United Nations Convention on Negotiable Cargo Documents (New York, 2025) (the “Accra Convention on Negotiable Cargo Documents”)

Date of adoption: 15 December 2025

Objective

The United Nations Convention on Negotiable Cargo Documents (the “Convention”) establishes a uniform legal framework governing the issuance and use of negotiable cargo documents (NCDs) — a new type of document of title, in paper or electronic form, that represents goods in transit, regardless of transport mode. The purpose of the Convention is to extend the benefits of negotiable documents beyond maritime transport. By providing clear rules on the issuance and use of NCDs (including their legal effect) as well as on the rights and liability of NCD holders, the Convention aims to facilitate trade finance, enable the sale of goods in transit, promote multimodal transport, and support the digitalization of global trade.  In addition, the Convention enables the use of a single NCD covering the entire journey, thereby streamlining documentation, improving operational efficiency, and facilitating customs clearance.

Key provisions

Under the Convention, the basic rule establishing negotiability of NCDs is that the rights provided for in the NCD can be exercised only by the holder (article 7(1)) and will be transferred together with the transfer of the NCD (article 11). In this context, the Convention specifies that an NCD may be transferred either by endorsement and transfer of possession, or by mere transfer of possession if the last endorsement is in blank.

The Convention also establishes the document of title function of NCDs. The issuance and initial transfer of possession of an NCD, as well as any subsequent transfers, to the holder shall have the same effect, for the purpose of acquisition of rights to the goods, as the physical handing over of the goods (article 7(4)). To promote the negotiability of NCDs, the Convention provides the necessary rules on the rights of the holder, which includes the right to demand delivery of the goods at destination (articles 7 and 10), as well as the liability of the holder (article 9). At the same time, it provides for the protection of a third party acting in good faith in reliance on any of the information in the NCD (article 6(3)).

In pursuance of the principle of party autonomy, the Convention envisages the issuance of an NCD only where agreed by the transport operator (which issues the NCD) and consignor (which enters into a contract with the transport operator for the transport of the goods) (article 3(1)). To guide the parties on how to issue NCDs, the Convention lists two methods as examples: (a) converting an existing transport document ­such as a consignment note into an NCD or (b) issuing a stand-alone NCD where a transport document has not been issued or has been cancelled after issuance (article 3(2)). In addition, the Convention sets out content requirements for an NCD (article 4) and prescribes rules to address deficiencies in the NCD as a result of missing information (article 5).

The Convention contains detailed rules to support the use of NCDs in electronic form (eNCDs) (articles 12-18). These rules are drafted with reference to the UNCITRAL Model Law on Electronic Transferable Records and other legislative texts on electronic commerce prepared by UNCITRAL, including the United Nations Convention on the Use of Electronic Communications in International Contracts 2005.

Interaction with transport law conventions

The Convention focuses exclusively on the issuance and use of NCDs, rather than on the rights and obligations of the parties to the underlying transport contract. This approach helps ensure that the Convention does not interfere with existing legal regimes governing carrier liability under applicable transport law conventions, including transport law conventions developed by UNCITRAL such as the Hamburg Rules and Rotterdam Rules, but instead complements and operates alongside these established frameworks.