any of

the matters in (a) above he should

express his omission in the Bill

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104

19. What is the effect of

statements in the bill ?

Art III Rule 4

Prima facie evidence of their

accuracy.

Art III Rule 4

Prima facie evidence in

hands of shipper, conclusive

in hands of third party, e.g.

consignee to whom Bill is

transferred in good faith.

Art 16

Prima facie evidence of

statement in hands of

shipper (whether shipper or

received Bill). Conclusive in

hand of third part who relies

on statements.

However, if freight is payable

by holder of Bill failure to

state this is evidence that no

fright is payable.

20. Duties of shipper in

supplying carrier with

information

Art III Rule 5

Shipper is deemed to

guarantee accuracy of

statement as to weight and

quantity of cargo. Shipper to

indemnify carrier for loss

resulting from errors.

Art III Rule 5


Art 17


21. Letters of Indemnity No specific provisions Void

under English Law (Brown

Jenkinson & Co Ltd) v. Percy

Dalton (Ldn) Ltd [1957] 2 QB

621)

Same as Hague Rules. Art 17

Void for bill in hands in hands

of consignee. Valid against

shipper unless carrier

intended to defraud

consignee. If fraud, carrier

may not limit liability.

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105

22. Notification of damage Art III Rule 6

Notice of loss or damage

must be given in writing to

the carrier or his agent:

(i) On day of delivery

(ii) Within three days where

damage is latent.

Art III Rule 6


Art 19

Notice of loss or damage to be

given in writing to carrier:

(i) By working day following

delivery to consignee or

(ii) Within 15 days of delivery

where damage is latent.

Notice of delay must be given

within 60 days of delivery.

Carrier must give notice to

shipper of complaint within 90

days of delivery.

23. Consequences of failing

to notify carrier of loss under

22 above.

Art III Rule 6

Prima facie evidence of

delivery of goods in

condition described by Bill.

Art III Rule 6

Same as Hague Rules

Art 19

Prima facie evidence of delivery

of goods in condition described

by Bill.

If goods delayed and complaints

not made within 60 days the

carrier is exempted from liability.

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106

CARGO CONVENTIONS


24. Limitation of

action

Art III Rule 6

“Suit” must be brought

within one year of delivery

of date delivery should

have taken place.

Art III Rule 6


Art III Rule 6 Indemnity

actions may be brought after

one year, the period for

commencing suit to be not

less than 15 months after

discharge.

Art 20

Litigation or arbitration to be

commenced within two years from

date of delivery of goods or the last

day upon which goods should have

been delivered. Indemnity

Proceedings may be commenced

after this period (at least 90 days

from date of commencement of

action against carrier must be

allowed)

25. Where can

cargo owner

commence

proceedings ?

Rules are silent. Same as Hague Rules. Art 21

May sue in court of :

(a) Principal place of business of

carrier

(b) Place contract was made

(c) Port of loading

(d) Port of discharge

(e) Place designated by contract of

carriage

(f) Place of arrest of vessel, may be

challenged by carrier, if he submit

to one of the other jurisdictions and

provides security for the claim.

107

26. Arbitration Rules are silent. Same as Hague Rules Art 22

Arbitration agreement

permitted. If incorporating

charterparty arbitration clause,

must be comprised in bill of

lading as “special annotation”.

Claimant may choose where to

commence arbitration from:

(a) Place where defendant has

principal place of business

(b) Place where contract was

made

(c) Port of loading

(d) Port of discharge

(e) Place specified in arbitration

clause.

27. General average Art V

“nothing in these rules shall

be held to present the

insertion in a Bill of any

lawful provision regarding

general average”.

Art V


Art 24

“The provision of this

Convention relating to the

liability of the carrier for loss of

or damage to the goods also

determine whether the

consignee may refuse

contribution in general

average…”

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108

28. Provisions which

conflict with the Rules

Art III Rule 8

Void.

Art III Rule 8

Void.

Art 23.1

Void and compensation may

be payable where claimant has

suffered a loss: see Art 23.4

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109

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GLOBAL FORWARDING PARTNERS OPERATING MANUAL · regard to the Freight Forwarding and generally to promote goodwill among the members of the Association, increase its representatives