Venezuela

Venezuela is a civil law jurisdiction: mining is governed by codified national legislation rather than judicial precedent and is a matter of national (not state or municipal) competence (Article 156, Constitution).

The governing instrument is the new Ley Orgánica de Minas (“Mining Law”), published in Gaceta Oficial No. 7.020 Extraordinario of April 16, 2026 and in force on publication. It was sanctioned by the National Assembly on April 9, 2026, and its organic rank was upheld by the Constitutional Chamber of the Supreme Tribunal of Justice in Judgment No. 463 of  April 10, 2026.

The Mining Law replaced the prior architecture in full, expressly repealing the 1999 Mining Law (G.O. 5.382 of September 28, 1999) and the 2015 Gold Law, which reserved gold and other strategic minerals to the state (G.O. 6.210 of December 30, 2015), thereby abandoning the mandatory state-majority model for gold.

Principal features include:

• State ownership of all deposits, exploited only through temporary, geographically delimited titles (Articles 3 and 27).
• A wider range of operators: wholly state-owned companies; Empresas Mixtas (state holding more than 50%); minority-state companies; authorized private companies; mining brigades; and individual artisanal miners (Article 5).
• A two-instrument structure: a mining title (concession or license) plus a mining contract setting out the parties’ rights and obligations (Articles 61, 71, and 73).
• A redesigned fiscal regime, with a royalty of up to 13%, a new mining tax of up to 6%, and elimination of the former surface fee (canon); see Section 4, below.
• New institutions: a rector Ministry of Mines; the National Superintendency of Mining Activity (supervision, and collection of royalties and taxes); the National Institute of Geology and Mining (INGEOMIN); and a National Mining Fund (Articles 11 to 26).

Implementation is still pending: the Regulation was due within 180 days of entry into force (mid-October 2026); remains pending and existing operators must adapt within one year (by April 16, 2027) (Third and Second Transitional Provisions). The Arco Minero del Orinoco (Orinoco Mining Arc), created by Decree 2.248 of 2016, remains in force.

The source of mineral rights is constitutional. Article 12 of the Constitution vests all mineral deposits in the state as public-domain assets, inalienable and imprescriptible.

Article 3 of the Mining Law restates this: only the Republic owns deposits of any class, with the exclusive right to manage mineral resources. Key consequences:

• Private parties never own minerals in situ; they obtain only a temporary right to explore and exploit, granted through a title and mining contract (Articles 5, 27, and 61).
• Surface-land ownership is distinct from and subordinate to mineral rights: owning the land does not confer ownership of the minerals beneath.
• Non-metallic minerals not reserved by the National Executive fall within the exclusive competence of the states (Article 2).

A mining title does not by itself grant possession of the surface. The holder secures surface access through separate mechanisms, with the mineral right taking priority:

• Temporary occupation and expropriation. Where strictly necessary, the holder applies to the Ministry under the Expropriation for Public Utility and Social Interest Law (Article 28).
• Easements (servidumbres). Constituted as strictly necessary under ordinary law, with the Ministry facilitating alternative dispute resolution (Article 29).
• Public (vacant) land (terrenos baldíos). May be used on terms and with compensation agreed with the Executive, which may grant exemptions; improvements of third parties are indemnified by the holder (Article 30).

The surface owner cannot veto the activity but is entitled to compensation and to the procedural protections of the expropriation and easement regimes. Mining is prohibited outright, regardless of surface rights, in populated areas, cemeteries, sacred or religious land, reservoirs, rivers, canals, and special environmental-protection areas (Article 55).

Authority is national and centralized. Concessions and licenses are granted by the Ministry with competence in mining; there is no provincial granting authority. Supervision, inspection, and collection of royalties and taxes lie with the National Superintendency of Mining Activity (Articles 11 to 14).

Title types and duration:

• Mining concession (primary exploration and exploitation). Up to 30 years, extendable for two successive periods of up to 10 years each (Articles 61 and 65); the exploratory period may not exceed six years, extendable by up to two two-year terms (Article 44).
• Mining license (small-scale mining). A precarious title conferring no real rights, non-transferable and non-mortgageable, for up to 10 years, extendable for successive five-year periods (Articles 73 and 80).

Granting, area, and maintenance:

• Process. Application to the Ministry; absent opposition, evaluation, and decision within 30 days, extendable by up to 15 (Articles 62 to 64); approval is by ministerial resolution in the Gaceta Oficial.
• Area limits. A concession may not exceed one mining lot (12 parcel units, 6,156 ha); no single holder may exceed 24 parcel units (12,312 ha) (Articles 8 and 66).
• Maintenance. Payment of royalties and taxes; environmental and performance bonds; no unjustified stoppage beyond six months; periodic reporting (Articles 48, 51, and 52).
• Transfer. Concessions and mining contracts are transferable only with prior ministerial authorization; the concession contract is indivisible, and partial transfers have no effect against the state (Articles 60 and 67). In Empresas Mixtas, share transfers and changes of control require prior ministerial authorization (Article 78).

The Mining Law defines two categories only (Article 8): a mineral resource is a natural concentration with reasonable prospects for eventual economic extraction; a mineral reserve is the portion economically exploitable under assumed conditions. INGEOMIN quantifies resources, certifies reserves and maintains the national resource database (Article 20), and verifies resource and reserve estimates at the exploitation-application stage (Article 48).

Venezuela has no domestic equivalent of an internationally recognized reporting code and has not adopted the Committee for Mineral Reserves International Reporting Standards (CRIRSCO) family of standards (e.g., the CIM Definition Standards/NI 43-101, JORC, or SK-1300). The differences are material: it uses only the two broad categories above (no Inferred/Indicated/Measured resources or Probable/Proven reserves), relies on state verification by INGEOMIN rather than an independent competent person, and prescribes no disclosure code, materiality threshold, or public technical report format.

Foreign and dual-listed issuers therefore typically keep a parallel CRIRSCO-compliant estimate for home-market reporting, reconciled to the statutory categories for Venezuelan filings.

The primary framework consists of the Ley Orgánica del Ambiente (Environmental Law) and the Ley Penal del Ambiente (Environmental Criminal Law), supplemented by the Mining Law, which requires:

• prior environmental and socio-cultural impact assessments;
• environmental authorizations before exploration or exploitation;
• a mine closure plan and a progressive damage-mitigation plan (Article 48); and
• environmental and faithful-performance bonds, the latter up to 10% of estimated annual sales and renewed annually (Articles 48 and 51).

The Ministerio del Poder Popular para el Ecosocialismo (Ministry of Ecosocialism) processes natural resource impairment authorizations. In practice, enforcement is weak: the Orinoco Mining Arc operates amid persistent complaints of inadequate inspection and failed remediation oversight.

Article 119 of the Constitution recognizes ancestral rights of Indigenous peoples over traditionally occupied lands. Article 120 mandates free, prior, and informed consultation before exploiting natural resources in Indigenous habitats, coordinated by the competent ministry. In practice, consultation rarely confers binding veto rights. The Imataca Forest and Gran Sabana (Pemón territory) illustrate persistent tensions over encroachment on ancestral lands.

Venezuela has no mandatory ESG framework for mining. International ESG standards remain voluntary for private operators, adopted mainly to manage reputational risk or attract foreign capital.

Illegal mining is a severe crisis concentrated in Bolívar and Amazonas states. Key impacts:

• Deforestation of protected areas such as Yapacana National Park, and degradation of fragile river ecosystems.
• Mercury and cyanide contamination of watersheds and community freshwater sources.
• A surge in vector-borne disease, notably malaria, in the south.
• Constant reports of human rights violations in informal mining control zones.

Military operations (e.g. Operación Autana) have targeted illegal camps, but armed-group territorial control and the profitability of gold smuggling limit their effectiveness.

Venezuela is a signatory to the Paris Agreement. The mining sector has no specific emissions-reduction legislation, net-zero targets or climate-specific policies. Incidental emission reductions reflect the broader economic contraction, not sustainable development policy.

Venezuela holds significant deposits relevant to the energy transition, including coltan, niobium, nickel, silver, and gold, and is considered prospective for rare earths. The Mining Law regulates critical minerals and rare earths (Articles 34 and 98), allows the President to declare minerals strategic by Decree, and provides a special tax regime for their exploitation (pending Decree), as well as an export tax of up to 5% on critical minerals and rare earths (Article 98). State control over strategic minerals is strictly maintained. Non-metallic and non-strategic minerals fall within the exclusive competence of the states, not the national Executive (Article 2).

Venezuela’s mining fiscal framework combines revenue-based sector-specific charges with the general profit-based corporate income tax.

Royalty: Article 91 of the Mining Law

• Up to 13% of gross mineral production on the commercial value of the final product; revenue-based, no deductions.
• Parties may contractually agree a lower rate by reference to the project’s nature, scale, and investment.
• Payment in cash or in kind at the Executive’s discretion; settled within five business days of receiving the corresponding assessment form (planilla o forma de liquidación) (Article 92).

Mining Tax: Article 95 of the Mining Law

• Up to 6% on monthly gross production value; revenue-based, no deductions.
• Rate and commencement phase are set in each mining contract within the 6% ceiling, by reference to project nature, mineral type, and capital investment.

National Mining Fund: Article 25 of the Mining Law

• Up to 1% of gross production (large-scale); up to 0.5% (small/medium-scale); deductible from royalties.

Corporate income tax: Income Tax Law

• Mining operators (corporations): Tariff No. 2 — progressive 15%–22%–34% — on annual net enrichment, including royalties from their own operations or sub-licenses (Article 9, the Ley de Impuesto sobre la Renta or Income Tax Law (ISLR)). Profit-based.
• Royalties and analogous participations from mining (including gains on their assignment) are instead taxed at a flat 60% (Tariff No. 3(a); Articles 10, 12 and 53, ISLR) when received by individuals; by partnerships and communities (sociedades de personas, comunidades, consorcios), taxed at the level of each member (Article 10); or by corporate entities not engaged in mining or hydrocarbons (Article 12). The same royalty is therefore taxed at 34% or 60% according solely to the recipient’s legal form and activity.
• For non-domiciled recipients, the taxable base is 90% of gross receipts (Article 48, ISLR), giving effective rates of about 54% (60% taxpayers) or 30.6% (Tariff No. 2 taxpayers).

VAT: VAT Law

• General rate: between 8% and 16.5%; transitional rate of 16% (Article 63) until the Executive sets a different rate within that range.
• Exports of goods and services: 0% rate, benefiting mineral exports.
• Capital goods and services used in mining generate IVA (Impuesto al Valor Agregado, value added tax) credits deductible against IVA debits.

National versus foreign investors

• No legislative distinction in tax or royalty rates between national and foreign investors (Articles 2 and 5, Mining Law).

Tax stabilization

• No standalone stabilization agreement mechanism exists under the Mining Law.
• Article 71 provides a contractual economic equilibrium clause: if post-execution tax changes harm the contract’s economic objectives, the Executive must restore equilibrium by adjusting royalties, taxes, fees, or terms.
• Contracts under the former Ley Constitucional Antibloqueo (Antiblockade Law) retain full validity and their original tax regime during the 180-day adaptation period (Transitional Provision Fifth Mining Law).

Statutory exemptions: Article 97 of the Mining Law

All mining operators are exempt from:

• Impuesto a los Grandes Patrimonios (Large Fortunes Tax).
• Special contributions under the Science and Technology, Sports, Anti-Drug, and Social Security Pension laws.
• Social responsibility obligations under the Public Procurement Law.
• All state and municipal taxes (mining is taxed only nationally).

Other incentives:

• Import duties. Machinery and equipment for exclusive use in authorized mining areas are exempt, subject to restrictions on transfer or removal (Article 96).
• Critical minerals. A special tax regime is available by Executive Decree, subject to investment execution, operational continuity, and environmental sustainability (Article 98); pending enactment.
• Mining brigades. Registered brigades may apply for total or partial national tax exemption (Article 87).

No standalone transfer tax

• Neither the Mining Law, VAT Law nor Income Tax Law imposes a standalone transfer tax on mining asset disposals.
• VAT does not apply to transfers of intangible assets, including rights and analogous instruments (Article 16(2), VAT Law), within which mining concessions generally fall.
• Income-tax advance. A 0.5% advance on the price applies to any onerous transfer of immovable property or rights thereon, creditable against annual ISLR (Article 86).

Income tax on gains

• Concession transfers characterized as royalties or analogous participations (Articles 48 and 53(a), ISLR) are taxed on the same basis as in Section 4.1, above: up to 34% for a corporate mining operator; a flat 60% for a natural person, partnership, or non-mining entity; and a 90% gross base for non-domiciled transferors.

Treaty network

• Venezuela’s tax treaties generally treat mining proceeds as gains from immovable property, preserving Venezuelan source-state taxing rights.

The Mining Law seeks to provide legal certainty through:

• a 30-day period for the Ministry to decide concession applications, extendable by 15 days (Article 63);
• the contractual economic equilibrium clause protecting against adverse fiscal changes (Article 71); and
• an express principle of legal certainty for national and foreign investment (Article 6).

The law also promotes domestic processing by requiring that minerals be processed within Venezuela.

All mineral deposits are inalienable state property. Private foreign investment may be structured through several vehicles under Article 5, the most prominent being Empresas Mixtas (mixed companies), in which the state must hold more than 50% of capital and voting control (Article 5(2)) and which require a Presidential Decree to create (Article 75). Private parties, national or foreign, may also hold concessions directly, and minority-state and authorized private companies are expressly contemplated (Articles 5 and 61); the state-majority model the 2015 Gold Law imposed on gold has been repealed. The Banco Central de Venezuela holds preferential rights to purchase all gold produced in Venezuela (Article 37, Mining Law).

Since withdrawing from the International Centre for Settlement of Investment Disputes (ICSID) in 2012, Venezuela has channelled dispute resolution to its domestic courts or to contractually agreed mechanisms. Under Article 9 of the Mining Law, the parties to a mining contract may agree to resolve disputes before the competent Venezuelan courts or through alternative mechanisms, including mediation and arbitration, in accordance with guidelines (lineamientos) to be issued by the Ministry in consultation with the Office of the Attorney-General (Procuraduría General de la República); clauses adopted under those guidelines do not require the prior opinion and authorization otherwise demanded by the Attorney-General’s Office Law and the Commercial Arbitration Law. Article 9 does not, however, expressly provide for international arbitration, so the availability of a foreign seat will depend on those guidelines and on each contract. Investment protection otherwise relies on Venezuela’s broad bilateral investment treaty network, which still includes Canada, Spain, Switzerland, and the United Kingdom. The principal constraint is not expiry or denunciation but Venezuela’s 2012 ICSID withdrawal, which channels treaty claims to non-ICSID fora such as the ICSID Additional Facility or ad hoc UNCITRAL arbitration, together with the sanctions-related obstacles to enforcing and collecting any resulting award.

Domestic financial and capital markets are effectively unavailable for large-scale mining finance, which therefore relies on foreign markets. Commodity traders have begun to enter the sector through offtake-linked structures: in May 2026 Mercuria Energy Group and Heeney Capital announced a memorandum of understanding and framework offtake arrangements covering Venezuelan bulk commodities and gold, described by the parties as part of a US-supported initiative and projected to unlock around USD 2.2 billion in annual exports, with further aluminium, nickel, and ferrous transactions said to be subject to regulatory approvals.

Deposits in situ are inalienable state property and cannot serve as collateral. Concessions may be hypothecated and subjected to other lawful transactions per Executive guidelines (Article 60), but any transfer, mortgage, or encumbrance of mining rights or associated infrastructure requires prior ministerial authorization, and foreclosure remains subject to the concession staying active.

Public access to geological, cadastral, and financial mining data is limited. The National Superintendency of Mining Activity (Article 13) centralizes regulatory and tax data. The Banco Nacional del Dato Geo-científico-minero (Article 12) is the official geological data repository. INGEOMIN (Article 20) maintains and publishes mineral resource databases. Public access to registry and concession records remains restricted in practice. The Sole Mining Registry (Registro Único Minero, Articles 88 to 90, Mining Law) is the mandatory register of natural and legal persons carrying on mining activities; registration is non-transferable and evidenced by an electronic certificate, and operating without it is an offence (Article 119). It is a regulatory register rather than a public access source; public consultation of its records is not provided for.

Three principal structures exist under the Mining Law:

• State-owned enterprises. 100% public-capital entities holding primary rights (Article 5(1)).
• Empresas Mixtas. Mixed companies with the state holding more than 50% (Articles 5(2) and 75–78, Mining Law).
• Licensed private operators. Private companies or brigades under concession or license and direct ministerial supervision (Articles 5(3)–6).