The Dutch government has introduced Bill No. 36 743, amending Book 8 of the Dutch Civil Code (Burgerlijk Wetboek) to recognize the use of an electronic bill of lading (elektronisch cognossement) in maritime transport. The aim is to align Dutch law with the UNCITRAL Model Law on Electronic Transferable Records (MLETR), thus creating legal equivalence between paper-based and electronic transferable records in international trade.
Although the proposal does not fully implement all MLETR principles for every transferable document type, the Nota naar aanleiding van het verslag (the government’s official response to parliamentary comments) explicitly states that the draft law has been “brought more in line with the MLETR.”
Below is an analysis of how the MLETR’s functional requirements have been incorporated into the Dutch proposal and which limitations and exceptions remain.
MLETR Principles and Their Reflection in the Dutch Proposal
Core Principles of MLETR
The MLETR (UNCITRAL 2017) defines three key principles:
- Technology neutrality – the law should not prescribe or prefer any specific technology (e.g. blockchain, registry, or token system) as long as it fulfills the required legal functions.
- Functional equivalence – an electronic record must perform the same legal functions as a paper document, ensuring exclusive control, integrity, and authenticity.
- Non-discrimination – the law should treat paper and electronic transferable records equally.
It also requires the use of a “reliable method” for establishing control, identifying the holder, and maintaining integrity.
How the Dutch Proposal Reflects MLETR
According to the Nota naar aanleiding van het verslag:
- The draft is technology-neutral – both blockchain-based and centralized systems (e.g. trusted third parties) are acceptable if they satisfy reliability criteria.
- The law defines functional requirements such as authenticity, integrity, and control (zeggenschap), mirroring the MLETR framework.
- The government explicitly notes that the text is “more aligned with MLETR.”
- The scope is limited to electronic bills of lading (eBL) only – other transferable instruments like bills of exchange or warehouse receipts are excluded for now.
- The proposal contains an evaluation clause (evaluatiebepaling), requiring a review after three years to consider extending it to other document types (e.g. multimodal transport documents).
- A compatibility clause ensures future alignment with the Rotterdam Rules if they enter into force.
Exceptions, Limitations, and Choices
- Limited scope. The law applies only to electronic bills of lading. Other transferable documents remain outside its reach.
The government argues that the impact and regulatory complexity of a full MLETR implementation are not yet sufficiently studied. - Multimodal transport documents (CT documents). Initially considered, they were removed after consultations due to their complexity. The government may include them later based on the results of the first evaluation.
- Transitional provisions. Only bills of lading issued after the law enters into force will fall under the new regime.
- Interaction with the Rotterdam Rules. Once the Rotterdam Rules are ratified, their provisions on electronic transport documents will override the national rules.
- Evidential use in courts. The system managing eBLs must be able to prove exclusive control and the chain of transfers.
Metadata and system records will be admissible as evidence in legal disputes.
Indicative timetable – expected next steps
| Stage / Step | Expected Period | Notes / Conditions |
|---|---|---|
| Submission of draft & public consultation | May–June 2025 | Public comments and industry input. |
| Committee deliberation (Tweede Kamer) | June–September 2025 | Hearings, written responses, amendments. |
| Plenary debate and vote (Tweede Kamer) | October–November 2025 | Final reading and adoption. |
| Transmission to Eerste Kamer | December 2025 | Review by the upper house. |
| Eerste Kamer deliberation and vote | March 2026 (expected) | Possible minor adjustments. |
| Royal assent and publication (Koninklijk Besluit) | April 2026 | Publication in Staatsblad. |
| Entry into force | May 2026 (indicative) | Possible phased implementation. |
| First evaluation (extension to other documents) | 2029 | Three years after entry into force. |
Assessment and Summary
Bill No. 36 743 marks an important milestone in advancing digital trade within the Netherlands. It embodies several key MLETR principles—technology neutrality, functional equivalence, and legal validity of electronic control—while adopting a sector-specific “MLETR-lite” approach focused on electronic bills of lading.
The proposal’s main strengths lie in its legal clarity, technological flexibility, and practical applicability to maritime trade. However, its limited scope and the inclusion of a three-year evaluation clause mean that the broader transformation of Dutch trade law toward full MLETR implementation remains a future goal rather than an immediate reality.
Nevertheless, the “Electronic Bill of Lading Act” establishes a solid legal foundation for digital maritime transactions and reflects a cautious yet forward-looking policy approach. If effectively implemented and reviewed, the Dutch framework could become a European benchmark for incremental and secure digitalization of international trade documentation.
What Is a Bill of Lading (Konossee)?
A bill of lading (cognossement in Dutch) is a legal document used in international maritime transport, performing three essential functions:
1. Evidence of receipt of goods. It certifies that the carrier (shipping company) has received the cargo and is obliged to deliver it to the destination in accordance with the contract.
For example, when an exporter loads a container in Rotterdam, the carrier issues a bill of lading confirming the goods are on board.
2. Evidence of the contract of carriage. It records the terms of the carriage contract — shipper, consignee, vessel name, cargo description, weight, ports, and route. Thus, it forms a core contractual document used in disputes, customs, and insurance.
3. Document of title. It functions as a transferable instrument of ownership — whoever possesses the original bill of lading (or its electronic equivalent) controls the right to the goods. It can be sold, endorsed, or pledged to a bank as collateral in trade finance.
4. Electronic Bill of Lading (eBL) and MLETR. Traditionally, a bill of lading is paper-based. The MLETR and the Dutch Bill No. 36 743 aim to recognize electronic bills of lading (eBLs) as having the same legal force as paper ones. This allows digital transfer of ownership—no physical paper needs to travel between ports, banks, and agents.
Example. If an Estonian exporter ships a container to the Netherlands using an electronic bill of lading:
- the eBL is registered on a certified digital platform (e.g. Bolero or TradeLens),
- the exporter can digitally transfer ownership to the importer or a financing bank,
- the entire process is secure, verifiable, and compliant with MLETR requirements.
In short, a bill of lading is the heart of documentary trade — turning physical goods into transferable legal rights. The digital version (eBL) modernizes this process, cutting paper, time, and cost while keeping full legal protection.
Summary by DigitalTrade4.EU