Decision on Petition No. 4855 Regarding OCN TOP LEASING&CREDIT 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 September 8, 2026 No. 45/5 Regarding the petition registered at the National Commission of the Financial Market No. 4855 on 15.06.2026, regarding OCN "TOP LEASING&CREDIT" SRL

On May 19, 2026, within the National Commission of the Financial Market (CNPF/authority), the petition of Mr. [...] (debtor/consumer-consumer/petitioner/borrower), with the documents attached to it, was registered (No. 3852), requesting the intervention of the CNPF regarding the legal relationship mentioned below.

Regarding the subject, it should be specified that the petition submitted by Mr. [...] did not meet the requirements provided in Article 75 para. (1) lit. e) of the Administrative Code, in the sense that "(1) The petition contains the following elements: [...] e) the signature of the petitioner or his legal or authorized representative, and in the case of the petition transmitted in electronic form - the electronic signature."

In this regard, by CNPF letter No. 05-5/2079 dated May 27, 2026, the petitioner was notified of the need to eliminate the identified deficiency.

Subsequently, on May 29, 2026, Mr. [...] submitted another petition (registered at CNPF with No. 4281), which did not contain the signature in accordance with legal provisions, respectively, the deficiency was not eliminated.

Accordingly, by CNPF letter No. 05-5/2273 dated June 09, 2026, the petitioner was repeatedly notified of the need to eliminate the identified deficiency.

As a result, on June 15, 2026, Mr. [...] submitted the petition with the attached documents, signed in accordance with the rigor of the law (registered at CNPF with No. 4855), the identified deficiency thus being eliminated.

I. Factual Circumstances

The legal relationship between OCN "TOP LEASING&CREDIT" SRL
(creditor/professional/lender) and the debtor was established based on Loan Agreement No. [...] dated [...] (Agreement), concluded for a term of 48 months, with the object of granting a loan in the amount of 2,825.31 EUR.
The credit granting conditions, resulting from the Agreement, are as follows:
2.1. total cost of credit, which includes:
2.1.1. interest rate: 40 percent annually, which represents 3.33 percent monthly, floating;
2.1.2. monthly administration commission: 7 EUR;
2.1.3. loan granting commission: 6 percent of the loan value, which constitutes 169.52 EUR;
2.2. effective annual rate (EAR): 60.24 percent annually;

2.3. commission for early repayment: ,,[...] 1% of the value of the loan repaid early, if the time period between early repayment and agreed contract termination is more than one year or 0.5% of the value of the loan repaid early, if the time period between early repayment and the agreed date for contract termination is not more than one year.";
2.4. commission for postponement/restructuring of loan repayment terms: 5 percent of the loan value, but not more than 25 EUR;
2.5. administrative commission for loan balance recalculation: 30 EUR;
2.6. penalties on:
2.6.1. point 8.2. of the Agreement: ,,8.2. [...] 1.0% for each calendar day of delay applied to the value of outstanding sums. The sum of penalties due will be calculated based on the number of days of actual delay.";
2.6.2. point 8.3. of the Agreement: "8.3. Unless otherwise provided in this Agreement, for violation of any obligation stipulated in this contract, the borrower will pay the lender a penalty of 5% of the contract value.";
2.7. contract assignment fee, fixed at point 10.4. of the Agreement: "10.4. In the case of assignment of the Agreement to another person, the borrower owes the lender the contract assignment fee in the amount of up to 25.00 EUR, to which are added any other notarial expenses related to the completion of the assignment contract, namely expenses related to the registration/declaration of this assignment in public registers or authorities.";
2.8. other types of contractual modifications: at point 10.3. of the Agreement, 25 EUR for each Additional Agreement;
2.9. total value payable by the debtor: 6,038.39 EUR.

II. Procedural Circumstances
3. Given that part of the contractual relationship in question is OCN "TOP LEASING&CREDIT" SRL, according to the Order of the CNPF President No. 405 dated June 24, 2026, regarding the ex officio involvement of OCN "TOP LEASING & CREDIT" SRL in the administrative procedure, initiated by Mr. [...]'s petition, and suspension of the administrative procedure, the creditor was involved ex officio in the administrative procedure, being requested, by CNPF letter No. 05-5/2626 dated June 25, 2026, to present the relevant explanations, a copy of the Credit File, as well as a copy of other documents related to it by July 08, 2026 inclusive.
4. As a result, on July 09, 2026, the creditor submitted to the CNPF the requested explanations and documents (registered with No. 5777).
5. At the same time, taking into account the imperative of conducting complete investigations, which implies time for the meticulous examination of presented evidence and the formation of objective and motivated conclusions, by the Order of the CNPF President No. 528 dated July 27, 2026, regarding the extension of the general term of the administrative procedure, initiated by Mr. [...]'s petition, the general term of the administrative procedure was extended until August 13, 2026.
6. Consequently, by the Order of the CNPF President No. 607 dated August 11, 2026, regarding the suspension of the administrative procedure, initiated by Mr. [...]'s petition, the administrative procedure was suspended until August 25, 2026 for the presentation of a response, as an audit, by OCN "TOP LEASING&CREDIT" SRL.

In this case, on August 21, 2026, the creditor presented additional explanations (registered at CNPF with No. 7344).
Subsequently, by the Order of the CNPF President No. 705 dated August 26, 2026, regarding the suspension of the administrative procedure, initiated by Mr. [...]'s petition, the administrative procedure was suspended, being requested, by CNPF letter No. 05-5/3933 dated August 27, 2026, to present a copy of payment orders, related to payments made by the petitioner under the Agreement, including explanations regarding the application of the penalty, indicating the number of days of delay.

III. Legal Circumstances
9. In accordance with Article 37 para. (2) of Law No. 105/2003 on consumer protection (Law No. 105/2003), "(2) The National Commission of the Financial Market carries out the control of compliance by the subjects indicated in Article 4 para. (2 1)
of Law No. 192/1998 on the National Commission of the Financial Market of the provisions of Articles 1069 – 1081 of the Civil Code regarding contracts concluded with consumers and the finding of abusive clauses in contracts, upon the consumer's complaint or ex officio, under the conditions of the law.".
10. According to Article 1 of Law No. 105/2003, "consumer" is "any natural person who intends to order or procure or who orders, procures or uses products, services for needs unrelated to business or professional activity;".
The same definition is contained in Article 3 of Law No. 202/2013 on consumer credit contracts (Law No. 202/2013).
11. According to Article 3 para. (1) and para. (2) of the Civil Code, "(1) Has the quality of consumer any natural person who, within the framework of a civil legal relationship, acts predominantly for purposes not related to business or professional activity. A natural person does not have the quality of consumer if the other party to the civil legal relationship does not have the quality of a professional. (2) Has the quality of a professional any natural or legal person of public or private law who, within the framework of a civil legal relationship, acts for purposes related to business or professional activity, even if the person does not have the purpose of obtaining profit from this activity.".
12. In accordance with Article 16 lit. a) and lit. b) of Law No. 105/2003, "The consumer, when concluding contracts, has the following rights: a) to make free decisions when purchasing the product and service, without having abusive clauses imposed on him in contracts or which may favor the use of unfair commercial practices, capable of influencing his option; b) to benefit from a clear and precise drafting of contractual clauses, including those regarding the main characteristics and warranty conditions, indicating the exact price or tariff, as well as the exact establishment of credit conditions and interest rates;".
13. In accordance with Article 13 of Law No. 202/2013, "The following rules shall apply in credit contracts with floating interest: a) the interest will be composed of a reference index, established according to the methodology of the National Bank of Moldova, to which the creditor may add a certain fixed margin throughout the duration of the contract; b) the method of calculating the interest must be indicated expressly in the contract, specifying the periodicity and/or the conditions under which the modification of the floating interest rate occurs, both in the sense of increasing, as well as in the sense of reducing it; c) the elements entering the floating interest calculation formula and their value will be displayed on the websites and at all creditors' offices.".

Moreover, the Civil Code establishes, in Article 10 para. (1), that "(1) Natural and legal persons participating in civil legal relationships must exercise their rights and fulfill their obligations in good faith, in accordance with the law, the contract, public order, and good morals. Good faith is presumed until proof to the contrary.".
Complementarily, according to Article 11 para. (1) of the Civil Code, "(1) Good faith is a standard of conduct of a party, characterized by correctness, honesty, openness, and taking into account the interests of the other party in the legal relationship.".
In accordance with Article 1072 of the Civil Code, "(1) In a contract between a professional and a consumer, a clause that was not individually negotiated is considered abusive if it is proposed by the professional and considerably 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 to evaluate them according to para.(1) of this article and Article 1075. (3) The lists provided by the articles mentioned in para. (2) will not be interpreted as exhaustive lists.".
Complementarily, according to Article 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.".
In accordance with Article 1071 of the Civil Code, "(1) The person presenting clauses that have not been individually negotiated is obliged to ensure that they are drafted and communicated in clear and intelligible language, as well as to be legible. This requirement is applicable to the text in its entirety, including footnotes, references to other texts or specifications of any nature. (2) In a contract between a professional and a consumer, a clause proposed by the professional in violation of the transparency obligation imposed by the provisions of para.(1) may be considered abusive only on this sole ground.".
Additionally, Article 1075 para. (1) lit. (a) of the Civil Code establishes that, "(1) When evaluating the abusive nature of a contractual clause in the sense of Article 1072 para. (1), Articles 1073 and 1074, the following will be taken into account: a) compliance with the transparency obligation provided in Article 1071;".
Relevant are also the provisions of Article 1075 para. (2) of the Civil Code, according to which, "(2) The evaluation of the abusive nature of clauses cannot refer to the object of the contract nor to the adequacy of the price or remuneration, on the one hand, relative to the goods, works, or services provided in exchange for them, on the other hand, in the case where the transparency obligation, provided in Article 1071, has been respected. The object of the contract and the relationship between price and quality can be taken into consideration when evaluating the abusive nature of other contractual clauses.".
According to Article 934 para. (1) and para. (2) of the Civil Code, "(1) The creditor has the right to compensation for the entire damage caused by non-performance of the obligation, except in the case where the debtor proves that the non-performance is justified. (2) Compensation must cover only the damage suffered by the creditor which is the direct and necessary consequence of non-performance.".
Complementarily, Article 947 para. (1) of the Civil Code establishes that "(1) The penalty clause is a contractual provision by which the parties evaluate the damage in advance, stipulating that the debtor, in the event of non-performance of the obligation, is to remit to the creditor a sum of money or another good (penalty).", and para. (3) of the same article provides that "(3) The penalty may be stipulated in a fixed amount or in the form of a share of the value of the obligation guaranteed by the penalty clause or of the unexecuted part, including in the form of a delay interest.".
Under the conditions of Article 329 para. (1) of the Civil Code, "(1) In contracts with consumers, abusive clauses are null, as well as clauses by which the legal provisions from which it is forbidden to derogate to the detriment of the consumer are derogated from (protection nullity).".
In accordance with Article 943 para. (1) and para. 4) of the Civil Code, "(1) Interest, delay interest, or, as the case may be, the penalty, is calculated only on the principal sum of the pecuniary obligation (capital). (4) Any clause contrary to the provisions of this article is subject to absolute nullity.".

III. CNPF Assessment
25. Analyzing the contractual clauses, the information from the documents presented by the creditor and debtor, in light of the requirements of Law No. 105/2003, Law No. 202/2013, and the Civil Code, especially, in relation to the normative framework, stated above, the CNPF highlights the following:
25.1. Ab initio, it is claimed that the quality of professional possessed by OCN "TOP LEASING&CREDIT" SRL in relation to the consumer is established.
In accordance with the information from the State Register of Legal Entities, OCN "TOP LEASING&CREDIT" SRL has, as its main object of activity, inter alia, the activity of granting non-bank credits, being registered in the Register of authorized non-bank credit organizations.
Thus, it is concluded that OCN "TOP LEASING&CREDIT" SRL carries out the activity of granting non-bank credits, as a professional, based on the clauses and conditions offered by it, the contractual clauses being drafted in advance for a multitude of contracts.
25.2. Non-compliance with the provisions of Article 13 of Law No. 202/2013, regarding the rules for floating-rate credit contracts
According to point 4.2. of the Agreement, "The interest rate may be modified both in the sense of increasing, as well as in the sense of reducing it, depending on the refinancing rate of the National Bank of Moldova, the inflation rate, the EURIBOR interest rate, and market evolution, taking into account the rules of equity, but in all cases it cannot be lower than the interest rate established at the time of concluding this Agreement. In the event of modification of the interest rate, the Lender will notify the Borrower in writing about this by registered letter with receipt acknowledgment 30 calendar days before the date of entry into force of the modified rate, attaching the information regarding the corresponding modification of the sums due. In the event that the Lender does not have proof of receipt of the letter, it is considered received by the Borrower after the expiration of 10 calendar days from the date of dispatch. The size of the new interest rate will be applied to the loan balance existing at the date of modification.". Starting from the premise that the norm of Article 13 of Law No. 202/2013 applies independently per each component, it should be noted that, although the legislator establishes the rules in a consecutive order, deriving from practice, these do not depend on each other, having independent existence, verified in light of Article 13 lit. a), lit. b) and lit. c) of the same law.
25.2.1. The clause at point 4.2. of the Agreement presents the following deficiencies:
25.2.1.1. Non-compliance with the rules by which the interest will be composed of a reference index, established according to the methodology of the National Bank of Moldova (BNM), to which the creditor may add a certain fixed margin throughout the duration of the Contract

Even though Article 13 lit. a) of Law No. 202/2013 states that the interest will be composed of a reference index, established according to the BNM methodology, to which the creditor may add a certain fixed margin throughout the duration of the Contract, however, in the Agreement, neither the index to be applied in determining the contractual interest rate nor the fixed margin applicable by the BNM, which is to be added to the reference index, is established.
Under the stated conditions, within the limits of his discretionary right, the CNPF opines, as being in good faith, on the admission of the impossibility of imputing to the creditor the fact of violating the provisions of Article 13 lit. a) of Law No. 202/2013.
Additionally, it should be noted that, under the conditions of Article 6 para. (1) and para. (2) of the Civil Code, "(1) In the event of non-regulation by law or by agreement of the parties and lack of usage, the relationships provided in Article 2 are subject to, if this does not contradict their essence, the civil legislation norm that regulates similar relationships (analogy of law). (2) If the application of the analogy of law is impossible, the rights and obligations of the parties are determined based on the principles of civil legislation and equity (analogy of law).". Per a contrario, the CNPF appreciates that the proposed clause does not sufficiently cover the certainty of the elements included in the calculation of the interest rate, or, the equivalence of the special norm with the creditor's option can only be ensured by the firm identification of variations of the interest rate in the event of essential change of the value of sources attracted, borrowed by the creditor, and by the identification of the nature of normative modifications, which can affect the creditor's activity.
25.2.1.2. Non-compliance with the method of calculating interest that must be indicated, expressly, in the contract, specifying the periodicity and/or the conditions under which the modification of the floating interest rate occurs both in the sense of increasing, as well as in the sense of reducing it
The Agreement does not indicate the method of calculating interest, nor does it expressly specify the periodicity and/or conditions under which the modification of the floating interest rate occurs.
Respectively, within the limits provided in Article 13 lit. b) of Law No. 202/2013, the creditor and consumer may agree on the conditions triggering the modification of the interest rate, being offered the possibility to establish the conditions in light of the temporal factor, establishing a periodicity (for example, semi-annual, quarterly, annual) or the possibility to establish those circumstances, in which the modification of the interest rate may occur (for example, modification of the inflation rate, modification of the BNM base rate, etc.). However, the legislator also imposes a quality requirement regarding the conditions for modifying the interest rate, related to the credit, which must be expressly established in the contract. According to the Explanatory Dictionary of the Romanian Language (second revised and added edition), Romanian Academy, Institute of Linguistics, ,,Iorgu Iordan-Al. Rosetti" Editura Univers Enciclopedic Gold, 2009, the word "express" means "Which is expressed clearly, which leaves no kind of doubt.". As such, an insertion in the Agreement stating that the creditor has the right to modify, unilaterally, the interest rate, related to the credit, depending on the BNM refinancing rate, the inflation rate, the EURIBOR interest rate, and market evolution, without specifying the reference moment and the degree of elasticity of these fluctuations, is insufficient to meet the provisions of Article 13 lit. b) of Law No. 202/2013.
25.2.1.3. Non-compliance with the rules regarding the elements entering the floating interest calculation formula and the obligation to display their value on the websites and at all creditors' offices

Following the verification of the creditor's official website, no information was identified regarding the elements included in the floating interest rate calculation formula and its value. Specifically, the Contract does not contain references to the location of the display of these elements or to the value of the floating interest rate.

Under these conditions, and in the situation where the creditor has not presented certain relevant evidence, a violation of Article 13 letter c) of Law No. 202/2013 is established. By virtue of Article 27 paragraph (2) of the same law, the burden is on the creditor to demonstrate compliance with information requirements.

Relating the clause in point 4.2 of the Contract to the requirements of Article 13 of Law No. 202/2013, the illegality of this clause is confirmed.

25.2.1.4. Deficiencies regarding transparency and contractual balance

In accordance with Article 10 paragraph (1) of Law No. 202/2013, credit contracts must be drafted in clear and legible language, and according to Article 10 paragraph (3) letter f) of the same article, information regarding the interest rate applicable to the credit must be specified clearly and concisely.

Furthermore, Article 1071 paragraph (1) of the Civil Code stipulates that "(1) The person presenting non-individually negotiated clauses is obliged to ensure that these are drafted and communicated in clear and intelligible language, as well as being legible. This requirement applies to the text in its entirety, including footnotes, references to other texts, or specifications of any nature," and paragraph (2) of the same article provides that, "In a contract between a professional and a consumer, a clause proposed by the professional in violation of the transparency obligation imposed by the provisions of paragraph (1) may be considered abusive solely on this ground."

According to Article 16 letter b) of Law No. 105/2003, the consumer has the right "b) to benefit from a clear and precise drafting of contractual clauses, including those concerning main characteristics and warranty conditions, the exact indication of the price or tariff, as well as the exact determination of credit conditions and interest rates;".

In this sense, the clause regarding the floating nature of the interest indicated in the Contract does not meet the legal requirements mentioned, as it does not allow the consumer to reasonably understand the financial effects of the contract.

Thus, the absence of a floating interest calculation formula and explicit conditions for its modification generates uncertainty regarding the obligations assumed by the consumer. In situations where the contract provides for the unilateral modification of essential clauses (interest, payment terms, etc.), the creditor is obliged to specify clearly what the conditions and limits of this modification are, which elements can be modified, and in what situations the modification may occur.

Moreover, according to Article 1072 paragraph (1) of the Civil Code, a non-individually negotiated clause is abusive if it causes a significant imbalance between the parties, contrary to good faith. Failure to comply with these obligations is, in itself, grounds for declaring the clause abusive.

Furthermore, Article 1077 paragraph (1) sub-paragraph 4) letter a) of the Civil Code stipulates that "(1) Clauses that have not been individually negotiated and have as object or effect: [...] 4) the fact that the contract generates obligations for the consumer, but: a) does not generate obligations for the professional;".

The Contract provides for a variation in the interest rate in case of an increase in the exchange rate between EUR and MDL currencies, but does not indicate a variation in case of a decrease in the exchange rate.

In this sense, it is established that the Contract generates an obligation for the consumer to pay a higher interest, but does not generate an obligation for the creditor to reduce the interest in cases of a decrease in the exchange rate. Additionally, this deficiency equates to a violation of Article 1 paragraph (1) of the Civil Code, which consecrates the principles of equality between parties, consumer protection, and the guarantee of compensation in case of infringement of their rights.

In conclusion, the named clause is illegal and abusive, as it violates the express provisions of Article 13 of Law No. 202/2013, and generates a significant imbalance between the parties, does not ensure transparency, predictability, and contractual equality, creating a coercive mechanism that unjustifiably limits the contractual freedom of the consumer.

25.3. Abusive nature of certain clauses regarding commissions

25.3.1. According to point 4.5 of the Contract, the creditor establishes an "issuance commission in the amount of 6% of the loan value, which constitutes 169.52 EUR, to be paid before the Loan is granted, with which the Borrower agrees, having a non-refundable nature, including in the case of full repayment of the Loan before the term indicated in this Contract."

Additionally, according to point 4.5 of the Contract and Annex No. 1 to the Contract, the creditor included the collection from the debtor of an administration commission in the amount of 7 EUR monthly, totaling 336.00 EUR, for the entire duration of the Contract, this commission not being reflected in the Standard Information regarding credit for consumers.

In accordance with Article 1071 of the Civil Code, "(1) The person presenting clauses that have not been individually negotiated is obliged to ensure that they are drafted and communicated in clear and intelligible language, as well as being legible. This requirement applies to the text in its entirety, including footnotes, references to other texts, or specifications of any nature. (2) In a contract between a professional and a consumer, a clause proposed by the professional in violation of the transparency obligation imposed by the provisions of paragraph (1) may be considered abusive solely on this ground."

In this context, contrary to Article 5 paragraph (2) letter c) of Law No. 202/2013, which states that "(2) Pre-contractual information is provided: [...] c) through the form presented in Annex No. 1," it should be noted that the Standard Information regarding credit for consumers does not indicate information regarding the method of collection of the commission for the additional loan issuance.

Moreover, according to Article 5 paragraph (3) letter h) of Law No. 202/2013, "(3) Pre-contractual information includes: [...] h) the amount, number, and frequency of payments to be made by the consumer and, if applicable, the order in which payments will be allocated, for repayment, different balances fixed at different interest rates applicable to the credit;".

Furthermore, according to Article 5 paragraph (4) of the same law, "(4) Any other additional information the creditor provides to the consumer in a separate document, which may be attached to the form presented in Annex No. 1."

Thus, relating the legal norms to the factual circumstances revealed, it is concluded that the "Issuance Commission in the amount of 6% of the Loan Value" and the administration commission in the amount of 7 EUR monthly are not recorded in the Standard Information regarding credit for consumers presented to the debtor.

Similarly, from the content of the Contract, it results that these commissions have no description, nor do they illustrate certain arguments regarding their collection.

Moreover, the aforementioned clauses fall under the provisions of Article 1069 paragraphs (3) and (4) of the Civil Code, or, if a clause was proposed as part of standard clauses, it is presumed that this was not individually negotiated.

Furthermore, in the sense of the aforementioned norms, in the contract concluded between a professional and a consumer, it is established that "a) the clauses were proposed by the professional; b) the clauses were not individually negotiated; c) clauses drafted by an intermediary or another third party were proposed by the professional. [...]".

According to the provisions of Article 1069 and Article 1072 of the Civil Code, a clause that was not individually negotiated is considered abusive if it is proposed by the professional and considerably disadvantages, contrary to good faith, the consumer.

The unconditional imposition, unjustifiably, of a "Issuance Commission in the amount of 6% of the Loan Value," as well as a monthly administration commission in the amount of 7 EUR falls under Article 1072 paragraph (3) of the Civil Code, or, the consumer cannot be irrevocably obliged to respect clauses that create, contrary to good faith requirements, to their detriment, a significant imbalance between the rights and obligations of the parties arising from the contract.

Thus, it is established that the creditor acted in bad faith regarding the transparency of information, depriving the consumer of both the right to familiarize and negotiate contractual clauses, and the right to compare multiple offers, in order to make an informed decision regarding the conclusion of the Contract, establishing a violation of Article 1072 paragraph (1) of the Civil Code.

25.3.2. According to point 4.5 of the Contract, the borrower will pay the lender a "commission for the extension/restructuring of loan repayment terms in the amount of 5% of the Loan Value, but no more than 25 EUR" and "the administrative commission for recalculating the loan balance in the amount of 30 EUR."

Analyzing the administrative case materials, it is established that the creditor did not inform the consumer regarding "any other costs resulting from the credit contract."

Furthermore, in the sense of Article 5 paragraph (3) letter i) of Law No. 202/2013, "(3) Pre-contractual information includes: [...] i) where applicable, the costs of administering one or more accounts recording both payment operations and credit withdrawals, except in the case where opening an account is optional, the costs for using a payment means, both for payment operations and for credit withdrawals, any other costs resulting from the credit contract, as well as the conditions under which these costs may be modified;".

In this case, the non-inclusion under the heading "Any other costs resulting from the credit contract" of information regarding all commissions of the credit contract deprived the consumer of the possibility to familiarize themselves with all categories of pre-contractual information, in order to negotiate, in good faith, the respective contractual clauses.

Essentially, both categories of payments concern the object of the same service offered by the creditor – the restructuring of the loan, which considerably disadvantages the rights and obligations of the contracting parties, by claiming double remuneration for the same service offered by the professional.

Moreover, both the commission for the extension/restructuring of loan repayment terms and the administrative commission for recalculating the loan balance, from an etymological-practical point of view, correspond to a commission with an administrative purpose.

Therefore, in the context where the contractual relationship already provides for administrative commissions (monthly and loan balance recalculation), as well as considering the failure to meet the negotiability criterion, the overlap of the purposes of the named commissions is established.

Subsequently, the authority assesses that the monthly commission is assimilated in this case to the term "administrative," which includes all operations aimed at managing the specific credit contract and has the primary purpose of covering actual expenses incurred by the creditor in performing the operation.

Therefore, for a clause to be abusive, it must produce an imbalance between the performances of the parties; analyzing this condition implies a comparison between the interests of the two parties to the contract, to verify whether the consumer's interest, in relation to the creditor's interest, has been considerably prejudiced.

Regarding the subject, Article 11 paragraphs (1) and (2) of the Civil Code define good faith through correctness, honesty, openness, and taking into account the interests of the other party in the legal relationship.

Correspondingly, in assessing good faith, the fundamental purpose pursued by "commission, fees, and any other type of cost, which the consumer must bear," which constitutes, evidently, an essential obligation imposed on the consumer, in exchange for the making available of the loan, must be taken into account.

Furthermore, under the conditions of the evident overlap of the purposes of the named commissions, the respective clauses are subject to being considered abusive.

25.4. Abusive nature of certain clauses regarding loan repayment and interest payment, as well as the rights and obligations of the lender/borrower

25.4.1. Under the conditions of point 5.5 of the Contract, "5.5. In the event that the Borrower has multiple loans contracted with the Lender and on one or more of them has outstanding debts, the Lender will unilaterally decide the distribution of paid sums.,” and in correlative with point 7.1 letter b) of the Contract, "7.1. The Lender has the following rights: ,,[..] b) to distribute sums paid by the Borrower, in the event that they are not sufficient to extinguish all debts (due payments), according to the sequence established in points 5.4 and 5.5 of this Contract;".

Establishing the lender's right to unilaterally decide the distribution of sums paid for debts recorded at multiple contracts concluded with the borrower is unjustified and creates an imbalance of contractual rights and obligations between the parties.

Therefore, indicating the method of distribution of paid sums in the case of plurality of contracts constitutes the prerogative of the consumer, and the unilateral decision of the creditor, under the conditions of points 5.5 and 7.1 letter b) of the Contract, constitutes an annulment of the consumer's will and is subject to creating a disproportionate obligatory relationship.

In this sense, situations may occur where, prioritarily, debts with lower associated costs are satisfied, considerably disadvantaging the economic interests of the consumer and, finally, prejudicing them.

25.4.2. According to point 5.8 of the Contract, "5.8. Repayment of the loan, payment of interest applicable as well as other payments under this Contract will be made in EUR or MDL at the official exchange rate of MDL relative to EUR established by the National Bank of Moldova plus 1% on the date of collection, but not less than the official exchange rate of MDL relative to EUR established by the National Bank of Moldova plus 1% on the maturity date and not less than 1 EUR = 21.2366 MDL established by the National Bank of Moldova on the date the loan was granted. The amount payable in MDL is calculated as follows: the BNM MDL/EUR exchange rate on the collection date is taken, to which 1% is added, and the result is multiplied by the loan rate (BNM MDL/EUR exchange rate + 1% x loan rate).".

In this case, note the possibility of establishing the abusive nature of point 5.8 of the Contract by applying Article 1072 paragraph (1) of the Civil Code.

In this context, the emphasis is not on the fact that payments are made in euros or Moldovan lei, but on the method of calculating the exchange rate, which is evidently done to the detriment of the consumer, imposing artificial financial burdens on them.

Moreover, the revealed imbalance manifests itself in the fact that the debtor is required to bear, in all cases, a certain prejudice, due to currency flow fluctuations, with the professional/creditor instituting protection of their financial interests in a manner disproportionate to the consumer's interests.

Consequently, the creditor, by imposing a minimum floor, in the case of a decrease in the euro exchange rate relative to the Moldovan leu, passed the risk onto the debtor and disregarded the debtor's economic interests.

Thus, the application of discriminatory requirements regarding currency conversion at the time of loan issuance compared to the time of credit rate payments considerably disadvantages the patrimonial interests of the debtor.

25.4.3. According to the clauses provided in points 6.2 letter i), letter j), and letter k) of the Contract, the borrower assumes the obligation "i) not to give money or goods (values) on loan to other legal and/or physical persons and not to act as guarantor for the debts of third parties in favor of other legal and/or physical persons, until the full payment of the debt according to this Contract; j) not to benefit, without the Lender's consent, from credits or loans from any bank or financial institution, physical or legal person, regardless of causes, during the duration of this Contract; k) not to alienate in any form assets that belong to them with property rights on the date the Loan was granted, until the full payment of the debt according to this Contract;".

Analyzing the method of exposition, the form of drafting of the aforementioned contractual provisions, in conjunction with the legal provisions, it should be mentioned that, according to Article 1072 paragraph (1) 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 considerably disadvantages, contrary to good faith, the consumer."

Furthermore, maintaining the balance between the rights and obligations of the parties can also be evaluated through the prism of reciprocity of rights and obligations in the comprehensive analysis of contractual provisions.

The application of additional requirements regarding obligations for the consumer and which considerably disadvantages the rights and interests of the debtor in the contractual relationship can be considered an abusive clause.

National legislation allows the verification of contractual conditions regarding good faith requirements through the exercise of civil rights and obligations established in Article 10 paragraph (1) and Article 11 paragraph (1) of the Civil Code, in the sense that, "(1) Physical and legal persons participating in civil legal relationships must exercise their rights and fulfill their obligations in good faith, in accordance with the law, the contract, public order, and good morals." and "(1) Good faith is a standard of conduct of a party, characterized by correctness, honesty, openness, and taking into account the interests of the other party in the legal relationship."

Furthermore, according to Article 775 paragraph (1) of the Civil Code, "(1) The debtor and creditor must behave in good faith at the moment of birth, during existence, at the moment of execution, and extinction of the obligation."

Thus, points 6.2 letter i), letter j), and letter k) of the Contract contradict the good faith requirements, as well as create a significant imbalance between the rights and obligations of the parties arising from the Contract and, respectively, denoting the existence of the abusive nature of these clauses.

25.5. Abusive nature of certain clauses regarding party liability and the penalty clause

25.5.1. The clause in point 8.2 of the Contract provides that "In the event of non-payment of sums for the repayment of the Loan, payment of interest, commissions, and other applicable payments within the terms established according to this Contract, the Lender calculates, and the Borrower pays starting from the first day of the overdue period and until the complete payment of the overdue debt, a penalty in the amount of 1% for each calendar day of delay applied to the value of the overdue sums. The sum of penalties due will be calculated based on the number of effective days of delay."

According to Article 1069 paragraph (4) of the Civil Code, in the contract between a professional and a consumer, it is presumed that the clauses were proposed by the professional and that these were not individually negotiated.

In this context, note that, within the administrative procedure, the creditor did not present evidence demonstrating that the consumer had the actual possibility to influence the content of the clause in point 8.2 of the Contract, including regarding the amount of the penalty, the calculation basis, the application period, or the existence of a cap on it. Accordingly, in the absence of contrary evidence, the clause in point 8.2 of the Contract should be assessed as a clause that was not individually negotiated.

In accordance with the provisions of Article 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 considerably 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 paragraph (1) of this article and Article 1075. (3) The lists provided by the articles mentioned in paragraph (2) will not be interpreted as exhaustive lists."

Furthermore, according to Article 1077 paragraph (1) point 6 of the Civil Code, "(1) Clauses that have not been individually negotiated and have as object or effect: [...] 6) the request from the consumer who has not fulfilled the obligation without justification of a disproportionate penalty in relation to the damage caused by the non-fulfillment of contractual obligations;".

In order to assess the considerable disadvantage and the disproportionate nature of the penalty, within the limits of their discretionary right, the NFMC retains as relevant reference elements – the amount of the penalty, its annualized equivalent, the accumulation rate, the existence of temporal limits, the ratio with the contractual interest, the effective annual interest rate, the late interest, the limits established by law, applicable to payments associated with credit contracts, and, implicitly, the total value of the credit, as well as the creditor's good faith.

In this case, the establishment of a penalty of 1 percent for each day of delay represents, by its level, a significant pecuniary burden for the consumer, as the penalty can reach, in a relatively short period, an amount comparable to or even exceeding the principal overdue obligation. Furthermore, the clause institutes a sanction that accumulates daily, over an undetermined period, without establishing a contractual cap on the maximum amount that can be charged. At a rate of 1 percent for each day of delay, the penalty accumulated over a period of 100 days is equal to the initial value of the overdue sum on which it is calculated, if a simple application of the daily rate is considered. Consequently, after a relatively short period of delay, the penalty may come to represent a substantial part, and subsequently, even exceed the value of the principal overdue obligation, continuing to accumulate.

accumulate until the debt is fully paid, a circumstance that constitutes a considerable disadvantage for the consumer. Under these conditions, the passage of time leads, by itself, to the continuous increase of the consumer's obligation, without pct. 8.2 of the Contract establishing a contractual mechanism by which the accumulation of the penalty is limited after reaching a reasonable level, relative to the creditor's damage. In this regard, it should be noted that the level of the sanction must be correlated with its economic function, namely the assurance of timely repayment, and must not lead to the creation of an obligation whose magnitude makes the repayment of the principal debt difficult or even excessively burdensome.

According to the Contract, the interest rate on the loan is set at 40 percent, and the effective annual interest rate is 60.24 percent. Thus, the annualized amount of the penalty is over 9 times the contractual interest rate and over 6 times the effective annual interest rate. This difference constitutes a relevant benchmark for assessing the financial burden imposed on the consumer, as the sanction applicable to a payment delay reaches a magnitude significantly higher than the contractual cost of using the credit and the total annualized cost borne by the consumer for accessing it.

At the same time, the sanction provided for in pct. 8.2 of the Contract must be analyzed as part of the total costs borne by the consumer as a result of the Contract. According to pct. 4.1 of the Contract, interest is calculated daily on the remaining loan balance, on the principal amount of the pecuniary obligation, until the date of full repayment. Therefore, even after the occurrence of arrears, the creditor continues to charge interest on the unpaid capital, being remunerated for the period during which the capital remains at the debtor's disposal. Under these conditions, the cost of using the capital and, to a relevant extent, the cost associated with its unavailability are already reflected in the contractual interest. The additional application of a penalty of 1 percent for each day of delay, which, annualized, reaches 365 percent, significantly amplifies the consumer's financial burden, without any objective justification for such a level resulting from the Contract or the evidence submitted.

In the same sense, with reference to the level of default interest applicable by law, under the circumstances of the case, this would constitute 45 percent annually, namely the contractual interest rate of 40 percent annually increased by 5 percentage points. Compared to this benchmark, the contractual penalty of 1 percent per day, equivalent to 365 percent annually, is over 8 times higher than the default interest rate thus determined. This substantial difference constitutes an additional indicator that the contractual sanction far exceeds the level of reasonable compensation for the consequences of the delay and is likely to produce a significant imbalance to the detriment of the consumer. The arguments presented support the condition of the disproportionate nature of the penalty, which attests to the abusive nature of the contractual clause.

Regarding the requirement of good faith, it is appreciated that a professional who would have acted fairly and with due consideration of the legitimate interests of the consumer could not reasonably assume, in the context of effective individual negotiation, that the latter, within the framework of such negotiation, would accept a clause allowing the accumulation of a penalty of 1 percent for each day of delay, without a cap and until the full payment of the debt, under conditions where this sanction can reach, within a relatively short period, equal and subsequently exceed the value of the outstanding obligation.

In this order of ideas, the findings from the Decision of the Supreme Court of Justice, dated 30.07.2025, pronounced in Case No. 2rac-269/22, are relevant, according to which, "when the penalty is calculated daily as a percentage of the outstanding debt, without a cap or other limiting mechanism, it always becomes disproportionate if it exceeds the outstanding debt" (para. 62), this disproportionality resulting "from the very nature of the cumulative calculation formula", or, "a daily percentage penalty generates an exponential increase in the amount owed, regardless of the specific circumstances of the delay, its duration, or any efforts by the debtor to remedy the situation", the result becoming "a punitive sanction that no longer fulfills the essential function of evaluating in advance and reasonably the possible damage" (para. 63).

Regarding the existence of a limit applicable to the amount of payments related to the loan, the CNPF notes that, through legislative amendments subsequent to the conclusion of the Contract, including Law No. 93/2022 amending certain normative acts, for loan contracts currently being executed, a cost capping mechanism has been instituted, including by referencing the calculation to the remaining loan amount and to an absolute level of 0.177 percent, applied to the loan balance remaining on 29.07.2022, under the conditions provided by law. The establishment of such a legal limit confirms the legislator's concern for preventing the accumulation of excessive costs on the consumer. At the same time, the fact that the legislator intervened by establishing a capping mechanism does not, by itself, transform the contractual clause of 1 percent per day into one that is proportional and fair. The legal cap establishes the limit within which costs can be effectively charged, but the abusive nature of the contractual clause must be examined separately, by reference to its content and effects on the consumer.

Consequently, the existence of the legal cap does not eliminate the analysis of the disproportionate nature of the contractual clause, as pct. 8.2 of the Contract, by its wording, allows the creditor to claim a penalty of 1 percent for each day of delay until the full payment of the debt, without reflecting in its content a proprietary limitation mechanism and without correlating the amount of the sanction with the actual or foreseeable damage.

Under these conditions, the CNPF finds that pct. 8.2 of the Contract constitutes an abusive clause both under the provisions of art. 1072 para. (1) of the Civil Code and under art. 1077 para. (1) pct. 6) of the same Code, because the clause, not being individually negotiated, considerably disadvantages the consumer, contrary to good faith, by excessively aggravating their financial burden and, at the same time, establishes a penalty disproportionate to the damage caused by the non-performance of the obligation.

25.5.2. The clause provided for in pct. 8.3 of the Contract states that, "8.3. Except in cases where this Contract provides otherwise, for the breach of any obligation stipulated in this contract, the Borrower will pay the Lender a penalty of 5% of the contract value."

In this context, it should be pointed out that a clause, to be abusive, must produce an imbalance between the performances of the parties, the analysis of this condition involving a comparison between the interests of the two parties to the contract, to verify whether the consumer's interest has been neglected, relative to that of the creditor.

In this regard, it is presumed that such verification is realized, a priori, through the lens of the principle of good faith.

Furthermore, art. 11 para. (1) and para. (2) of the Civil Code define good faith by correctness, honesty, openness, and taking into account the other party in the legal relationship.

In assessing good faith, the essential purpose pursued by "commissions, fees, and any other type of cost, which the consumer must bear" must be taken into account, which is evidently an essential obligation imposed on the consumer in exchange for the provision of the loan.

Thus, maintaining the balance between the rights and obligations of the parties can also be evaluated through the lens of the reciprocity of rights and obligations in the process of the comprehensive analysis of the Contract.

The application of additional requirements regarding penalization considerably disadvantages the patrimonial interests of the debtor under conditions of a penalty already established.

In support of the above, it should be noted that, in accordance with art. 947 para. (1) of the Civil Code, "(1) The penalty clause is a contractual provision by which the parties anticipate the damage, stipulating that the debtor, in case of non-performance of the obligation, shall remit to the creditor a sum of money or another good (penalty).".

At the same time, it is attested that the Contract does not contain penalty clauses applicable to the debtor/lender in case of (for example) delays in making the credit available to the debtor.

Thus, the principle of reciprocity is violated, which constitutes a deviation from art. 1077 para. (1) pct. 4) lit. a) of the Civil Code (clauses considered abusive): "4) the fact that the contract generates obligations on the part of the consumer, but; a) does not generate obligations on the part of the professional;".

25.6. The abusive nature of the term "outstanding amount"

Regarding the use in the content of the Contract, with reference to the basis for calculating penalties, of the phrase "outstanding amount", it should be emphasized that the term, in its usual usage, is equivalent to the term "claim" or "total payable value" at a certain date (total payments according to the Repayment Schedule).

In this sense, art. 943 para. (1) of the Civil Code clearly indicates that "(1) Interest, default interest, or, as the case may be, the penalty, is calculated only on the principal amount of the pecuniary obligation (capital).".

In accordance with art. 1071 of the Civil Code, the person presenting clauses that have not been individually negotiated is obliged to ensure that they are drafted and communicated in clear and intelligible language, and in a contract between a professional and a consumer, the clause proposed by the professional, in violation of this obligation, can be considered abusive solely on this ground.

In the present case, according to the materials attached to the file, the penalty was calculated from the remaining loan (credit) principal. Conversely, the use of the phrase "outstanding amount" is considered abusive under conditions where it does not ensure certainty for the consumer regarding the basis for calculating the penalty, thus being susceptible to potential abuses by the professional.

25.7. The abusive nature of certain clauses regarding the early repayment of the loan

Based on the clauses stipulated in pct. 9.1 lit. d) and lit. e) of the Contract, "The Lender has the right to request the Borrower to repay the Loan early, [...] d) if against the Borrower [...] any legal proceedings are initiated; e) if the Borrower's assets or part of them are confiscated, seized, deteriorated, or alienated;".

According to art. 1077 para. (1) pct. 7) of the Civil Code, "(1) Clauses that have not been individually negotiated and have as object or effect: 7) granting the professional the right to resolution at their discretion, while the consumer is not granted the same possibility, [...] in the case where the professional is the one who resorts to resolution;" are considered abusive.

In this order of ideas, it should be specified that a clause, to be abusive, must produce an imbalance between the performances of the parties, the analysis of this condition involving a comparison between the interests of the two parties to the contract, to verify whether the consumer's interest has been neglected, relative to that of the creditor.

In this case, it is presumed that such verification is realized, a priori, through the lens of the principle of good faith, or, art. 11 para. (1) and para. (2) of the Civil Code define good faith by correctness, honesty, openness, and taking into account the other party in the legal relationship.

Analyzing the contractual clauses stipulated in pct. 9.1 lit. d) and lit. e) of the Contract, it is attested that the permission is granted to the creditor to unilaterally request the early repayment of the loan (non-bank credit), in the event that legal action is initiated against the debtor-consumer or in the event that certain assets of the latter are confiscated, seized, deteriorated, or alienated.

These contractual provisions disadvantage the debtor in their rights as a consumer and as a party to the contractual relationship, as, in the hypothesis where the debtor-consumer honors their contractual payment obligations within a non-bank loan contract, even if legal action is initiated against them or certain assets are confiscated, seized, deteriorated, or alienated, a significant imbalance is created between the rights and obligations of the parties arising from the contract, especially to the detriment of the debtor-consumer.

Therefore, it is concluded that the clauses stipulated in pct. 9.1 lit. d) and lit. e) of the Contract are abusive.

25.8. The abusive nature of certain clauses regarding the fee for the assignment of the contract

Correspondingly, pct. 10.4 of the Contract provides that, "In the case of assignment of the Contract to another person, the borrower owes the lender the assignment fee of the Contract in the amount of up to 25.00 EUR, to which any other notarial costs related to the conclusion of the assignment contract, namely costs related to the registration/declaration of this assignment in public registers or to authorities, are added.".

In the present case, it should be highlighted that establishing such a fee for the debtor could cause a violation of the imperative norm provided for in art. 823 para. (2) of the Civil Code, according to which, "(2) The assignment of a claim cannot prejudice the rights of the debtor nor can it make their obligation more onerous.".

Furthermore, through the lens of the principle of reciprocity and, directly, of art. 1077 para. (1) pct. 4) lit. a) of the Civil Code, it is considered abusive that the Contract generates obligations on the part of the consumer, but does not generate obligations on the part of the professional.

Therefore, with reference to pct. 10.4 of the Contract, it should be concluded that it is to the detriment of the debtor-consumer to impose the payment of a fee for a decision taken unilaterally by the creditor, which does not depend on the consumer's will.

Additionally, it should be noted that, according to art. 16 of Law No. 105/2003, the consumer, when concluding contracts, has the following rights: "a) to make free decisions when purchasing the product and service, without having abusive clauses imposed on them in contracts or clauses that may favor the use of unfair commercial practices, capable of influencing their choice; b) to benefit from a clear and precise drafting of contractual clauses, including those regarding the main characteristics and warranty conditions, the exact indication of the price or tariff, as well as the exact establishment of credit conditions and interest rates.".

The phrase "communicated in clear and intelligible language", provided for in art. 1071 para. (1) of the Civil Code, cannot be reduced to clear and easily intelligible expression, from a grammatical or literal point of view, otherwise this mention would have been superfluous in the content of a normative act. Therefore, this norm must be related to the situation where the consumer has a clear understanding of the reasons and foundations relative to the content of the clauses and their effects on the contract, as a whole.

25.9. Primarily, it should be emphasized that, although the Contract concluded between OCN "TOP LEASING&CREDIT" SRL and Mr. [...] bears the name of Loan Contract, it is, by virtue of art. 1763 para. (1) of the Civil Code, a loan contract, by which "(1) [...] a bank or a non-bank credit organization (creditor) undertakes to make available to another person (debtor) a sum of money as a loan, with the condition of its repayment, payment of interest, and other related payments, or assumes any other commitment to acquire a claim or to make a payment, to extend the repayment term of the debt, or to issue any guarantees.".

From this perspective, the use in the name of the Contract of the word "loan" may mislead the consumer by virtue of the legal effects it produces, as regulations regarding loans establish more favorable conditions for the debtor, with the potential to induce them to accept the conclusion of such a contract.

Under art. 775 para. (1) of the Civil Code, the debtor and creditor must act in good faith at the moment of birth, during existence, at the moment of execution, and extinguishment of the obligation.

According to art. 10 para. (1) of the Civil Code, "(1) Natural and legal persons participating in civil legal relationships must exercise their rights and fulfill their obligations in good faith, in accordance with the law, the contract, public order, and good morals. Good faith is presumed until proof to the contrary.".

Regarding the violations admitted by OCN "TOP LEASING&CREDIT" SRL, established through the provisions of Law No. 202/2013, it should be specified that these non-conformities are of a nature to attract the contraventional liability of the creditor.

At the same time, according to the provisions of the Contraventional Code, the attraction of contraventional liability is conditioned by respect for the general statute of limitations, set at 18 months from the date the offense was committed.

Given that more than 18 months have passed since the signing of the Contract, the limitation period provided by law has been exceeded. Therefore, the CNPF is legally unable to impose contraventional sanctions in this case.

From the considerations exposed above, under the provisions of art. 1 para. (1), art. 4 para. (2) 1) lit. c), art. 8 lit. t), art. 18 para. (3), art. 20 para. (1), para. (6) and para. (7) and art. 22 para. (3) of Law No. 192/1998 on the National Financial Market Commission, Law No. 202/2013 on consumer loan 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 Financial Market Commission (CNPF Decision No. 57/11/2022),

The National Financial Market Commission DECIDES:

It is established that OCN "TOP LEASING&CREDIT" SRL has failed to comply with art. 13 lit. b) – c) of Law No. 202/2013 on consumer loan contracts.
It is established that the clauses in the Loan Contract No. [...] dated [...], concluded between OCN "TOP LEASING&CREDIT" SRL and Mr. [...], contained in:

2.1. at pct. 4.2, which stipulates that "The interest rate may be modified both by increasing and by decreasing it, depending on the refinancing rate of the National Bank of Moldova, the inflation rate, the EURIBOR interest rate, and market evolution, taking into account the rules of equity, but in all cases it cannot be lower than the interest rate established at the time of concluding this Contract. In case of modification of the interest rate, the Lender will notify the Borrower in writing by registered letter with receipt acknowledgment 30 calendar days before the date of entry into force of the modified rate, attaching information regarding the corresponding modification of the amounts due. In case the Lender does not have proof of receipt of the letter, it is considered received by the Borrower after the expiration of 10 calendar days from the date of dispatch. The size of the new interest rate will be applied to the existing Loan balance on the date of modification.";

2.2. at pct. 4.5, regarding the establishment of the "origination commission of 6% of the loan value, constituting 169.52 EUR.";

2.3. regarding the part concerning the administration commission of 7 EUR monthly, totaling 336.00 EUR, according to Annex No. 1 to the Contract;

2.4. at pct. 4.5, regarding the establishment of a "commission for the postponement/restructuring of loan repayment terms of 5% of the Loan value, but no more than 25 EUR" and "administrative commission for recalculating the loan balance of 30 EUR";

2.5. at pct. 5.5, according to which, "In case the Borrower has multiple loans contracted with the Lender and has outstanding debts on one or more of them, the Lender will unilaterally decide the distribution of paid sums.";

2.6. at pct. 5.8, which provides that "5.8. Repayment of the loan, payment of interest due, as well as other payments under this Contract, will be made in EUR or MDL at the official exchange rate of MDL relative to EUR established by the National Bank of Moldova plus 1% on the date of collection, but not less than the official exchange rate of MDL relative to EUR established by the National Bank of Moldova plus 1% on the maturity date and not less than 1 EUR = 21.2366 MDL established by the National Bank of Moldova on the date the loan was granted. The amount payable in MDL is calculated as follows: the BNM MDL/EUR exchange rate on the date of collection is taken, to which 1% is added, and the result is multiplied by the loan rate (BNM MDL/EUR exchange rate + 1% x loan rate).";

2.7. at pct. 6.2 lit. i), lit. j) and lit. k), regarding the obligations of the borrower "i) not to lend money or goods (values) to other legal and/or natural persons and not to act as guarantor for third-party debts in favor of other legal and/or natural persons, until the full payment of the debt according to this Contract; j) not to benefit, without the Lender's consent, from credits or loans from any bank or financial institution, natural person, or legal entity, regardless of causes, during the duration of this Contract; k) not to alienate in any form assets that belong to them with ownership rights on the date the Loan was granted, until the full payment of the debt according to this Contract;";

2.8. at pct. 7.1 lit. b), regarding the rights of the lender and namely: "b) to distribute the sums paid by the Borrower, in the event that these are not

are sufficient for the extinguishment of all debts (due payments), according to the sequence established in points 5.4. and 5.5. of this Contract;”;

2.9. at point 8.2., according to which, “In the event of non-payment of payments for the repayment of the Loan, payment of interest, commissions, and other related payments within the timeframes established by this Contract, the Lender calculates, and the Borrower pays, starting from the first day of the overdue period until the moment of full payment of the overdue debt, a penalty of 1% for each calendar day of delay applied to the value of the overdue amounts. The sum of penalties due will be calculated based on the number of actual days of delay”;

2.10. at point 8.3., in the part concerning the situation where, “8.3. Except in cases where this Contract provides otherwise, for the violation of any obligation stipulated in this contract, the borrower shall pay the lender a penalty of 5% of the value of the Contract.”;

2.11. in the content of the Contract, where the term “overdue amount” is used as the basis for calculating the penalty;

2.12. at point 9.1. letters d) and e), in the part regarding the following cases: “d) if any court proceedings are initiated against the Borrower; e) if the Borrower’s assets or part thereof are confiscated, seized, damaged, or alienated;”;

2.13. at point 10.4., according to which, “10.4. In the event of the assignment of the Contract to another person, the Borrower owes the Lender a contract assignment fee of up to 25.00 EUR, to which are added any other notarial expenses related to the execution of the assignment contract, as well as expenses related to the registration/declaration of this assignment in public registers or with authorities.”.

A lawsuit is submitted to the court, seeking the declaration of nullity of the abusive clauses indicated in point 2.
Control over the execution of point 3 is assigned to the Legal Department.
This Decision may be appealed by filing a preliminary request to the CNPF (MD-2012, Chisinau, Stefan cel Mare si Sfant Blvd., no. 77), within 30 days from the date of notification.
This Decision enters into force on the date of adoption and is communicated to recipients in accordance with legislation and published on the official website of the CNPF (www.cnpf.md).

Dumitru BUDIANSCHI,
PRESIDENT