US government authorizes US entities to conduct transactions with PdVSA and related entities in the Venezuelan oil and gas sector

On March 18, 2026, the United States Department of the Treasury's Office of Foreign Assets Control (OFAC) published General License 52 (GL 52) which authorizes “established U.S. entities” to engage in a range of transactions involving Petróleos de Venezuela, S.A. (PdVSA) and PdVSA entities (collectively, PdVSA Entities) prohibited by Executive Order (EO) 13884, “Blocking Property of the Government of Venezuela,” or EO 13850, “Blocking Property of Additional Persons Contributing to the Situation in Venezuela.” Notably, PdVSA Entities remain blocked, and any transactions that fall outside of the scope of the general license remain prohibited. 

This authorization builds on the prior licenses described in our recent DLA Piper alert, including GL 49 and GL 50. OFAC also published additional guidance on the scope and limitations of GL 52. 

Below, we provide an overview of GL 52 and its implications for US companies seeking to engage with or re-enter the Venezuelan oil market.

Key takeaways

GL 52 represents a significant expansion of authorized activities for established US entities seeking to engage with PdVSA Entities. By authorizing all transactions prohibited by EO 13884 or EO 13850, GL 52 complements and extends the authorizations provided under the earlier issued GL 49 and GL 50, creating a more comprehensive framework for US entities to participate in the Venezuelan oil and gas sector. However, companies must carefully ensure compliance with the specific requirements of the license, including the US law and forum requirements for contracts and the designated payment mechanisms for blocked persons, as described further below.

While GL 52 broadly authorizes transactions with PdVSA Entities, the authorization is limited to established US entities, has specific compliance requirements regarding governing law and payment mechanisms, and contains significant carve-outs. Further, any prior funds owed to or from PdVSA remain blocked. In addition, GL 52 does not relieve any person from compliance with the requirements of other US federal agencies, such as the Department of Commerce's Bureau of Industry and Security (BIS). 

General License 52

The authorization in GL 52 extends only to transactions by established US entities. For purposes of GL 52, as in previously issued Venezuela-related GLs, the term "established U.S. entity" refers to any entity organized under the laws of the US or any jurisdiction within the US on or before January 29, 2025.  Non-US subsidiaries of US entities are not directly authorized to undertake any activity under GL 52. However, it is possible that OFAC may release further guidance about non-US entities’ authorization pursuant to GL 52 as they did with GL 46, and as described in our prior alert.

Additionally, GL 52 authorizes all transactions involving the Government of Venezuela that would otherwise be prohibited by EO 13884 – which blocked all property and interests in property of the Government of Venezuela – that are necessary for activities involving PdVSA authorized under GL 52.

OFAC’s guidance indicates that transactions with PdVSA authorized by GL 52 include, but are not limited to, activities related to:

• The lifting, exportation, re-exportation, sale, resale, supply, storage, marketing, purchase, delivery, or transportation of Venezuelan oil or petroleum products
  
  
• The provision to Venezuela of diluent, goods, services, and technologies necessary for exploration, development, or production activities in the oil, gas, or petrochemical products sectors
  
  
• Entry into new investment contracts for exploration, development, or production activities in the oil, gas, or petroleum products sectors of Venezuela
  
  
• The formation of new joint ventures or other entities in Venezuela related to such activities
  
  
• All transactions ordinarily incident and necessary to such activities, including the performance of commercial, legal, technical, safety, and environmental due diligence and assessments

To rely on GL 52, any contracts with PdVSA Entities must specify that US laws govern and that any dispute resolution under the contract must occur in the US. 

Any monetary payment that is authorized by GL 52 to a blocked person (including the Government of Venezuela and/or PdVSA Entities), excluding payments for local taxes, permits, or fees, must be made into the Foreign Government Deposit Funds,¹  as specified in EO 14373, “Safeguarding Venezuelan Oil Revenue for the Good of the American and Venezuelan People,” of January 9, 2026, or any other account as instructed by the US Department of the Treasury. 

Exclusions and limitations

GL 52 does not authorize:

• Transactions otherwise prohibited by the Venezuela Sanctions Regulations (VSR), 31 CFR Part 591, such as transactions prohibited by EO 13808, “Imposing Additional Sanctions With Respect to the Situation in Venezuela,” related to bonds and certain other debt of the Government of Venezuela or PdVSA, including transactions to settle such bonds and debt
  
  
• Transactions prohibited by EO 13835, “Prohibiting Certain Additional Transactions With Respect to Venezuela,” including transactions related to the sale, transfer, assignment, or pledging as collateral by the Government of Venezuela of any equity interest in PdVSA Entities or any other entity in which the Government of Venezuela has a 50-percent or greater ownership interest
  
  
• The entry into a settlement agreement or the enforcement of any lien, judgment, arbitral award, decree, or other order through execution, garnishment, or other judicial process purporting to transfer or otherwise alter or affect property or interests in property of any person blocked pursuant to the VSR, including PdVSA or a PdVSA Entity. Notably, as clarified in FAQ 1246, GL 52 does not authorize the sale of certain shares of CITGO that are the subject of Crystallex International Corporation v. Bolivarian Republic of Venezuela; a specific license will be required before any sale of CITGO shares is executed (FAQ 1246)
  
  
• Any transaction involving any individual or entity identified on OFAC's List of Specially Designated Nationals and Blocked Persons (SDN List), excluding PdVSA, as well as any entity in which one or more of such persons identified on the SDN List own, directly or indirectly, individually or in the aggregate, a 50-percent or greater interest, excluding PdVSA Entities
  
  
• Payment terms that are not commercially reasonable, involve debt swaps or payments in gold, or are denominated in digital currency, digital coin, or digital tokens issued by, for, or on behalf of the Government of Venezuela, including the Petro
  
  
• Any transaction involving a person located in or organized under the laws of Russia, Iran, North Korea, Cuba, or any entity that is owned or controlled, directly or indirectly, by or in a joint venture with such persons
  
  
• Any transaction involving an entity located in or organized under the laws of Venezuela or the US that is owned or controlled, directly or indirectly, by or in a joint venture with a person located in or organized under the laws of China
  
  
• The unblocking of any property blocked pursuant to the VSR
  
  
• Any transaction involving a blocked vessel

Reporting requirements

GL 52 specifies that any person that exports, re-exports, sells, resells, or supplies Venezuelan-origin oil or Venezuelan-origin petrochemical products to countries other than the US pursuant to GL 52 must provide a detailed report to the Department of State and the Department of Energy. Such reports must include:

• The parties involved
  
  
• A description of the transactions, including the products, quantities, values, dates of the transactions, and countries of ultimate destination
  
  
• Any taxes, fees, or other payments provided to the Government of Venezuela

Reports are due ten days after the execution of the first of such transactions and every 90 days thereafter while such transactions are ongoing. 

Conclusion

DLA Piper continues to monitor developments in Venezuela and across the region, regularly advising companies on resulting compliance obligations. For more information on the implications of GL 52, please contact any of the authors.

¹ “Foreign Government Deposit Funds” means funds paid to or held by the US government in designated US Department of the Treasury accounts or funds on behalf of the Government of Venezuela or its agencies or instrumentalities, including the Central Bank of Venezuela and Petroleos de Venezuela, S.A., that are derived from either the sale of natural resources from, or the sale of diluents to, the Government of Venezuela or its agencies or instrumentalities.