The ship agent—commonly referred to in practice as the shipping agent—plays a central role in the operation of a vessel within the port. The agent acts as the point of contact between the operator, port authorities, and parties dealing with the vessel, and its activities may extend to receiving or delivering goods, collecting freight, and performing other functions permitted by law.
However, the fact that the agent is at the forefront of dealings within the port does not mean that it becomes the maritime carrier or bears, from its own assets, all obligations imposed on the shipowner or operator. Maritime Trade Law No. 8 of 1990 establishes a specific regime distinguishing between representation of the operator and the agent’s personal liability for its own fault or the fault of its employees.
This distinction becomes particularly important where goods are lost or damaged, delivered to a person not entitled to receive them, errors occur in shipping documents, or there is delay in carrying out the operator’s instructions or port procedures.
First: Who Is the Ship Agent Under Egyptian Law?
The Maritime Trade Law defines the legal position of the ship agent through the functions it performs. Article 140 provides that the ship agent, acting as agent for the operator, carries out the ordinary acts necessary for the vessel.
Under the Law, the operator is the person who exploits the vessel for its own account, whether as owner or charterer, and the owner is deemed to be the operator unless the contrary is established.
Article 141 also permits the ship agent, depending on the scope of its agency, to perform activities including:
- Receiving goods for loading onto the vessel at departure.
- Delivering goods to their owners after discharge upon arrival.
- Collecting freight due to the operator.
Accordingly, the agent does not, in principle, act in its own name in performing these functions, but rather in the name and for the account of the operator and within the scope of the authority granted to it.
Second: The Ship Agent Must Not Be Confused with the Cargo Agent or Maritime Contractor
The Maritime Trade Law distinguishes between three different legal capacities:
- Ship Agent: Represents the operator and performs the ordinary acts necessary for the vessel.
- Cargo Agent: Acts on behalf of persons interested in the cargo in receiving it upon arrival and taking the measures necessary to preserve their rights against the carrier.
- Maritime Contractor: Performs the physical operations relating to loading goods onto the vessel or discharging them from it and may be entrusted with other work connected with loading or discharge in accordance with the law.
This distinction is important when identifying the liable party. Damage may occur during a handling operation performed by an independent maritime contractor, and it cannot be assumed that such contractor has become merely an “employee” of the ship agent simply because the agent coordinated with it or assigned it a particular task.
The decisive factors are the actual nature of the legal relationship, who issued the instructions, the extent of supervision and subordination, and the activity that caused the damage.
Third: Liability of the Ship Agent Toward the Operator
Article 142 of the Maritime Trade Law provides that:
“The ship agent shall be liable toward the operator in its capacity as a paid agent.”
This means that the internal relationship between the operator and its agent is based on a remunerated agency, and the agent is required to perform the tasks entrusted to it in accordance with the agreement and the law and with the degree of care required by the professional nature of the activity.
Examples of errors that may give rise to liability toward the operator include:
- Failure to comply with clear and lawful instructions issued by the operator.
- Neglecting port or customs procedures falling within the scope of its mandate.
- Making payments or entering into transactions without authority or outside the scope of the mandate.
- Failing to collect sums entrusted to it for collection.
- Unjustified delay in carrying out a procedure resulting in a fine or delay to the vessel.
- Issuing a document or statement incorrectly as a result of negligence attributable to it.
In this relationship, liability is, in principle, contractual because the damage arises from the agent’s breach of an obligation originating from the maritime agency agreement.
Fourth: Liability of the Ship Agent Toward the Shipper or Consignee
The legislature established a specific rule in Article 143, providing that the ship agent is not liable toward shippers or consignees for the loss of or damage to goods that it receives for loading or discharges for delivery to their owners except for its own personal fault and the fault of its employees.
This rule is of substantial importance because it prevents the agent from automatically being subjected to the carrier’s liability for every loss of or damage to cargo.
For the agent’s personal liability toward the cargo interest to arise, it is necessary, depending on the circumstances, to establish:
- A fault attributable to the agent itself or one of its employees.
- Actual damage.
- A causal relationship between the fault and the damage.
If the damage occurs during the sea voyage as a result of a breach attributable to the carrier or the vessel, and the agent committed no independent fault in connection with it, liability does not shift to the agent merely because it represents the operator at the port of arrival.
Fifth: Representation of the Operator Before the Courts Does Not Make the Agent Personally Liable for the Debt
Article 144 provides that the ship agent is deemed to represent the operator in actions brought by or against it in the Arab Republic of Egypt, and that the domicile of the ship agent in Egypt is deemed the domicile of the operator for service of judicial and extrajudicial documents.
However, this procedural representation does not mean that the agent’s assets automatically secure the operator’s debts.
The Court of Cassation clearly confirmed this principle in Appeal No. 2429 of Judicial Year 69, session of 26 February 2002, holding that the ship agent’s representation under Article 144 concerns procedural capacity in conducting the litigation, and that the effects of acts and judgments attach to the principal. The agent is therefore not personally liable from its own assets for debts owed by the operator.
This is an extremely important practical rule: the ship agent may be joined in proceedings as representative of the operator, but this capacity must not be confused with suing the agent personally as the debtor liable for compensation unless there is an independent basis for its personal liability.
Sixth: Court of Cassation Judgment Concerning the Shipping Agent and the Operator’s Assets
The Court of Cassation had previously addressed the legal position of the shipping agent of a foreign vessel in Appeal No. 1203 of Judicial Year 60, session of 24 November 1994.
The Court confirmed that the agent represents the shipowner in conducting matters connected with the vessel’s activities in Egypt and represents the owner in litigation relating to those activities, but the rights and obligations arising from acts concluded by the agent in the name of the principal are, in principle, attributed to the principal.
The agent therefore does not become personally liable for the shipowner’s debts merely by representing it.
It should be noted that the facts of that judgment were governed by maritime legislation preceding the current Maritime Trade Law. However, the 1990 Law subsequently introduced an express provision in Article 144 confirming the statutory representation of the ship agent before Egyptian courts.
Seventh: Who Is the Carrier Liable for Performance of the Bill of Lading?
The mere appearance of the shipping agent in arrival procedures or the issuance by it of a delivery-related authorization is not sufficient to classify it as the carrier liable under the contract of carriage.
The identity of the carrier is determined from the bill of lading, the contract of carriage, and the legal circumstances in which the bill was issued.
The Court of Cassation addressed this issue in Appeal No. 632 of Judicial Year 57, session of 11 December 1995.
In that case, the bill of lading bore the name of a particular company and was signed by its agent, and there was nothing indicating that the issuer was acting on behalf of the original shipowners. The Court held that the company in whose name the bill of lading was issued was liable toward third parties for performing the obligations evidenced by it and for loss or damage.
The judgment confirmed that the mere issuance of a delivery order by the shipping agency is not sufficient to alter the identity of the carrier disclosed by the bill of lading.
The importance of this judgment lies in requiring the capacity of each party to be identified before bringing a liability action: Did the party sign as carrier? On behalf of the carrier? Or merely as ship agent?
Eighth: Liability of the Agent for Errors in Bills of Lading and Documents
Within the scope of its authority, the ship agent may perform functions relating to bills of lading, delivery orders, or statements submitted to various authorities.
Here, two situations must be distinguished:
Acting in the Carrier’s Name and Within the Scope of the Agency
If the agent correctly issues a document in the carrier’s name and within the scope of its authority, the legal effects of that document are, in principle, attributed to the principal.
The Agent’s Personal Fault
However, if the agent commits an independent fault, such as inserting inaccurate information through negligence, exceeding the scope of its authority, or effecting delivery without a valid legal document or proper authorization, a basis for personal liability may arise if damage results.
It is not correct to establish an absolute rule that delivery may only be made against the “original bill of lading” in every case, as lawful arrangements may include electronic delivery procedures, a Sea Waybill, Telex Release, or other recognized systems. The decisive issue is whether delivery was made to the person entitled to receive the goods pursuant to a valid legal basis and proper instructions.
Ninth: Misdelivery of Cargo
Delivery is one of the most sensitive stages in the work of a shipping agent.
If the agent is entrusted with delivery pursuant to Article 141, it must verify—within the limits required by law, the documents, and maritime custom—that there is a valid instrument entitling the recipient to take delivery of the goods.
Depending on the facts of each case, personal liability may arise if the agent:
- Delivers the cargo to a person who is not entitled to receive it.
- Disregards a prohibition, reservation, or proper instruction that it was required to observe.
- Loses documents necessary for delivery as a result of its negligence.
- Issues a delivery order on the basis of a document that is clearly invalid and whose defect could have been discovered through ordinary professional care.
However, if non-delivery or delay results from customs authorities, the port administration, the cargo interest, force majeure, or an independent entity beyond the agent’s control, liability does not arise merely because delay occurred. A fault attributable to the agent must still be established.
Tenth: Damage to Cargo During Loading and Discharge Operations
It is necessary here to identify the person performing the physical operation at the time the damage occurred.
The Law separately regulates the maritime contractor beginning with Article 148, as the party performing the physical operations of loading goods onto or discharging them from the vessel.
Accordingly, the ship agent cannot automatically be held liable for every error committed by a loading or discharge contractor.
If the person who committed the error was in fact an employee of the agent, Article 143 concerning the fault of the agent’s employees may apply. If, however, the person was an independent contracted company, its liability must be determined according to its legal capacity as a maritime contractor and the contract under which it was engaged, while also examining whether the ship agent committed an independent fault in selection, instructions, or supervision where such matters fell within the scope of its obligations.
Eleventh: Errors by the Agent Before Port and Customs Authorities
In practice, the shipping agent performs a large number of procedures before port administrations and competent authorities, depending on the scope of its license and agency.
If it submits inaccurate information, neglects a mandatory deadline, or commits an error in a procedure entrusted to it, resulting in a fine, detention, delay, or additional costs, it may be liable toward the operator in its capacity as a paid agent.
Liability toward third parties may also arise where the elements of personal liability are established against it.
However, it must not automatically be made liable for all taxes, fees, fines, or debts originally owed by the operator or carrier merely because it is their local representative.
Twelfth: The Hamburg Rules and the Liability of the Ship Agent
Egypt is a Contracting State to the United Nations Convention on the Carriage of Goods by Sea 1978, the “Hamburg Rules,” which entered into force for Egypt on 1 November 1992.
The Convention primarily regulates the liability of the carrier and the actual carrier for the goods and does not transform the ship agent, merely by virtue of that capacity, into a maritime carrier.
However, Article 7 of the Hamburg Rules contains an important provision where an action is brought against a servant or agent of the carrier in respect of loss of or damage to the goods or delay. If that person proves that it acted within the scope of its employment, it may benefit from the defenses and limits of liability available to the carrier under the Convention, where the Convention applies.
The servant or agent loses the right to rely on those limits if intentional conduct or recklessness with knowledge that the damage would probably result is established in accordance with the conditions of the Convention.
It is therefore inaccurate to state that the Hamburg Rules “do not address the agent at all,” just as it is inaccurate to treat them as the direct source governing every issue concerning the liability of the ship agent in an Egyptian port.
Thirteenth: The Law Applicable to the Activities of Maritime Agents
The legislature established a specific rule in Article 137 of the Maritime Trade Law, providing that the law of the State in which the port is located applies to contracts and acts carried out by maritime agents and maritime contractors in that port.
Accordingly, where maritime agency activities are performed in an Egyptian port, Egyptian law is, in principle, applicable to those activities pursuant to the Article, subject to applicable international conventions and any specific rules governing the contract of carriage itself.
Fourteenth: Limitation Period for Disputes Between the Operator and the Ship Agent
One practical point requiring attention is Article 139 of the Maritime Trade Law, which provides that an action by the principal or employer against a maritime agent or maritime contractor is extinguished after two years from the date on which the debt became due.
This period should not, however, be generalized to every claim that may involve a shipping agent.
The applicable limitation or extinction period depends on the nature of the action, the capacity of the parties, and the statutory provision governing the claim. It is therefore necessary to determine whether the claim is between the principal and its agent, arises from the maritime carriage contract, or constitutes a personal liability claim by a third party before identifying the applicable legal period.
Fifteenth: Exemption or Limitation of the Agent’s Liability
The maritime agency agreement may regulate the allocation of risks and liability between the operator and the agent within the limits permitted by law.
The agreement may, for example, include:
- A cap on compensation for certain errors.
- Exclusion of certain categories of indirect loss.
- Specific procedures for notification of claims.
- An obligation to maintain professional liability insurance.
- An indemnity from the operator to the agent for claims arising from the proper implementation of lawful instructions issued by the operator.
However, a general clause stating that “the agent shall bear no liability whatsoever regardless of the cause of the damage” should not be drafted on the assumption that it will apply in every circumstance.
The general rules of the Civil Code do not permit exemption from liability arising from fraud or gross negligence, while Article 143 itself establishes a specific statutory basis for the ship agent’s liability toward shippers and consignees for its personal fault and the fault of its employees.
Sixteenth: Does the Agent Bear the Debts of the Carrier or Operator?
As a general rule: No.
An agent acting in the name of the operator and within the scope of its capacity does not become personally liable for the principal’s obligations.
A distinction must be made between:
- Joining the agent as representative of the operator: Which is permitted by Article 144.
- Obtaining judgment against the agent from its own assets: Which requires a legal basis for its personal liability and does not arise merely from its capacity as agent.
The Court of Cassation has confirmed this distinction in its judgments, particularly Appeal No. 2429 of Judicial Year 69 referred to above.
Seventeenth: Licensing of Maritime Agency Activities in Egypt
Maritime agency is one of the activities connected with maritime transport that may not be carried out in Egyptian ports except in accordance with the applicable licensing regime.
The Regulations Governing the Practice of Activities and Operations Connected with Maritime Transport, issued by Minister of Transport Decree No. 800 of 2016, regulate this activity, and the Maritime Transport and Logistics Sector currently provides services for issuing and renewing maritime agency licenses for operations in Egyptian ports.
Accordingly, when selecting a shipping agent, it is necessary to verify the validity of its license and the scope of the licensed activity rather than merely relying on the existence of a company or office dealing with vessels.
Eighteenth: Did the 2025 Amendment to the Maritime Trade Law Change the Liability of the Ship Agent?
Law No. 3 of 2025 was issued to amend certain provisions of Maritime Trade Law No. 8 of 1990.
However, this amendment did not alter the provisions governing the ship agent, cargo agent, or maritime contractor. It addressed Article 5 and Item 1 of Article 11, primarily concerning the nationality of vessels and certain forms of vessel registration and operation.
Accordingly, Articles 137 to 149 remain the direct legislative framework governing the activities of maritime agents and maritime contractors in this respect.
Nineteenth: How Do We Identify the Liable Party in a Practical Dispute?
Before bringing an action concerning an error occurring in a port or during delivery of cargo, a number of questions should be answered:
- Who is identified as the carrier, and in what capacity, in the bill of lading?
- Who is the actual operator of the vessel?
- Is the company against which the claim is made a ship agent, cargo agent, or maritime contractor?
- Was it joined in its capacity as representative of the principal or in its personal capacity?
- At what stage did the damage occur?
- Who had custody of the cargo at the time?
- Was the fault committed by the agent itself, one of its employees, or an independent contractor?
- What instructions and documents were in the agent’s possession?
- Is there a direct causal relationship between its conduct and the damage?
- What law or convention governs the contract of carriage and the claim?
In many cases, identifying these elements is more important than merely knowing the name of the “shipping agency” appearing in the port documents.
Twentieth: Key Contractual Safeguards in a Maritime Agency Agreement
- Precisely defining the scope of the agent’s functions and authority.
- Identifying the persons authorized to issue instructions to it.
- Regulating the issuance and signature of shipping documents and delivery orders.
- Defining procedures for handling cargo and original and electronic documents.
- Regulating the use of independent contractors and service providers.
- Establishing a clear system for approving expenses and payments.
- Allocating responsibility for operational errors and delay penalties.
- Requiring the agent to maintain appropriate insurance according to the nature of its activity.
- Regulating retention of documents, records, and evidence of delivery.
- Defining the mechanism for notification of claims and disputes.
- Taking into account the short statutory periods that may govern maritime disputes.
Conclusion
The liability regime governing ship agents under Egyptian law is based on a precise principle: the agent represents the operator, but does not become the operator and does not automatically bear its debts and obligations.
Acts performed by the agent in the name of the principal and within the scope of its authority are, in principle, attributed to the principal, while the agent incurs personal liability where its own fault or the fault of one of its employees is established in the cases regulated by law.
Accordingly, a maritime dispute should not begin with the question: “Who is the shipping agent?” but rather with the question: Who was actually responsible for the obligation that was improperly performed, and in what capacity was that party acting when the damage occurred?
A distinction must also be made between the ship agent, the carrier, the cargo agent, and the maritime contractor, and the bill of lading, agency agreement, and delivery documents should be reviewed in order to identify the party truly responsible before proceedings are commenced.
The Office of Dr. Mostafa El Rouby – Attorneys and Legal Consultants reviews maritime carriage agreements, maritime agency agreements, shipping documents, and delivery records to determine the legal position of each party and the basis of liability before commencing claims or judicial disputes.