CNPF Decision No. 12/5 of 10 March 2026 on OCN MOGO LOANS SRL's Request to Annul Decision No. 2/3 Regarding Extension of Refund Deadline under Decision No. 28/3

REPUBLIC OF MOLDOVA
NATIONAL FINANCIAL MARKET COMMISSION bd. Ștefan cel Mare și Sfânt, nr. 77, mun. Chișinău, MD 2012, tel: (373 22) 859 401, www.cnpf.md, e-mail: office@cnpf.md DECISION 10 March 2026 No. 12/5 Regarding the Preliminary Request submitted by OCN "MOGO LOANS" SRL concerning the annulment of Decision No. 2/3 of the National Financial Market Commission dated 13.01.2026 regarding the request of OCN "MOGO LOANS" SRL for the extension of the deadline set forth in point 3 of Decision No. 28/3 of the National Financial Market Commission dated 09.06.2025 concerning the results of the thematic inspection conducted at OCN "MOGO LOANS" SRL On 12.02.2026, within the National Financial Market Commission (CNPF/supervisory authority), the Preliminary Request concerning the annulment of CNPF Decision No. 2/3 dated 13.01.2026 was registered (under No. 905), submitted by OCN "MOGO LOANS" SRL (creditor/participant), whereby it is primarily requested: "2. Annulment of CNPF Decision No. 2/3 of 13.01.2026; 3. Adoption of a new decision ordering the extension of the deadline set forth in point 3 of CNPF Decision No. 28/3 of 09.06.2025 by a period of 12 months calculated from the expiration date of the initial deadline (i.e., until 06.12.2026)." In this case, it should be noted that, in order to ensure a thorough, objective, and transparent investigation that provides a real opportunity to analyze the participant's claim, the examination of the factual and legal circumstances relevant to the case, in preliminary order, will be carried out by distinguished officials within the CNPF. In fact, on 09.06.2025, the CNPF adopted Decision No. 28/3/2025 concerning the results of the thematic inspection conducted at OCN "MOGO LOANS" SRL (Decision No. 28/3/2025), whereby, in point 3, it decided that "3. OCN "MOGO LOANS" SRL is ordered, within 180 days, to refund all payments provided for in the credit contracts, listed in annexes No. 3, No. 4, No. 5, and No. 6 of the Inspection Act mentioned in point 1 (which include interest, commissions, fees, penalties, late interest, and any other type of payment), excluding the initial disbursed amount, or, where applicable, to notify the debtors covered by the credit contracts in the aforementioned annexes that the creditor has collected only the disbursed amount." Furthermore, according to point 5 of the same administrative act, the creditor was to inform about the execution of the aforementioned prescriptions within the deadline established by the supervisory authority. Accordingly, OCN "MOGO LOANS" SRL submitted monthly reports on the measures taken (registered at CNPF under No. 5323 on 10.07.2025, under No. 5967 on 08.08.2025, under No. 6665 on 09.09.2025, under No. 7396 on 09.10.2025, under No. 8109 on 07.11.2025, and under No. 8844 on 09.12.2025). Subsequently, on 07.11.2025, within the CNPF, the request of OCN "MOGO LOANS" SRL was registered (under No. 8108), whereby an extension of the deadline for executing Decision No. 28/3/2025 by
another 12 months was requested. In support of this request, OCN "MOGO LOANS" SRL invoked the constant efforts made for compliance (subject to the illegality of Decision No. 28/3/2025 and its challenge in administrative litigation), the low number of refund requests received from consumers compared to the total number of notifications sent, the current pace of receiving requests that, in the creditor's opinion, would lead to exceeding the initial 180-day deadline, and the need to ensure an orderly and verifiable execution. Following the investigations carried out in the context of the administrative procedure in question, the analysis of the materials/evidence presented by the participant within the framework of the applicable regulatory framework, the CNPF adopted, on 13.01.2026, Decision No. 2/3 regarding the request of OCN "MOGO LOANS" SRL for the extension of the deadline set forth in point 3 of Decision No. 28/3 of the National Financial Market Commission dated 09.06.2025 concerning the results of the thematic inspection conducted at OCN "MOGO LOANS" SRL (Decision No. 2/3/2026 Challenged Decision). Disagreeing with the CNPF's findings, OCN "MOGO LOANS" SRL submitted a Preliminary Request, whereby it requests the annulment of the challenged decision, as well as the issuance of a favorable administrative act regarding the extension of the deadline set forth in point 3 of Decision No. 28/3/2025. By analyzing the arguments set forth in the Preliminary Request, within the framework of the legal provisions applicable to the case, it will be assessed whether they are of a nature to overturn the supervisory authority's findings, as follows.

1. A priori, in accordance with Art. 20 of the Administrative Code, "If an administrative activity infringes a legitimate right or a freedom established by law, this right may be claimed through an administrative litigation action, [...]", and according to Art. 17, "A damaged right is any right or freedom established by law to which damage is caused by administrative activity."
2. In law, according to Art. 19 of the Administrative Code, "The Preliminary Request is the institution that provides a pre-litigation path for the resolution of administrative disputes.", and in accordance with the provisions of Art. 162 para. (1) and para. (3) of the same law, "(1) The preliminary procedure aims to verify the legality of individual administrative acts. [...] (3) The Preliminary Request may be directed to: a) the annulment in whole or in part of an illegal or null individual administrative act; b) the issuance of an individual administrative act."
3. Under the conditions of Art. 166 of the Administrative Code, "The Preliminary Request may be submitted only if the person claims the rights infringed by the issuance or rejection of the issuance of an individual administrative act."
4. With reference to the arguments brought into contradiction with Decision No. 2/3/2026, the following essential aspects will be retained:
   4.1. At the adoption of Decision No. 2/3/2026, the supervisory authority acted in strict accordance with the provisions of Art. 29 of the Administrative Code, according to which, "(1) Any measure undertaken by public authorities that affects rights or freedoms provided by law must correspond to the principle of proportionality. (2) A measure undertaken by public authorities is proportional if: a) it is suitable for achieving the purpose pursued under the empowerment attributed by law; b) it is necessary for achieving the purpose; c) it is reasonable. (3) The measure undertaken by the authority is reasonable if the interference produced by it is not disproportionate in relation to the purpose pursued."
   In this case, the challenged decision falls within the criteria of proportionality of the administrative act, in the sense that it is:
   1) suitable for achieving the pursued purpose – it contributes, directly, to the realization of the purpose of Decision No. 28/3/2025.
   Contrary to the arguments invoked by the participant, the issue does not boil down exclusively to the manner of executing the refund obligation, but to the necessity of ensuring effective execution within a reasonable timeframe, following the finding of deviations.
   Moreover, considering that, in this case, the creditor has admitted the violation of Law No. 202/2013 on consumer credit contracts (Law No. 202/2013), the decision to reject the request to extend the execution deadline falls within the pursued purpose of restoring legality and eliminating the consequences of the violations found in the application of Law No. 202/2013.
   2) necessary for achieving the purpose – there is no other measure that would ensure the achievement of the pursued purpose, as the limits of the CNPF's discretionary right are delineated by the desideratum of respecting legislation in the field of consumer credit contracts, including ensuring prompt and effective remediation of the violations found.
   Moreover, granting a new extension would have, as an effect, the perpetuation of a non-compliant legal situation and the retention in the entity's assets of sums collected unduly, contrary to the public interest of ensuring effective consumer protection.
   The participant's argument that "Decision No. 2/3 does not identify any concrete damage that would be caused to consumers by granting an extension" is unfounded, as the challenged decision explicitly indicates that "in order not to prejudice the public interest, prompt and effective execution of the decision is required, rather than unjustified postponement of compliance with its provisions."
   In this context, it should be noted that material damage is understood as the negative, patrimonial consequence suffered by a consumer as a result of an act contrary to the law committed by a merchant/professional, and is a consequence that affects property or jeopardizes the consumer's patrimonial interests.
   Therefore, the participant's retention of the sums collected unduly determines the maintenance over time of the prejudicial effects on consumers' assets, and, in the absence of refund, their right to dispose of the sums that legitimately belong to them is evidently affected.
   3) reasonable – the public interest prevails over the private interest, as consumer protection for financial services, in accordance with the provisions of Law No. 202/2013, consists primarily in establishing standards of diligent and responsible conduct in establishing legal credit relationships for consumption purposes.
   Furthermore, Law No. 202/2013 has, as its declared purpose, guaranteeing a high level of consumer protection, by establishing imperative standards, the central principles of this regulatory framework being: ensuring correct and intelligible information regarding the total cost of credit; prohibiting the imposition of hidden or excessive financial burdens that may affect the consumer's ability to understand the extent of the contractual commitment.
   In the context of the finding of deviations from the requirements set forth in Law No. 202/2013, the measure of rejecting the request to extend the execution deadline of Decision No. 28/3/2025 is reasonable and ensures the effectiveness of consumer protection, while preventing the perpetuation of an illegal situation, eliminating without delay the consequences of the violations found and avoiding the prolongation of prejudicial effects on consumers.
   Correlatively, in support of the reasonable character of the decision, it should be noted that arguments regarding the difficulties of contacting consumers, on the grounds that some of them may be outside the Republic of Moldova or no longer reside at the initial addresses, cannot constitute grounds for postponing the execution of measures ordered by the supervisory authority. Managing the contractual relationship with consumers, including maintaining and updating their contact data, represents an inherent responsibility of the creditor's professional activity. Moreover, invoking a potential financial impact on the entity cannot prevail over the public interest of consumer protection. The obligation to refund the sums collected unduly does not represent an additional sanction, but a legal consequence of the violation of legal norms, intended to restore the situation existing prior to the violation. To the same effect, the statement that executing the measure could prejudice consumers through the eventual financial destabilization of the entity is hypothetical. On the contrary, postponing execution would lead to the prolonged retention in the entity's assets of sums collected without legal basis, thereby perpetuating the effects of the violation and affecting consumers' rights. Under these conditions, an official measure undertaken by a public authority is considered reasonable to the extent that the interference it produces is not disproportionate in relation to the purpose pursued, namely the restoration of legality and the effective protection of consumers' interests. Taking into account the arguments invoked by the participant in the Preliminary Request, complementary to the imperative character of the consequences in case of finding violations associated with the limits, it should be noted that the three essential conditions of the proportionality test have been fully respected, and the exercise of the participant's rights should be assessed in relation to the general public interest of consumer protection and ensuring compliance with the legal framework. Therefore, the challenged decision reflects the maintenance of a "fair balance" in favor of the prevalence of the public interest, namely consumer protection. Contrary to the participant's allegation that "the purpose (refund of sums to consumers) could have been fully achieved by a milder measure – extension of the deadline", it should be noted that, in accordance with Art. 174 of the Administrative Code, "execution measures must be in a reasonable ratio to the purpose they serve and must be selected in such a way as to affect the individual and society to the minimum." This provision cannot be interpreted in the sense of obliging the public authority to accept the postponement of execution of a legal obligation when such postponement would lead to the maintenance of the consequences of the violations found. In this case, the extension of the deadline requested by the participant does not
   constitute a less restrictive alternative capable of achieving the same purpose, as it would have, as an effect, the maintenance over time of the prejudicial consequences suffered by consumers and would diminish the effectiveness of the measure ordered.
   4.2. The participant's allegations that the supervisory authority ignored the existence of objective and justified reasons for the delay in executing Decision No. 28/3/2025 are unfounded.
   Contrary to what the participant claims, during the administrative procedure, the explanations and documents presented by it were analyzed in detail.
   Furthermore, in order to ensure the right to be heard, the participant was invited to hearings, was granted the opportunity to present additional explanations and relevant documents, and the administrative procedure was temporarily suspended to allow the submission of requested information.
   Subsequently, all these elements were analyzed within the administrative procedure, being explicitly reflected in the reasoning of the challenged decision.
   Therefore, the supervisory authority did not ignore the circumstances invoked by the participant, but assessed, within the limits of its discretionary right, that they do not constitute objective and justified grounds capable of determining the extension of the deadline established for the execution of the administrative act.
   4.2.1. With regard to the invocation of the norm set forth in Art. 62 para. (1) of the Administrative Code, it should be noted that its application cannot lead to the conclusion of the existence of an obligation on the part of the public authority to admit the request for extension of the deadline, as, according to Art. 61 para. (1) of the same normative act, "(1) The public authority may establish deadlines for participants in the administrative procedure to carry out certain actions."
   According to the mentioned norm, deadlines established by a public authority "may be extended" upon request, which highlights the optional character of such a measure. Thus, the legal provision confers upon the public authority a discretionary competence, exercised according to the concrete circumstances of each case and the existence of objective and justified grounds.
   In this case, the analysis of the information presented by the participant showed that the delay in executing the prescription established by Decision No. 28/3/2025 is not the result of objective or unforeseeable impediments, but of an insufficient level of diligence in organizing and implementing compliance measures.
   4.2.2. With reference to the allegations concerning the discretionary right of the supervisory authority, it should be specified that, in relation to the challenged decision, it was manifested through the rejection of the request regarding the extension of the deadline for executing an individual administrative act.
   Thus, in the absence of pertinent, relevant, and justified grounds in support of the extension invoked by the creditor, the CNPF did not identify circumstances that would support the extension of the execution deadline of Decision No. 28/3/2025.
   Moreover, the norms regulating the institution of execution of individual administrative acts of the CNPF clearly indicate that the circumstances invoked by OCN "MOGO LOANS" SRL do not constitute sufficient grounds for extending a legal deadline established in an administrative act, which was not suspended either by the supervisory authority, in the preliminary procedure, or by the court.
   Consequently, it should be emphasized that, contrary to the alleged arbitrary establishment of the deadline invoked by the participant, at the establishment in point 3 of Decision No. 28/3/2025 of the 180-day deadline for refunding all payments provided for in the credit contract (which include interest, commissions, fees, penalties, late interest, and any other type of payment), excluding the initial disbursed amount, according to the credit contract, in the case of credit contracts reflected in annexes No. 3, No. 4, No. 5, and No. 6 to the Inspection Act, the supervisory authority took into consideration the principle of proportionality and the principle of the supremacy of the public interest, manifested through the rights and interests of consumers harmed by the violation by OCN "MOGO LOANS" SRL of the provisions of Art. 15 para. (7) lit. a) and lit. b) of Law No. 202/2013. Complementarily, consumer rights protection is considered a principle of civil legislation, pursuant to Art. 1 para. (1) of the Civil Code, according to which, "Civil legislation is based on the recognition of the equality of participants in the relationships regulated by it, protection of intimate, private and family life, recognition of the inviolability of property, freedom of contract, protection of good faith, consumer protection, recognition of the inadmissibility of interference in private affairs, the necessity of free exercise of civil rights, guaranteeing the restoration of the person to the rights in which they were harmed and their defense by competent jurisdictional bodies.". Consequently, the promptness of undertaking actions intended to restore legal balance constitutes an intrinsic requirement for the implementation of the provisions of Law No. 202/2013 in case of exceeding the limits established by it.
   4.2.3. With regard to the alleged objective motives invoked by the participant in the Preliminary Request, as well as during the hearing procedure, conducted in writing, regarding "the complexity of the execution process, the large number of consumers affected, the operational volume of refunds, the need to carry out financial-accounting checks, the time necessary for communication and interaction with a number of over a thousand consumers, the operational volume of processing refund payments, ensuring compliance with fiscal-accounting legislation, as well as maintaining the financial balance of the institution", it should be recorded that these cannot be qualified as objective circumstances capable of justifying non-execution of the obligations established by the administrative act.
   First of all, the number of credit contracts affected, the number of consumers affected, and the nature of the obligations established by Decision No. 28/3/2025 were known to the participant from the moment of its issuance. Under these conditions, the complexity of execution, the operational volume of refunds, or the need to carry out internal checks constitute elements inherent to the established obligation and cannot be qualified as unforeseeable or exceptional circumstances.
   Secondly, the organizational, logistical, or financial-operational difficulties invoked by the participant relate to its internal mode of organization and management of its activity, as resource planning, internal process organization, and ensuring the operational capacity necessary for executing obligations established by an administrative act represent the exclusive responsibility of the supervised entity and cannot be transferred to the public authority.
   Any financial consequences arise directly from the violations found and cannot prevail over the obligation to restore legality and repair the situation created to the detriment of consumers.
   In this context, neither the conclusions invoked from the audit report prepared by Crowe Audit can justify a contrary solution, as maintaining the financial balance of the participant cannot be achieved by transferring or maintaining on consumers the patrimonial consequences generated by the collection of non-compliant payments.
   4.2.4. With regard to the criticisms formulated by the participant regarding the assessment of the notification model used, the supervisory authority found that it had a formal character and did not ensure effective information of consumers about their rights.
   Specifically, the analyzed notification was limited to a generic invitation regarding "discussing financial obligations", without clearly indicating the nature and extent of consumers' rights resulting from Decision No. 28/3/2025. Such a method of information does not allow consumers to understand that they have the right to the refund of sums collected unduly and, implicitly, does not ensure the achievement of the purpose of the measure ordered by the supervisory authority, as point 3 of Decision No. 28/3/2025 explicitly provides: "OCN "MOGO LOANS" SRL is ordered, within 180 days, to refund all payments provided for in the credit contracts, listed in annexes No. 3, No. 4, No. 5, and No. 6 of the Inspection Act mentioned in point 1 (which include interest, commissions, fees, penalties, late interest, and any other type of payment), excluding the initial disbursed amount, or, where applicable, to notify the debtors covered by the credit contracts in the aforementioned annexes that the creditor has collected only the disbursed amount." This explicit obligation constitutes the legal basis that underpinned the notification, a basis that the creditor ignored. Therefore, the supervisory authority's assessment regarding the insufficiency of the notification cannot be considered arbitrary or unjustified, as the formulated notification does not ensure compliance with legal obligations regarding effective, complete, and transparent information of consumers about the administrative act adopted and its effects.
   4.2.5. With regard to the alleged violation of the principle of good faith and the alleged excess of power, it is revealed that Decision No. 2/3/2026 was adopted, respecting all procedural requirements of the administrative procedure provided by the Administrative Code. The supervisory authority objectively analyzed the arguments and evidence presented by the participant, as well as granted the opportunity to submit additional explanations. In this context, the refusal to grant a new extension of the deadline does not represent an abusive exercise of discretionary power, but a legitimate manifestation of the margin of appreciation conferred by law, in order to prevent t