OFAC Issues New Venezuela General Licenses Expanding Authorization For Oil And Gas Activities

The U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) has issued a series of general licenses significantly expanding the ability of companies to engage in upstream oil and gas production in Venezuela, while maintaining significant oversight over new investment activities and imposing restrictions to exclude certain foreign actors from the Venezuelan energy sector.

• On February 3, 2026, OFAC issued General License No. 47 (“GL 47”), authorizing the exportation of U.S. diluents to Venezuela.
• On February 10, 2026, OFAC issued General License No. 48 (“GL 48”), authorizing U.S. firms to provide goods, equipment, and services for the Venezuelan oil and gas industry; General License No. 46A (“GL 46A”), amending General License No. 46 (“GL 46”) which authorizes U.S. firms to engage in transactions involving Venezuelan oil; and General License No. 30B (“GL 30B”), authorizing transactions related to operating or using ports and airports in Venezuela.
• On February 13, 2026, OFAC issued General License No. 49 (“GL 49”), authorizing companies to negotiate and enter contingent contracts to invest in upstream oil and gas projects in Venezuela, subject to OFAC approval. OFAC also issued General License No. 50 (“GL 50”), authorizing certain firms to operate in the oil and gas sector in Venezuela.

Collectively, these authorizations represent a fundamental shift in U.S. sanctions policy toward Venezuela and create new opportunities for oil and gas companies to invest in Venezuela’s energy sector.

This client alert provides an overview of each license and key considerations for companies assessing opportunities in Venezuela.

General Licenses

GL 46A

GL 46A amends GL 46 issued in January 2026 which authorizes “established U.S. entities” to engage in transactions related to the lifting, exportation, sale, storage, refining, and transportation of Venezuelan oil, including transactions involving the Government of Venezuela, Petróleos de Venezuela, S.A (“PdVSA”), and any entity owned 50 percent or more by PdVSA (“PdVSA Entities”). King & Spalding published an earlier client alert assessing GL 46 (see here).

GL 46A clarifies that local taxes, permits, and fees may be paid directly to the Government of Venezuela, rather than being deposited in the Foreign Government Deposit Funds as specified in Executive Order 14373, or another account designated by the Treasury Department.

OFAC also issued guidance to provide further details on the scope of the activities authorized by GL 46A, including the involvement of non-U.S. persons in certain transactions and downstream trading activities in Venezuelan-origin oil:

• Involvement of Non-U.S. Persons. Non-U.S. persons that are not an “established U.S. entity” may engage in transactions or provide services that are ordinarily incident and necessary to an established U.S. entity’s transactions authorized by GL 46A (e.g., providing transportation and logistics services to an established U.S. entity for the export of Venezuelan-origin oil). ¹Other examples of authorized activities or ancillary services by non-U.S. persons could include: providing marine insurance to vessels chartered by established U.S. entities to transport Venezuelan-origin oil; financing of related cargoes; leasing storage facilities for Venezuelan-origin oil purchased by an established U.S. entity; or contracting with established U.S. entities for repair or maintenance services of infrastructure necessary to effectuate the export of oil from Venezuela, among others. See OFAC FAQ 1230, available here: https://ofac.treasury.gov/faqs/1230.
• Downstream trading activities. Once a transaction with the Government of Venezuela, PdVSA, or PdVSA Entities has been completed and the interest – including any future or contingent interest – of a blocked entity is fully extinguished, then the oil can be freely sold, resold, and traded by downstream purchasers, including entities that are not established U.S. entities. ²See OFAC FAQ 1235, available at: https://ofac.treasury.gov/faqs/1235.

GL 47

GL 47 authorizes transactions related to the exportation, reexportation, sale, resale, supply, storage, marketing, delivery, or transportation of U.S.-origin diluents to Venezuela. The authorization includes dealings with the Government of Venezuela, PdVSA, and PdVSA Entities. This license facilitates transactions authorized under GL 46A, GL 48, GL 49, and GL 50 for the export of Venezuela-origin oil; diluents are critical to Venezuela’s oil sector given that much of the crude oil is heavy and viscous and, therefore, must be blended with lighter hydrocarbons to flow through pipelines and onto export tankers.

GL 48

GL 48 authorizes transactions ordinarily incident and necessary to the provision of goods, technology, software, or services for the exploration, development, or production of oil or gas in Venezuela. The authorization extends to dealings with the Government of Venezuela, PdVSA, and PdVSA Entities.

Key activities permitted under GL 48 include:

• Supply of goods, technology, software, or services for the exploration, development, or production of oil or gas;
• Processing payments, arranging shipping and logistics services, chartering vessels, and obtaining marine insurance and P&I coverage;
• Arranging port and terminal services with port authority and terminal operators that are part of the Government of Venezuela; and
• Maintenance of oil or gas operations, including the refurbishment or repair of items used for oil or gas exploration, development, or production.

Importantly, GL 48 does not authorize the formation of new joint ventures or other entities in Venezuela to explore or produce oil or gas. However, under Venezuela’s hydrocarbon laws – which introduced new reforms in January 2026 – foreign investment in upstream hydrocarbon activities must be conducted either through (i) joint venture companies (empresas mixtas) in which the Republic or a state entity directly or indirectly holds an ownership interest greater than 50% providing them shareholder control; or (ii) private companies domiciled in Venezuela, acting under contractual arrangements with state-owned companies or their affiliates.

Therefore, despite recent reforms, activities in Venezuela’s upstream oil and gas sector still require significant involvement with state-owned entities, creating practical limitations under GL 48. Specifically, companies which already hold interests in existing Venezuela joint ventures would appear to be permitted to continue operating under GL 48; however, the prohibition on the formation of new joint ventures and other entities in Venezuela significantly restricts companies’ ability to freely pursue new oil and gas production operations under GL 48. These practical limitations have been acknowledged by U.S. Secretary of Energy, Chris Wright, who has described Venezuela’s new hydrocarbon law reforms as a “meaningful step in the right direction,” but “not far and clear enough to encourage the large capital flows you’d like to see.” ³Simon Romero, “Top U.S. Energy Official Presses Venezuela to Do More to Spur Investment,” The New York Times (Feb. 11, 2026), available at https://www.nytimes.com/2026/02/11/world/americas/us-venezuela-foreign-investment-oil.html.

GL 49

GL 49 authorizes all transactions related to the negotiation of and entry into contingent contracts for new investment in oil or gas sector operations in Venezuela – including transactions involving the Government of Venezuela, PdVSA, or PdVSA Entities – provided that the performance of any such contract be made expressly contingent upon separate authorization from OFAC. GL 49 defines “contingent contracts” broadly to include executory contracts, executory pro forma invoices, agreements in principle, executory offers capable of acceptance such as bids or proposals in response to public tenders, binding memoranda of understanding, or any other similar agreement.

GL 49 specifically authorizes negotiating and entering into contingent contracts to:

• Engage in new oil or gas exploration, development, or production activities in Venezuela;
• Expand existing operations in Venezuela; and
• Form new joint ventures or other entities in Venezuela related to the foregoing activities. 

Notably, authorized transactions also include prefatory steps for these activities such as conducting commercial, legal, technical, safety, and environmental due diligence and assessments. Therefore, companies seeking to engage in new upstream oil and gas activities in Venezuela must utilize GL 49 to negotiate contingent contracts and await subsequent OFAC approval before performance of such contracts. This process allows companies to conduct due diligence and structure transactions while agency approval is pending.

GL 49 is designed to authorize new investment activity in Venezuela. Importantly, GL 49 permits the formation of new joint ventures – an activity expressly prohibited by GL 48. This authorization makes GL 49 the appropriate vehicle for companies seeking to establish new oil and gas operations in Venezuela. However, this authorization comes with a critical condition: the performance of any contract for upstream oil and gas activities must be made expressly contingent upon separate authorization from OFAC. While GL 49 permits companies to negotiate joint venture agreements, it does not authorize the actual formation or operation of those joint ventures – that step will require a separate, specific license from OFAC. According to the U.S. State Department, the Trump Administration’s review for approval of the proposed contracts will “ensure they advance the interests of the American and Venezuelan people.”⁴See “Actions to Implement President Trump’s Vision for Venezuelan Oil,” U.S. Department of State (Feb. 13, 2026), available at: https://www.state.gov/releases/office-of-the-spokesperson/2026/02/actions-to-implement-president-trumps-vision-for-venezuelan-oil/.  By channeling new joint venture formation through the contingent contract process of GL 49, OFAC maintains control over which entities ultimately receive authorization to establish new operations in Venezuela. In contrast, GL 48 is a self-executing general license that authorizes immediate performance of covered transactions.

GL 50

GL 50 authorizes all transactions related to oil or gas sector operations in Venezuela for entities listed in the Annex of the GL and their subsidiaries, including transactions involving the Government of Venezuela, PdVSA, or PdVSA Entities. The Annex to GL 50 lists the following entities:

• BP PLC
• Chevron Corporation
• Eni S.p.A.
• Repsol S.A.
• Shell PLC  

These five companies have significantly broader authorization to expand their existing operations and pursue additional upstream projects without a separate OFAC approval process required under GL 49.

GL 30B

GL 30B authorizes transactions and activities involving the Government of Venezuela that are ordinarily incident and necessary to operations or use of ports and airports in Venezuela. The license also specifically authorizes such transactions involving the Instituto Nacional de los Espacios Acuaticos (“INEA”) or entities in which INEA has a 50 percent or greater ownership interest.

This license supports the logistical aspects of activities under GL 46A, GL 48, GL 49, and GL 50.

Key Conditions and Restrictions Across the General Licenses

All six general licenses contain significant restrictions that companies must carefully evaluate:

1. Excluded Jurisdictions and Persons. GL 46A, GL 47, GL 48, GL 49, and GL 50 prohibit transactions involving persons (i) located in or organized under the laws or Russia, Iran, North Korea, or Cuba; or (ii) entities owned or controlled, directly or indirectly, by or in a joint venture with persons from these excluded jurisdictions.⁵GL 47 prohibits transactions with persons located under the laws of Iran, North Korea, or Cuba, including any entity that is owned or controlled by or in a joint venture with such persons, but GL 47 does not restrict the involvement of persons located in Russia. However, this is not an explicit authorization to deal with Russian persons; there are already existing sanctions prohibitions on U.S. persons engaging in petroleum-related transactions with any person located in Russia (subject to certain exceptions).
2. China-Specific Restrictions. GL 48, GL 49, and GL 50 contain a broad exclusion for transactions involving persons located in or organized under the laws of China, or entities owned or controlled (directly or indirectly) by or in a joint venture with Chinese persons. GL 46A contains a narrower exclusion: it does not authorize transactions with Venezuelan or U.S. entities that are owned or controlled, directly or indirectly, by or in a joint venture with a person located in or organized under the laws of China. However, OFAC has clarified that GL 46A does not restrict the resale of Venezuelan-origin oil to China by an established U.S. entity.⁶See OFAC FAQ 1231, available at: https://ofac.treasury.gov/faqs/1231.
3. Foreign Government Deposit Funds. GL 46A, GL 48, and GL 50 require that any payment to a blocked person – excluding payments for local taxes, permits, or fees – be made into the Foreign Government Deposit Funds or other account designated by the Treasury Department. However, any payments of oil or gas taxes or royalties to the Government of Venezuela, PdVSA, or PdVSA Entities must be paid into the Foreign Government Deposit Funds or any other account designated by the Treasury Department. ⁷See GL 50; OFAC FAQ 1237, available at: https://ofac.treasury.gov/faqs/1237.
4. Prohibited Payment Terms. GL 46A, GL 47, GL 48, and GL 50 prohibit payment terms that are not “commercially reasonable,” involve debt swaps, payments in gold, or denominated in digital currency, digital coin, or digital tokens issued by, for, or on behalf of the Government of Venezuela, including the petro. OFAC’s guidance defines “commercially reasonable terms” as consistent with prevailing market and industry standards for like or similar products.⁸ OFAC’s guidance defines “commercially reasonable terms” as “consistent with prevailing market and industry standards for like or similar products produced by a company of similar size and scope, while taking into account characteristics such as quality, quantity, pricing, performance, and safety, among others. Commercially reasonable terms include terms related to, among other things, the governance, economics, operations, and legal/compliance requirements of a contract negotiated at arm’s length between two or more parties.” See OFAC FAQ 1232, available at: https://ofac.treasury.gov/faqs/1232.
5. U.S. Law Controls. GL 46A, GL 47, GL 48, and GL 50 require that any contract with the Government of Venezuela, PdVSA, or PdVSA Entities be governed under U.S. law and any dispute resolution under the contract occur in the United States.
6. Blocked Persons and Vessels. Unless expressly authorized by an OFAC general license, U.S. persons should not engage in any transactions involving any sanctioned or “blocked” persons or any blocked vessels.
7. Export Controls and Other Regulatory Requirements. The licenses do not relieve compliance with requirements of other federal agencies, including export controls administered by the U.S. Department of Commerce’s Bureau of Industry and Security.
8. Reporting Requirements. The general licenses impose reporting obligations on: any person that exports, reexports, sells, resells, or supplies Venezuelan oil to countries other than the United States pursuant to GL 46A; any person that exports, reexports, sells, or supplies U.S.-origin diluents to Venezuela pursuant to GL 47; any person that exports, reexports, sells, resells, or supplies goods, technology, software, or services pursuant to GL 48; and any person that engages in transactions pursuant to GL 50. Such persons must provide a detailed report to the U.S. State Department and U.S. Department of Energy within 10 days of the first transaction and every 90 days thereafter. These reports must include:
• The parties involved;
• The quantities and values;
• The dates the transactions occurred;
• Any taxes, fees, or other payments provided to the Government of Venezuela;⁹Please note that reports for transactions pursuant to GL 47 do not require the person to identify taxes, fees, or other payments provided to the Government of Venezuela.

In addition, reports for transactions under GL 48 also require identification of the goods, technology, software, or services involved; reports for transactions under GL 46A require the identification of the countries of ultimate destination; and reports for transactions under GL 50 require a description of the transactions.

Conclusion

The issuance of these general licenses represents a significant expansion of authorized activities in Venezuela’s energy sector for “American and other aligned companies,” ¹⁰See “Actions to Implement President Trump’s Vision for Venezuelan Oil,” U.S. Department of State (Feb. 13, 2026), available at: https://www.state.gov/releases/office-of-the-spokesperson/2026/02/actions-to-implement-president-trumps-vision-for-venezuelan-oil/. but there remain substantial restrictions and conditions on such activities. Therefore, companies should carefully evaluate these authorizations alongside their existing compliance programs, conduct thorough counterparty due diligence to ensure that there is no unauthorized involvement of blocked persons, and ensure adherence to contractual, payment, and reporting requirements. Given the dynamic nature of U.S.-Venezuela relations, companies should continue to monitor developments closely and consult with counsel as they assess opportunities in this space.