This alert summarizes the key developments and highlights practical considerations businesses should evaluate when assessing whether, and how, to pursue Venezuela-related opportunities under the evolving sanctions framework.

On August 28, 2026, President Trump announced a landmark agreement between the United States and Venezuela that would provide the U.S. government with significant rights in more than 65 billion barrels of proven Venezuelan oil reserves—approximately 20 percent of the country’s total proven reserves.

Under the agreement:

NABEP has announced plans to scale production rapidly, including by investing up to $100 billion in new oil infrastructure in Venezuela and paying approximately $200 billion in royalties and taxes over 25 years.²

The concessions are governed by Venezuela’s new hydrocarbons law, and the agreement contemplates that millions of barrels of new production will be processed through U.S. refineries.³

According to the White House Fact Sheet, most of the incremental oil fields were previously controlled or operated by Russian and Chinese firms. Therefore, the agreement appears designed not only to reopen a major commercial pathway for Venezuelan energy production, but also to advance U.S. strategic objectives by shifting control of significant oil assets away from Russian and Chinese influence.

If implemented, the agreement could materially reshape Venezuela’s energy sector, create a pathway for substantial U.S.-linked investment in Venezuelan oil infrastructure, and generate new supply opportunities for U.S. downstream industry operators, including refiners, logistics providers, traders, and related service providers. Companies operating in Venezuela, considering re-entry, or supporting downstream activity in the United States should evaluate opportunities in light of the relevant OFAC GLs related Venezuela’s oil and gas sectors (see previous K&S client alert on OFAC’s authorization for Venezuela-related oil and gas activities).

Notwithstanding the significance of the announcement, businesses should assess their proposed transactions and business dealings in light of the relevant legal, commercial, and practical considerations. Relevant diligence considerations include the scope of available sanctions authorizations, counterparty ownership and control, payment flows, reporting obligations, constitutional and political risk in Venezuela, and the possibility that OFAC could amend or revoke relevant authorizations.

In addition, OFAC amended eight GLs to remove the requirement that certain contracts with the Government of Venezuela (“GoV”) or specified blocked persons, including Petróleos de Venezuela, S.A. (“PdVSA”) and CVG Compania General de Mineria de Venezuela CA (“Minerven”) entities, be construed and interpreted under the laws of a U.S. state. OFAC made this change in response to investment-related reforms adopted by the GoV since January 2026.⁴ The eight amended GLs address distinct parts of the Venezuela framework:

However, the dispute-resolution requirement in these GLs remains in place: covered contracts must still provide for dispute resolution proceedings in the United States, United Kingdom, France, or Singapore. The dispute-resolution requirement applies to direct contracts with the GoV or blocked persons, such as PdVSA or Minerven entities; it does not apply to indirect counterparties, such as downstream service providers, insurers, or shippers.⁶

The amendments provide greater flexibility for parties to choose the governing law for covered contracts, which may support international commercial parties in structuring Venezuela-related transactions. Companies should nevertheless continue to include compliant dispute-resolution provisions in covered contracts and confirm whether the contract is directly with the GoV or a blocked person. Businesses also should continue to account for the restrictions retained across the Venezuela general-license framework, including prohibitions on transactions involving persons in Russia, Iran, North Korea, or Cuba and, for certain licenses, China; limits on payment terms, including debt swaps, payments in gold, and certain digital-currency payments; prohibitions on unblocking blocked property and transacting with blocked vessels; requirements that certain payments to blocked persons be made into Foreign Government Deposit Funds or other Treasury-designated accounts; and periodic reporting obligations. Companies must also comply with other applicable federal requirements, including those administered by U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”).

Separately, on September 2, 2026, OFAC issued amended GL amended GLs 51D, 54C, and 55A, which make targeted changes to the minerals-sector authorizations by expressly extending the existing minerals-sector licenses to cover coal and adding Carbones del Zulia S.A. (“Carbozulia”) as a named state-owned entity alongside Minerven. 

On August 21, 2026, OFAC issued GL 61 (subsequently amended to GL 61A on August 27, 2026) and GL 62, extending the Venezuela sanctions easing to the telecommunications sector.

GL 61A

GL 61A authorizes transactions ordinarily incident and necessary to the provision from the United States, or by a U.S. person, of goods, technology, software, or services for the installation, maintenance, refurbishment, repair, upgrade, operation, or support of telecommunications in Venezuela. The authorization includes certain transactions involving the GoV, including Comisión Nacional de Telecomunicaciones (“CONATEL”), Compañía Anónima Nacional Teléfonos de Venezuela (“CANTV”), and Movilnet.⁷

GL 61A defines “telecommunications” broadly to include data, telephone, internet connectivity, radio, television, news wire feeds, and similar services, regardless of transmission medium, including satellite and submarine cables. Authorized transactions include:

GL 61A retains important restrictions, including prohibitions on transactions involving persons in Russia, Iran, North Korea, Cuba, or China, or entities owned or controlled by or in joint ventures with such persons. It also does not authorize new joint ventures or transactions involving blocked vessels, and certain payment restrictions apply. Any person that takes action pursuant to GL 61A must provide a detailed report to the U.S. Department of State within 10 days after the first transaction and every 90 days thereafter.

GL 62

GL 62 authorizes the negotiation of and entry into contingent contracts for new investment in Venezuela’s telecommunications sector, provided that performance of each contract is expressly contingent on separate OFAC authorization. Specifically, the license permits prefatory steps such as commercial, legal, technical, safety, and environmental due diligence and allows contracts to establish new telecommunications service providers, expand existing operations, or form new joint ventures or other entities related to those activities. Contingent contracts are defined broadly to include executory contracts, pro forma invoices, agreements in principle, bids or proposals, binding memoranda of understanding, and similar instruments.

GL 62 itself does not impose payment, contractual, or reporting requirements, although OFAC retains discretion to impose conditions when issuing any specific license authorizing performance. The license nevertheless retains restrictions on transactions involving persons in Russia, Iran, North Korea, Cuba, or China and does not authorize the unblocking of blocked property.

GL 62 allows companies to begin positioning for potential telecommunications investments through diligence, negotiation, and execution of contingent contracts, even though performance remains subject to separate OFAC authorization. This structure may provide a practical first-mover advantage for companies prepared to proceed carefully, particularly where early diligence, partner selection, and regulatory planning will be important to future market entry. Businesses should build the OFAC approval process into transaction timelines, ensure that contracts expressly condition performance on further authorization, and diligence counterparties and ownership structures for prohibited-country connections.

Companies relying on GL 61A and GL 62 should also ensure compliance with other U.S. laws, including approvals or compliance obligations administered by the Federal Communications Commission, the Committee for the Assessment of Foreign Participation in the U.S. Telecommunications Services Sector, and BIS.

The recent developments create potential opportunities across energy, petrochemicals, minerals, telecommunications, logistics, financial services, infrastructure, and related support sectors. For companies operating—or considering operations—in Venezuela, these developments support new or expanded operations and access to U.S.-linked capital and services. For downstream industry operators in the United States, the oil agreement may create new opportunities related to refining, transportation, trading, storage, and supply-chain services connected to Venezuelan-origin crude and petrochemical products.

In particular, the U.S. government has stated that it supports efforts by U.S. businesses to “reinvest in Venezuela to strengthen America’s national security in the Western Hemisphere and help restore Venezuela as a responsible, prosperous ally of the United States.”⁹ As a result, U.S. businesses seeking to pursue activities that are not covered by a GL and require a specific license from OFAC may be better positioned to receive U.S. government support where the proposed activity advances these policy objectives.

Companies should assess new opportunities against applicable OFAC authorizations—including restrictions on those authorizations—remaining sanctions restrictions, and commercial and know-your-customer diligence. Key considerations include: (i) identifying the applicable GL and confirming that all elements of the proposed activity fall within its scope; (ii) screening counterparties, ownership structures, vessels, financial institutions, and joint-venture partners for prohibited connections; (iii) structuring payment terms to comply with license conditions; (iv) incorporating required dispute-resolution provisions where contracts are directly with the GoV or blocked persons; (v) preparing for reporting obligations and interagency requirements; and (vi) weighing political, constitutional, infrastructure, and country-risk considerations against the capital and operational resources required.

Businesses should also treat the current framework as developing. Venezuela’s government remains interim following Maduro’s removal in January 2026; details of the oil deal remain unclear; and Venezuela’s constitution provides that oil deposits belong to the Venezuelan state and cannot be transferred, which may present legal questions for elements of the NABEP arrangement. Moreover, Venezuela’s country risk remains elevated given the June earthquakes, ongoing economic challenges, and the need for substantial infrastructure investment. These issues may be particularly important for companies evaluating long-term investments, concessions, financing arrangements, insurance coverage, or infrastructure commitments. Companies should structure investments, contracts, and operations with that possibility in mind, including through appropriate conditions precedent, termination rights, sanctions-change provisions, and compliance controls.

King & Spalding has deep experience advising clients on sanctions compliance, international trade, and energy transactions. Our team has been at the forefront of advising companies navigating the evolving Venezuela sanctions landscape, including counseling on OFAC licensing, structuring compliant transactions, and managing regulatory risk. We combine our market-leading energy practice with our international trade and national security team to provide integrated, practical guidance for clients seeking to evaluate opportunities in Venezuela while managing legal and compliance risks.

Please contact any member of our team with questions or to discuss these new developments.