Decision on Petition No. 2634 Regarding OCN MICROINVEST SRL

REPUBLIC OF MOLDOVA
NATIONAL COMMISSION OF THE FINANCIAL MARKET
77 Stefan cel Mare si Sfant Blvd., Chisinau, MD 2012, tel: (373 22) 859 401, www.cnpf.md, e-mail: office@cnpf.md DECISION June 16, 2026 No. 29/2 Regarding the petition registered with the National Commission of the Financial Market No. 2634 on April 9, 2026, in relation to OCN "MICROINVEST" SRL

On April 9, 2026, within the framework of the National Commission of the Financial Market (CNPF), the petition of Mr. [...] (debtor/consumer), with the documents attached to it, was registered (No. 2634), requesting the intervention of the CNPF with reference to the legal relationship mentioned below.

I. Factual Circumstances

1. From the content of the petition and the documents attached to it, it is established that the legal
   relationship between OCN "MICROINVEST" SRL (creditor/professional) and the debtor was established based on the Credit Agreement (with interest) No. [...] dated February 25, 2020 (the Agreement).
2. The conditions for granting the credit, resulting from the Agreement, are as follows:
   2.1. total credit amount: 30,000.00 EUR;
   2.2. interest: 12 percent per annum, fixed;
   2.3. commission for services provided in connection with the use of the credit: 3 per
   cent of the total credit amount, paid by the debtor on the date of granting;
   2.4. monthly commission: 0.30 percent per month, on the first day of the month, on the current credit balance;
   2.5. penalty: 1.00 percent of the outstanding credit amount, calculated for each
   day of delay in the repayment of the credit;
   2.6. effective annual interest rate: 17.88 percent;
   2.7. payment method – annuity, the credit is repaid in installments, according to the Repayment
   Schedule: in installments of 592.63 EUR;
   2.8. total amount payable by the debtor: 50,679.90 EUR;
   2.9. loan term: 84 months (25.02.2020 – 15.03.2027).

II. Procedural Circumstances
3. Given that one of the parties to the contractual relationship in question is OCN
"MICROINVEST" SRL, in accordance with the Order of the President of the CNPF No. 227 dated April 30, 2026, regarding the ex officio involvement of OCN "MICROINVEST" SRL in the administrative procedure initiated by the petition of Mr. [...], and the suspension of the administrative procedure, the creditor was involved ex officio in the respective administrative procedure.

4. By the same Order, the administrative procedure was suspended, on the grounds
   of the request from the creditor, by CNPF letter No. 05-5/1619 dated April 30, 2026, for the presentation of appropriate explanations and a copy of the Agreement, as well as copies of other documents related to it.
5. Consequently, on May 14, 2026, the creditor submitted to the CNPF
   the explanations and documents requested (registered No. 3716).
6. From the explanations and documents presented, it is revealed that, under Art. 15
   para. (9) of Law No. 202/2013 on consumer credit contracts (Law No. 202/2013), the creditor, by Notification No. 30896 dated November 18, 2025, informed the debtor about the unilateral exclusion from the Agreement of the clauses from point 4.4. (partially), point 8.1. lit. f) and point 10.4. lit. b).
7. Regarding the administrative procedure, by the Order of the President of the CNPF No. 279
   dated May 18, 2026, regarding the extension of the general term of the administrative procedure, initiated by the petition of Mr. [...], the general term of the administrative procedure was extended until June 7, 2026.
8. At the same time, in accordance with Art. 94 of the Administrative Code, by CNPF letter
   No. 05-5/1913 dated May 15, 2026 (sent to the electronic address microinvest@microinvest.md), OCN "MICROINVEST" SRL was informed about the right to be heard on May 20, 2026, at 11:00, in relation to the facts and circumstances relevant to the administrative act to be issued, with a request for confirmation of participation or refusal to participate in the hearing procedure by May 19, 2026, at 17:00.
9. In this context, on May 19, 2026, by the letter registered at the CNPF with
   No. 3854, the creditor confirmed participation in the hearing procedure, scheduled for May 20, 2026, at 11:00. During the hearing on May 20, 2026, at 11:00, the representatives of the creditor fully supported the explanations and documents registered at the CNPF with No. 3716 on May 14, 2026, a fact which was recorded in the Hearing Protocol of the participant in the administrative procedure.
10. Subsequently, on June 4, 2026, within the CNPF, the creditor's application was registered (with
    No. 4516), requesting an extension of the term of the administrative procedure by approximately 14 days for the amicable settlement of the debtor's claims, by concluding a possible settlement agreement.
11. Given that the term of the administrative procedure had already been extended by
    15 days, to satisfy the creditor's request, by the Order of the President of the CNPF No. 346 dated June 4, 2026, regarding the suspension of the administrative procedure, initiated by the petition of Mr. [...], the administrative procedure was suspended for a term of 11 days, in this case, until June 15, 2026, inclusive.
12. On the subject, it should be noted that, although the creditor invoked the initiation of negotiations,
    in order to conclude a possible settlement agreement, it did not present information or documents confirming the conduct or completion thereof.

III. Legal Circumstances
13. In accordance with the provisions of Art. 37 para. (2) of Law No. 105/2003 on
consumer protection (Law No. 105/2003), the CNPF conducts the control of compliance by the subjects provided for in Art. 4 para. (21) of Law No. 192/1998 on the National Commission of the Financial Market with the provisions of Art. 1069 – 1072, 1075 – 1079 and 1081 of the Civil Code, in the part relating to contracts concluded

with consumers and the identification of abusive clauses in contracts, upon the complaint of the consumer or ex officio, under the conditions of the law.
14. In accordance with the provisions of Art. 1072 of the Civil Code, "(1) In a contract between
a professional and a consumer, a clause that has not been individually negotiated is considered abusive if it is proposed by the professional and significantly disadvantages, contrary to good faith, the consumer. (2) Articles 1077-1079 contain the list of clauses considered abusive in the contract between a professional and a consumer without the need for their evaluation according to para.(1) of this
article and Art.1075. (3) The lists provided for in the articles mentioned in para. (2) shall
not be interpreted as exhaustive lists."
15. Complementarily, according to Art. 1069 para. (1) of the Civil Code, "(1) A clause proposed
by one of the parties is not individually negotiated if the other party could not influence its content, especially because it was drafted in advance, regardless of whether it is part of standard clauses or not.", and in accordance with para. (6) of the same article, "(6) A standard clause is considered a clause that was drafted in advance for a multitude of contracts involving different parties and which was not individually negotiated."
16. According to Art. 1077 para. (1) point 2) lit. c) of the Civil Code, "(1) Clauses
that have not been individually negotiated and have as object or effect:
[...] 2) the exclusion or limitation of the rights provided by law of the consumer vis-à-vis the professional or vis-à-vis another party, in the case of total or partial non-performance or improper performance of any of the contractual obligations of the professional, including by: [...] c) obliging the consumer to prove a certain fact if, according to the law, this burden falls on the professional;".

IV. CNPF Assessment
17. Analyzing the contractual clauses, the information from the documents presented by the
participants in the administrative procedure, in light of the requirements of Law No. 105/2003, Law No. 202/2013 and the Civil Code, the CNPF reveals the following:
17.1. Ab initio, under the conditions of Art. 1075 para. (1) of the Civil Code, "(1) In the evaluation
of the abusive nature of contractual clauses, within the meaning of Art. 1072 para. (1), Art. 1073 and Art. 1074, account shall be taken of: a) compliance with the transparency obligation, provided for in Art. 1071; b) the nature of the object of the contract; c) the circumstances determinant in the conclusion of the contract; d) the other contractual clauses; and e) the clauses contained in any other contract upon which the contract depends."
17.1.1. With regard to the case at hand, on February 25, 2020, in the sense of Art. 1763 para. (1) of the
Civil Code, at the request of the debtor, the Agreement was concluded with the creditor.
17.1.2. Thus, it is concluded that OCN "MICROINVEST" SRL carries out the activity
of granting non-bank loans, as a professional, based on the clauses and conditions offered by it, the contractual clauses being drafted in advance for a multitude of contracts.
17.2. Non-compliance with the mandatory provisions established in Art. 20 para. (1) of
Law No. 202/2013, in the clause regarding early repayment from the Agreement According to point 7.2. of the Credit Agreement, "7.2. The Debtor may repay early in total or in part the credit, notifying the Creditor by written request in advance by 3 days. In the event of early repayment of the credit, the Creditor is entitled to compensation as follows: a) 1% of the value of the credit repaid early, if the period of time between the early repayment and the agreed termination of the present Agreement is more than one year: b) 0.5% of the value of the credit repaid early, if the period of time between the early repayment and the agreed date for the termination of the present Agreement is not more than one year." At the same time, point 7.3. lit. b) of the Agreement provides that "7.3. The date of making the payment into the account for the settlement of the credit and related payments is considered: […] b. in the case of early payments, made in compliance with the procedure set out in point 7.2 of the present Agreement – the date of registration of the Debtor's request – plus 3 days;". Analyzed in conjunction, these contractual clauses condition the exercise of the right of early repayment on the fulfillment of a prior formality and on respect for a waiting period imposed by the creditor. Moreover, according to Art. 20 para. (1) of Law No. 202/2013, the consumer has the right to repay the credit "at any time" and to extinguish, in total or in part, the obligations arising from the Agreement. The legal norm enshrines a right of the consumer, which can be exercised at any time during the contractual relationship, without establishing additional conditions regarding prior notification or respect for a minimum notice period. In this context, it is found that the contractual obligation of prior notification by 3 days and the postponement of the effective date of early repayment restrict the exercise of the right conferred on the consumer by Art. 20 para. (1) of Law No. 202/2013 and create conditions for the consumer that are not provided for by law. Therefore, the clauses contained in point 7.2. and point 7.3. lit. b) of the Agreement are contrary to the mandatory provisions of Art. 20 para. (1) of Law No. 202/2013 and are susceptible to being declared absolutely null and void, under Art. 329 para. (1) of the Civil Code, to the extent that they limit the rights conferred on the consumer by mandatory norms.
17.3. Abusive nature of the clause contained in point 7.6. of the Agreement,
regarding the recording and contesting of operations on the credit account Following the analysis of the content of the Agreement, it should be noted with certainty that it contains standard clauses, within the meaning of Art. 1069 para. (6) of the Civil Code, proposed by the professional to the consumer. It is necessary to mention that the Civil Code, specifically Art. 1077 and Art. 1078, contain lists of clauses that are considered to be abusive in contracts concluded between a consumer and a professional. Once the clause under verification is found in one of those two lists, it must be qualified as an abusive clause, without further evaluation. On the subject, according to point 7.6. of the Agreement, "7.6. Repayment operations of the credit and payment of related fees are reflected in the credit account. The Debtor assumes the obligation to verify monthly the correctness of the evolution of his credit account, and in case he detects discrepancies in the information presented by the Creditor, to notify the latter in writing at least 3 days about the circumstances arising. Otherwise, the operations recorded in the account will be considered as tacitly accepted by the Debtor." That clause creates a significant imbalance between the rights and obligations of the contracting parties, being stipulated to the detriment of the consumer. Although the debtor's obligation to periodically verify the information related to the credit account may be considered reasonable, the provision according to which non-contestation of operations within 3 days from communication equates to acceptance by the debtor is susceptible to unjustifiably restricting the rights of the consumer. In particular, such a clause may limit the consumer's ability to invoke, subsequently, any calculation errors, payments not due or other discrepancies regarding the accounting of credit obligations, transferring onto him an excessive burden of verification and reaction within a reduced term. Therefore, the analyzed clause creates a significant imbalance between the rights and obligations of the parties, being stipulated to the detriment of the debtor, contrary to the requirements of good faith and the protection of the legitimate interests of the consumer. Furthermore, according to Art. 1077 para. (1) point 2) lit. c) of the Civil Code, "(1) Clauses that have not been individually negotiated and have as object or effect:
[...] 2) the exclusion or limitation of the rights provided by law of the consumer vis-à-vis the professional or vis-à-vis another party, in the case of total or partial non-performance or improper performance of any of the contractual obligations of the professional, including by: [...] c) obliging the consumer to prove a certain fact if, according to the law, this burden falls on the professional;". Therefore, the clause at point 7.6. of the Agreement is susceptible to being qualified as an abusive clause, in light of Art. 1077 para. (1) point 2) lit. c) of the Civil Code, because it creates a significant imbalance between the rights and obligations of the parties, contrary to the requirements of good faith and the protection conferred on the consumer by legislation.
18. Additionally, the CNPF attests to a discrepancy in the information regarding the total
amount payable by the consumer.
According to point 4.4 of the Agreement, "[...] Effective Annual Percentage Rate (APR) and the total amount payable by the Debtor: 17.88% per annum, 50,679.90 EUR", and according to the Repayment Schedule, attached to the Agreement, the total amount payable by the consumer constitutes a sum of 49,779.90 EUR. As a result of the checks carried out, it was found that the total amount to be repaid by the debtor constitutes 50,679.90 EUR, a value that corresponds to the information provided in point 4.4. of the Agreement. Therefore, between the provisions of the Agreement and those of the Repayment Schedule there is a discrepancy of 900.00 EUR regarding the total amount payable by the consumer. Moreover, according to Art. 10 para. (3) lit. g) and lit. h) of Law No. 202/2013, the credit contract must indicate, clearly and concisely, the total amount payable by the consumer, as well as the amount, payment schedule, number and frequency of payments to be made by the consumer. Under these conditions, the presentation of different information within the contractual documents, which regulate the same pecuniary obligation, is of a nature to create confusion regarding the extent of the obligations assumed by the consumer and to affect his ability to correctly evaluate the total cost of the credit. Thus, it is found that the creditor did not ensure the concordance of the contractual information, regarding the total amount payable by the consumer, in accordance with the requirements of Art. 10 para. (3) lit. g) and lit. h) of Law No. 202/2013.
19. From the considerations exposed above, under Art. 1 para. (1), Art. 8 lit. t), Art. 20
para. (1), para. (6) and para. (7) and Art. 22 para. (3) of Law No. 192/1998 on the National Commission of the Financial Market, Law No. 202/2013 on consumer credit contracts, Law No. 105/2003 on consumer protection, the Civil Code, the Administrative Code and the Regulation on the organization and functioning of the National Commission of the Financial Market (Decision of the CNPF No. 57/11/2022),

The National Commission of the Financial Market DECIDES:

1. It is established that OCN "MICROINVEST" SRL has violated Art. 20 para. (1)
   of Law No. 202/2013 on consumer credit contracts.
2. It is established the abusive nature of the clause in the Credit Agreement (with interest)
   No. [...] dated February 25, 2020, contained in point 7.6., which establishes that "Operations for the repayment of the credit and payment of related fees are reflected in the credit account. The Debtor assumes the obligation to verify monthly the correctness of the evolution of his credit account, and in case he detects discrepancies in the information presented by the Creditor, to notify the latter in writing at least 3 days about the circumstances arising. Otherwise, the operations recorded in the account will be considered as tacitly accepted by the Debtor."
3. An action is submitted to the court, in order to request the establishment of the nullity of the abusive clause,
   indicated in point 2.
4. Control over the execution of this Decision is placed on the Legal Department.
5. This Decision may be contested by filing a preliminary request to the CNPF (MD-2012, Chisinau, Stefan cel Mare si Sfant Blvd., No. 77), within
   a term of 30 days from the date of communication.
6. This Decision enters into force on the date of adoption and is communicated to the recipients
   in accordance with the legislation and is published on the official website of the CNPF (www.cnpf.md).

Dumitru BUDIANSCHI,
PRESIDENT