Official sources and legal frame of reference
By: Alan Mauricio Aldana
Criminal lawyer specialized in international sanctions (OFAC) and transnational economic crimes.
The General License No. 46 (GL 46) was issued by the Office of Foreign Assets Control (OFAC) the January 29, 2026 within the program Venezuela Sanctions Regulations (VSR), 31 CFR part 591. Its issuance is recorded in the official registry of Recent Actions OFAC and the license is listed on the official page of the “Venezuela-related Sanctions” program as a valid general license. [1]
The analysis of the scope and exceptions is mainly based on the official text PDF of GL 46 (primary legal source), and in normative documents necessary for interpreting its operation: the VSR, definitions and structural rules (e.g., “blocked property”, “U.S. person”, transactions “ordinarily incident”), as well as the Executive Order 14373 (09/01/2026) which creates the regime of Foreign Government Deposit Funds to which GL 46 expressly refers for the channeling of monetary payments to blocked subjects. [2]
At the level of best compliance practices, the following official document is used as a guideline for the design of controls “A Framework for OFAC Compliance Commitments.” (OFAC), which summarizes essential components of a sanctions compliance program and lists typical causes of failure relevant to GL 46 (especially non-standard payments or business practices). [3]
The first (and most decisive) filter is that GL 46 is not drafted as an “all U.S. person” qualification.”, but “for an established U.S. entity”. The license itself defines “established U.S. entity” as an entity organized under the laws of the U.S. (or of any jurisdiction within the U.S.) on or before January 29, 2025. [4]
This introduces a practical boundary that must be documented before operating: although the VSR defines “U.S. person” broadly (citizens, permanent residents, entities organized under U.S. law, and any person in the U.S.), GL 46 adds a temporary requirement that leaves out to U.S. entities incorporated after 01/29/2025 if they intend to rely on this license. [5]
Material threshold: activities covered and operating perimeter
GL 46 authorizes all transactions prohibited by the RSV (including those involving the Government of Venezuela, PDVSA or entities owned by PDVSA at 50% or more) which are “ordinarily incident and necessary” for a comprehensive list of activities on “Venezuelan-origin oil”: lifting, export, re-export, sale, resale, supply, warehousing, marketing, purchase, delivery, transportation, and expressly includes refining of Venezuelan-origin oil. [4]
In terms of business, this sets up a scope that covers the commercial chain and logistics of crude oil, from extraction/lifting to placement, transportation and eventual refining, provided that the operation is defensible as “ordinary and necessary” for this chain and is carried out by an established“ U.S. entity” in the sense of the defining note. [4]
What OFAC explicitly includes: logistics, marine insurance and port services
GL 46 incorporates a very relevant operational clarification in its Note 2: transactions consisting of the following are considered authorized organize shipping and logistics services, including ship chartering, obtaining marine insurance and coverage P&I, and the organization of port and terminal services, even when the port authorities or terminal operators are part of the Government of Venezuela. [4]
This precision reduces ambiguity: for the transportation/insurance sector, OFAC is anticipating (and accepting) that the commercial execution of the flow of crude oil requires these services, so it expressly incorporates them within the authorized (always under the limits of the exclusions section, especially the “blocked vessel” veto). [4]
Cumulative conditions “closing” the authorization: contractual jurisdiction and channeling of payments
GL 46 does not operate as a general lift; its (a) authorization is conditioned on two structural requirements:
The first is jurisdictional/contractualany contract for these transactions with the Government of Venezuela, PDVSA or PdVSA Entities should establish that the U.S. law. (or from a jurisdiction within the U.S.) and which any dispute resolution occurs in the U.S. [4]
The second is financial: any monetary payment to a blocked person must be carried out in the Foreign Government Deposit Funds, according to the Executive Order 14373, or in any other account indicated by the Treasury Department. [6]
This second condition is key: EO 14373 defines “Foreign Government Deposit Funds” as funds paid to or held by the U.S. Government in Treasury accounts/funds designated on behalf of the Government of Venezuela (including agencies or instrumentalities such as the Central Bank and PDVSA) derived from the sale of natural resources or diluents, and prohibits their “dealing” unless authorized by regulations/orders/directives/licenses issued under the EO. [7]
Exceptions and prohibitions expressly stated in GL 46
GL 46 contains a closed list of no authorizations in paragraph (b). From a conservative compliance practice, such exclusions should be treated as red lines (not “gray areas”), because the wording does not rest on “SDN” status but on locational and applicable law criteria, and also includes vetoes on ownership structures or joint venture. [4]
Restrictions on payment methods and terms
GL 46 does not authorize:
Terms of payment not commercially reasonable, and those that involve debt swaps o gold payments. [8]
Payments denominated in digital currency/coin/tokens issued by, for, or on behalf of the Government of Venezuela, including the petro. [4]
Operational interpretation: the “commercially reasonable” standard requires aligning terms with market practices (price, terms, instruments). OFAC warns, in its Compliance Framework, that the use of non-standard payment or business practices is a typical cause of violations (often associated with attempts to circumvent sanctions). This makes the evaluation of terms of trade an essential control point for GL 46. [9]
Even if GL 46 allows “commercially reasonable”.” swap payments (crude oil/diluents/refined products), this permit falls within the same standard of commercial reasonableness and does not neutralize exclusions for blocked counterparties or vessels. [4]
Ban by counterparties linked to Russia, Iran, North Korea and Cuba
GL 46 does not authorize no transaction involving:
A person located in or constituted under the laws of the Russian Federation, Iran, North Korea (DPRK) o Cuba; o
Any entity that is owned or controlled, directly or indirectly, by such persons, or in joint venture with them. [4]
Practical risk: this prohibition is remarkably broad because it is formulated by location/applicable law, not by designation. Consequently, you can block transactions with ancillary suppliers (freight, broker, subcontractors, traders, agents) even if they are not designated, if they are located/organized in those jurisdictions or are part of control/JV structures. [4]
Specific ban associated with China
GL 46 introduces a different structural veto for China:
It does not authorize any transaction involving a entity located in or incorporated under the laws of Venezuela or the United States. that is owned or controlled (directly or indirectly) by, or is in joint venture with, a person domiciled in or incorporated under the laws of the People's Republic of China (PRC). [4]
This design, in terms of compliance, forces to extend the due diligence (screening SDN is not enough): it must map ownership/control and JV relationships of entities located in Venezuela or the U.S. that enter the operating chain. [10]
Prohibition of “unblocking” and transactions with blocked vessels
GL 46 does not authorize:
The unblocking of any property blocked under the RSV. [4]
Any transaction involving a “blocked vessel”. [4]
This should be read with the normative definition of property in RSV, which expressly includes “ships” (vessels) as a kind of property subject to blocking.
Additionally, OFAC defines “blocking” as freezing of assets, imposing a general prohibition on transfers or dealings with respect to the blocked property. [12]
Comparison with GL 44, GL 44A, GL 41B and the RSV interpretive scheme.
Differences in regulatory design: from temporary sectoral relief to transactional authorization with geopolitical and cash controls
GL 44 (2023) was a broad temporary authorization for oil & gas operations (including production, exports, payment of invoices, new investment and delivery of crude oil for debt repayment), with a detailed list of exclusions, including a specific restriction for operations with Russian bond and a limit to transactions with blocked financial institutions (except BCV and Banco de Venezuela). [13]
GL 44A (2024) replaced and rendered GL 44 ineffective, transforming the scheme into an wind-down of what was previously authorized and maintaining substantially the same architecture of exclusions. [14]
GL 41B (2025) was a wind-down specific to Chevron's joint ventures, with very strong qualitative prohibitions (no taxes/royalties, no dividends to PDVSA, no exports outside the U.S., and Russian restriction), plus a reminder that it did not authorize expansion into new fields. [15]
GL 46 (2026), in contrast, is an authorization centered on the operational/commercial chain The company combines: (i) eligibility filter by date of incorporation (“established U.S. entity”), (ii) contractual subjection to U.S. law/forum, (iii) channeling of monetary payments to Deposit Funds (EO 14373) and (iv) a set of geopolitical and commercial integrity exclusions (gold, debt swap, digital/petro assets, Russia/Iran/DPRK/Cuba veto and PRC structural veto). [6]
Comparative table of exceptions
| Exception category | GL 46 (01/29/2026) | GL 44 (10/18/2023) | GL 44A (04/17/2024) | GL 41B (03/24/2025) |
|---|---|---|---|---|
| Unreasonable“ payment / gold / debt swap | Prohibits non-commercial terms; prohibits debt swaps; prohibits payments in gold. [4] | It does not use the same “commercially reasonable” test or the gold/debt swap veto as its textual core. [16] | Idem GL 44 (wind-down). [17] | It is not the linchpin; it prohibits tax/royalty payments and dividends. [15] |
| Cryptoassets / petro | Prohibits payments denominated in digital tokens issued by/for GOVVE, including petro. [4] | Excludes transactions prohibited by EO 13827 (related to certain virtual assets of GOVVE) and EO 13835. [16] | It maintains this exclusion. [17] | It does not incorporate an equivalent clause (due to its wind-down purpose). [15] |
| Russia | Prohibits transactions with persons located/incorporated in Russia and entities owned/controlled or JV'd with them. [4] | Prohibits certain goods/services or new investment in Venezuelan entities linked to Russian entities; and new investment by Russian subjects. [13] | Maintains the wind-down pattern. [17] | Prohibits transaction with entity in Venezuela owned/controlled by entity located in Russia. [15] |
| Iran / DPRK / Cuba | Includes express veto (location/law) and by ownership/control or JV. [4] | They do not appear as an express exclusion in the text of GL 44. [16] | They do not appear as an express exclusion in the text of GL 44A. [17] | They do not appear as an express exclusion in GL 41B. [15] |
| China (PRC) | Prohibits transactions with entities in Venezuela or U.S. owned/controlled or JV with PRC. [4] | It does not contain an equivalent PRC veto. [16] | It does not contain an equivalent PRC veto. [17] | It does not contain an equivalent PRC veto. [15] |
| Blocked financial institutions (specific clause) | GL 46 does not include an express exclusion equivalent to GL 44/44A on blocked banks (except BCV/Banco de Venezuela). [18] | Excludes transactions with blocked financial institutions except BCV/Banco de Venezuela. [16] | Repeat the exclusion. [17] | It does not address this point as a stand-alone clause; it is limited to the Chevron wind-down and “otherwise prohibited by VSR”. [15] |
| Blocked vessel | Prohibits transactions with blocked vessel. [4] | It does not include a “blocked vessel” veto in its text. [16] | It does not include a “blocked vessel” veto in its text. [17] | It does not include a “blocked vessel” veto in its text. [15] |
| Unblocking | Prohibits the unblocking of blocked property. [4] | Prohibits unlocking. [16] | Prohibits unlocking. [17] | It does not formulate “unblocking” as a clause, but prohibits “otherwise prohibited by VSR”. [15] |
| Exports to third countries | Allows export to ≠ U.S. countries, but requires. reporting to State and DOE (10 days and every 90 days). [4] | It allowed sales to the U.S. and other jurisdictions during its term, but without this multi-agency reporting scheme in the GL text. [13] | Wind-down without equivalent scheme. [17] | Prohibits export to ≠ U.S. jurisdictions. [15] |
Fit with RSV: “ordinarily incident” does not mean “without limits”.”
Two RSV rules help to set a conservative reading:
The interpretative clause on transactions “ordinarily incident”The "License Agreement" provides that transactions ordinarily incidental and necessary to give effect to a licensed transaction are also authorized, except (i) when they involve, without explicit authorization, transactions “by or with” persons whose assets are blocked; or (ii) when they involve debiting of blocked accounts or transfer of blocked property without explicit authorization. [19]. In addition, OFAC reserves the right to exclude persons/properties/transactions within the scope of any license, being binding with actual or constructive notice. [20]
Implication for GL 46: although the scope states to authorize transactions prohibited by the VSR “including” those involving Government of Venezuela/PDVSA/PDVSA Entities, the operator should not extrapolate that coverage to. other blocked not mentioned (e.g., SDN individuals, designated third parties, SDN vessels), because the VSR is especially strict with the need for explicit authorization when there are blocked. [21]
Practical implications for companies: risks and operational frictions that GL 46 creates or intensifies.
Corporate eligibility risk and “post-date” structures”
GL 46 creates a binary point of failure: if the entity executing (or purporting to execute) the transactions cannot prove that it was organized under U.S. law. on or before 01/29/2025, There is no “fit” in the definition and, therefore, the transaction should not be structured under GL 46 without another authorizing basis. [4]
In terms of internal auditing, this translates into a simple but essential documentary control: certificates of incorporation/registration, good standing and traceability of reorganizations, mergers, conversions or redomiciliations that may reopen the debate on the “effective date” of organization. [4]
Contractual risk: need for “US law + US dispute resolution” as a condition for license validity
The entitlement/forum requirement in the U.S. is no longer a matter of contractual preference and is now a OFAC approval condition (if there are contracts with Government/PDVSA/PDVSA Entities). Operationally required:
Model contracts with clauses of applicable law of the U.S. and dispute resolution in the U.S., with consistency in annexes, master agreements and shipping/sales terms. [4]
Alignment with energy sector practices (e.g., U.S.-based arbitration or U.S. state/federal jurisdiction), avoiding arbitral seats or forums outside the U.S. that would contravene the literal condition of GL 46. [4]
Financial and banking risk: monetary payments to blocked and deposit funds under EO 14373
GL 46 obliges to channel monetary payments to blocked parties to the Foreign Government Deposit Funds (EO 14373) or to the account instructed by Treasury. [6]
This creates practical friction: many traditional business models assume direct payment to the supplier/counterparty; here, by design, payment goes to a “custodial fund/deposit” under Treasury control. In addition, EO 14373 limits the transfer or disposition of these funds unless authorized and shields the fund from prosecution. [22]
From the financial institution's point of view, the SRV also contains general blocking rules when payments with blocking interest come into the possession/control of U.S. financial institutions, which makes it especially relevant to coordinate payment engineering with correspondent banking and sanctions screening. [23]
Counterparty and beneficial owner risk: prohibitions by “location/law” and by “control/JV”.”
The Russia/Iran/DPRK/DPRK/Cuba exclusions and the PRC clause raise the standard of due diligence, because they require detecting not only SDNs, but also location, articles of incorporation, indirect control y joint ventures. [10]
OFAC's “50 Percent Rule” becomes critical here: entities owned (directly or indirectly) in a 50% or more, in aggregate, by blocked entities are considered blocked, even if they are not nominally listed. [24]
Maritime risk: “blocked vessel” as an absolute veto
GL 46 authorizes logistics and marine insurance, but cuts off such authorization if the operation involves a Blocked vessel. [4]
Since “ships” are part of the normative notion of ownership in the SRV, the blockage of a vessel (by designation or in the interest of the blocked) has direct consequences in chartering, P&I, port services and sale and purchase execution. [25]
Reporting and traceability risk if the final destination is not the U.S.
The obligation to report to State y DOE for exports to countries other than the USA. is extraordinarily specificThe following is required to report parts, quantities, values, final destination, dates and any taxes/fees/payments to the Venezuelan Government, with an initial deadline of 10 days and a periodicity of 90 days. [4]
In practice, this makes it necessary to design a data pipeline robust (commercial, logistics, tax and payments) capable of supporting internal audit and consistency between BLs, invoices, policies, terminal/port charges and accounting records.
Actionable recommendations and compliance checklist for operating under GL 46
An operational outline (diagram) for compliance, legal, trading, logistics and finance teams and a verifiable checklist are incorporated below.
Decision Diagram and Operating Limits under GL 46
Compliance checklist proposed by VENFORT LAWYRES:
| Control block | Control question (yes/no) | Minimum required evidence | Risk if failure | Regulatory basis/OFAC |
|---|---|---|---|---|
| Eligibility | Is the operating entity “established U.S. entity” (≤ 01/29/2025)? | Certificate of incorporation + good standing + internal memo | Off-license operation | Definition in GL 46 Note 1 [4] |
| Material Scope | Is it “Venezuelan-origin oil” and does the activity fit the list (lifting/export/reexport/sale/purchase/storage/transport/refining)? | Contracts/orders, traceability of origin, logistical documentation | Exposure to RSV violation | GL 46(a) [4] |
| Contracts | If there is a contract with GOV/PDVSA/PDVSA Entities: U.S. law and U.S. dispute? | Clause of governing law + jurisdiction/arbitration clause based in the U.S. | Condition not met → operation not covered | GL 46(a)(1) [4] |
| Monetary payments | Are all monetary payments to blockholders channeled to Foreign Government Deposit Funds (EO 14373) or instructed account? | Payment instructions + bank confirmation + accounting reconciliation | Direct payment to blocked → high risk OFAC | GL 46(a)(2) + EO 14373 [6] |
| Commercial reasonableness | Pricing, terms, warranties and settlement are “commercially reasonable”? | Benchmark market + committee approval + documentary justification | Rating risk as a non-standard practice | GL 46(b)(1) + Framework (payments/non-standard practices) [10] |
| Prohibited media | No gold payments, no debt swap, no GOVVE (petro) tokens/crypto? | Contractual clauses + cash controls | Express prohibition | GL 46(b)(1) [4] |
| Russia/Iran/DPRK/Cuba | No (direct) party is located/organized under those laws? and no entity in ownership/control/JV with them? | KYC/KYB extended + UBO + location/law screening | Express prohibition (not dependent on SDN) | GL 46(b)(2) [4] |
| PRC (China) | Is no entity in Venezuela or the U.S. involved in ownership/control/JV with PRC? | Corporate due diligence + reps & warranties clauses + right of termination | Express prohibition | GL 46(b)(3) [4] |
| Vessels | Vessel/gunner/operator is not “blocked vessel” and is continuous screening maintained until discharge? | IMO screening + OFAC checklists + in-flight monitoring | Express prohibition | GL 46(b)(5) + lockout/ownership concept |
| Unblocking | Is it not intended to unlock previously locked assets? | Control of blocked accounts + legal review | Express prohibition | GL 46(b)(4) [4] |
| Reporting | If destination ≠ USA: report to State+DOE (10 days; then every 90)? | Report file + consistent dataset + evidence of shipment | Non-compliance with formal obligation | GL 46(c)-(d) [4] |
| Data Governance | Is there full traceability (parts, volumes, value, final destination, taxes/fees)? | Document repository + integrity controls | Incomplete or inconsistent reporting | GL 46(c) [4] |
| Sanctions governance | Is there a risk-based PCS (essential components) and audit plan? | Risk assessment + procedures + training + audit | Systemic weakness and aggravated penalty | OFAC Compliance Framework [3] |
| Regulatory monitoring | Are OFAC changes/limitations and license exclusions monitored? | OFAC alerts + periodic reviews | Risk due to regulatory change or exclusion | VSR 591.503 (exclusion) [20] |
| Other agencies | Are BIS/export controls assessed on related goods/technology/services? | EAR/BIS review + classification if applicable | Additional regulatory risk | GL Note 46 (BIS) [4] |
Implementation recommendations by VENFORT lawyers: prioritization by impact
Implementation should begin on three fronts that, in practice, determine the 80% of the risk:
First, contractsThe law and forum condition in the USA does not admit functional equivalents; it must be literally fulfilled in contracts with Government/PDVSA/PDVSA Entities. [4]
Second, paymentsThe treasury circuit must be designed around deposit funds under EO 14373 and must be tested with financial institutions before executing transactions (including validation of payment messages and supporting documentation). [26]
Third, extended or strengthened due diligenceThe location/law prohibitions (Russia/Iran/DPRK/Cuba) and the PRC clause require a higher standard of beneficiary and JV information than ordinary KYC. representations & warranties, The OFAC's own guidance on causes of failure highlights weaknesses in due diligence and the use of non-standard business practices as typical focuses of violations. OFAC's own guidance on causes of failure highlights weak due diligence and the use of non-standard business practices as typical sources of violations. [27]
Finally, because of its severity, the veto of the Blocked vessel requires a model of continuous screening, not only when contracting: the sanctioning risk in maritime is dynamic and may change during transit. [28]
On this day of February 2026
By: Alan Aldana, Venezuelan criminal lawyer, also practicing in Spain, specialized in international criminal law, economic crimes and international sanctions (OFAC). He is certified in OFAC sanctions by the Florida International Bankers Association (FIBA) and Florida International University (FIU).
[1] Issuance of Venezuela-related General License | Office of Foreign Assets Control
https://ofac.treasury.gov/recent-actions/20260129
[2] [4] [5] [6] [8] [10] [18] [21] [26] [27] [28] ofac.treasury.gov
https://ofac.treasury.gov/media/934886/download?inline=
https://ofac.treasury.gov/media/16331/download?inline=
[7] [22] Safeguarding Venezuelan Oil Revenue for the Good of the American and Venezuelan People - The White House
[11] [25] 31 CFR 591.309 - property interest.
https://www.ecfr.gov/current/title-31/subtitle-B/chapter-V/part-591/subpart-C/section-591.309?
[12] 9 | Office of Foreign Assets Control
https://ofac.treasury.gov/faqs/9?
https://ofac.treasury.gov/media/932231/download?inline=
https://ofac.treasury.gov/media/932826/download?inline=
[15] ofac.treasury.gov
https://ofac.treasury.gov/media/934071/download?inline=
[19] 31 CFR § 591.404 - Transactions ordinarily incident to a ...
https://www.law.cornell.edu/cfr/text/31/591.404?.
[20] 31 CFR 591.503 - Exclusion from licenses.
https://www.ecfr.gov/current/title-31/subtitle-B/chapter-V/part-591/subpart-E/section-591.503?
[23] 31 CFR § 591.504 - Payments and transfers to blocked ...
https://www.law.cornell.edu/cfr/text/31/591.504?utm
[24] Entities Owned by Blocked Persons (50% Rule)
Español
English
Français
简体中文
Русский
العربية
हिन्दी
