As a symbol of property.—We have already seen the bill of lading may be transferred by indorsement. This indorsement may be in blank—not specifying the particular person to whom it is transferred, and thereby giving the ownership of the property to the holder of the bill for the time being; or it may be special—that is to say, specifying the particular person to whom the ownership of the goods has been transferred. The reason for this method of transfer is obvious. A cargo at sea while in the hands of the carrier is necessarily incapable of physical delivery ; during which period of transit and voyage, the bill of lading is universally recognised as its symbol, and the indorsement and the delivery of the bill operates as a symbolical delivery of the cargo. Property in the goods passes by such indorsement and delivery of the bill of lading wherever it is the intention of the parties that the pro perty shall pass, just as under similar circumstances the property would pass by an actual delivery of the goods. And for the purpose of passing such property in the goods, and completing the title of the indorsce to full pos session thereof, the bill of lading, until complete delivery has been made to some one rightfully claiming under it, remains in force as a symbol, and carries with it not only the full ownership of the goods, but also all rights created by the contract of carriage between the shipper and the shipowner.
It is the key which in the hands of a rightful owner is intended to unlock the door of the warehouse, floating or fixed, in which the goods may chance to be. Those who propose purchasing goods comprised in a bill of lading, or lending money on its security, should bear in mind that the common law rule is that a transferee of a bill of lading, even though bond fide and for valuable consideration, can only get as good, or bad title, as the case may be, as has the transferor ; this is an important difference between a bill of exchange and a bill of lading. But there may be some exception to this rule under the Factors Act. By that Act, where a mercantile agent is, with the consent of the true owner in possession of the bill of lading, any sale, pledge, or other disposition of the goods made by him when acting in the ordinary course of business as a mercantile agent, will, subject to the general provisions of the Act, be as valid as if he were expressly authorised by the owner of the goods to make such disposition ; but the person taking the same must act in good faith, and not have had at the time of the disposi tion any notice that the person making the disposition had not authority to make the same. For the meaning of the term "mercantile agent" see FACTOR; and generally hereon see CARRIER; CHARTER-PARTY.