Order on the Enforcement of the Obligation by OCN FLEX FINANCIAL SRL of the Prescription in Point 2 Subparagraph 2) of CNPF Order No. 5/2 dated 27.01.2025

REPUBLIC OF MOLDOVA NATIONAL FINANCIAL MARKET COMMISSION 77 Stefan cel Mare si Sfant Blvd., Chisinau, MD 2012, tel: (373 22) 859 401, www.cnpf.md, e-mail: office@cnpf.md

ORDER March 3, 2026 No. 11/2

On the enforcement of the obligation by OCN "FLEX FINANCIAL" SRL of the prescription in point 2 subparagraph 2) of the Order of the National Financial Market Commission No. 5/2 dated 27.01.2025 regarding the results of the thematic control conducted within OCN "FLEX FINANCIAL" SRL

1. On 27.01.2025, the National Financial Market Commission (CNPF) approved Order No. 5/2/2025 regarding the results of the thematic control conducted within OCN "FLEX FINANCIAL" SRL (Order No. 5/2/2025/Order).

2. Order No. 5/2/2025 stipulates, inter alia, that: "2. It is prescribed to OCN "FLEX FINANCIAL" SRL:

1. the application of the requirements stipulated in Art. 10 para. (3) lit. i) and lit. o) of Law No. 202/2013 on consumer credit contracts;
2. the restitution, within 180 days, of 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 Annex No. 3 to the Control Act.

6. OCN "FLEX FINANCIAL" SRL shall inform the CNPF monthly about the measures taken to execute point 2 of this Order, attaching confirming documents."

7. In this context, it should be noted that the deadline for executing point 2 subparagraph 2) of Order No. 5/2/2025 expired on 30.07.2025. In this case, OCN "FLEX FINANCIAL" SRL (creditor) did not submit information regarding the measures taken in the context of executing point 2 subparagraph 2) of Order No. 5/2/2025 for the fulfillment of the respective obligation, according to the periodicity established in point 6 of the same administrative act.

8. On 06.02.2026, the CNPF initiated, ex officio, the administrative procedure regarding the verification of the execution of the prescriptions provided in point 2 subparagraph 2) of Order No. 5/2/2025, a fact communicated to the creditor at the email address office@flexcredit.md, by letter No. 04-5/358 dated 06.02.2026. By the same letter, the CNPF requested the creditor to submit, within 10 working days, information regarding the measures taken to execute the obligations prescribed in point 2 subparagraph 2) of the Order.

9. Also, by the Disposition of the President of the CNPF No. 50 dated 06.02.2026 regarding the suspension of the administrative procedure initiated ex officio by letter No. 04-5/358 of the CNPF dated 06.02.2026, with respect to OCN "FLEX FINANCIAL" SRL, the term of the administrative procedure initiated ex officio was suspended until 20.02.2026 inclusive. Correspondingly, the said Disposition was notified to the creditor by CNPF letter No. 04-5/364 dated 06.02.2026.

10. As a result, on 20.02.2026, OCN "FLEX FINANCIAL" SRL submitted explanations (registered at the CNPF under No. 1097), in which it argues that: "2. For the reasons set out in Notification No. 90/2025 of 25.07.2025, a plan of activity and information of the clients indicated in Annex No. 3 to the Control Act was elaborated, namely: a) the methods of informing clients were determined with the elaboration of SMS content, notifications; b) negotiations were held with service providers for the submission of SMS and/or notifications; c) a secondary office and responsible persons for managing the process of restitution of funds were determined, as well as the processing and transfer deadlines; d) draft acts necessary for carrying out financial operations, an internal nomenclature for accounting and monitoring of payments were elaborated; e) an analysis of the methods of mobilizing financial resources was carried out, including the contracting of external financial commitments to cover the amount to be refunded. The Creditor has taken measures to improve the internal process regarding the granting of credits, including more objectively analyzing the financial repayment capacity of potential clients, the size of the number of performed credits granted, the collection of delayed credits, etc."

11. From the above, it results that the measures taken by the creditor primarily involve planning and analytical actions, which do not indicate the execution of the obligations established in point 2 subparagraph 2) of Order No. 5/2/2025.

12. Under the conditions stated above, the non-execution by OCN "FLEX FINANCIAL" SRL of the prescriptions established in point 2 subparagraph 2) of Order No. 5/2/2025 is attested, a fact that requires the CNPF to take measures prescribed by administrative legislation to enforce the administrative act. In this regard, it should be noted a priori that Order No. 5/2/2025 represents an individual unfavorable administrative act, within the meaning of Art. 10 para. (1), combined with Art. 11 para. (1) lit. a) of the Administrative Code, respectively, it produces legal effects. Consequently, under the conditions of Art. 179 of the Administrative Code, the Order is enforceable and must be subject to execution under the provisions of Title VII of the Administrative Code.

13. Thus, based on the nature of the administrative act, under the conditions of Art. 179, combined with the provisions of Art. 181 and Art. 185 para. (1) of the Administrative Code, the execution of the Order can be achieved by applying the coercive measure in the form of a coercive fine.

14. At the same time, according to Art. 181 para. (4) of the Administrative Code, "(4) The amount of the coercive fine is at least 20 and at most 10,000 conventional units. One conventional unit constitutes 50 lei. In setting the coercive fine, the economic interest of the debtor in the non-fulfillment of the obligation concerning him will also be taken into account." In setting the amount of the coercive fine, to ensure the principle of proportionality, the CNPF took into account the number of contracts from which the pecuniary obligation derives, as well as the amount to be refunded. At the same time, the CNPF holds that maintaining in the patrimony of OCN "FLEX FINANCIAL" SRL a sum of such proportions generates an evident economic interest in delaying or not executing the obligation either by using these funds in its own economic circuit or by avoiding the reduction of liquidity. Under these conditions, applying a fine in a reduced amount would not produce the coercive effect sought by the law, there being a risk that it would be perceived as an acceptable cost of non-execution. Also, given the repeatable nature of the coercive fine, provided by law, the need to establish an amount that stimulates prompt compliance is attested, thereby avoiding the subsequent application of additional sanctions. Conversely, the coercive fine, at the date of issuance of this Order, must mitigate the risk of non-execution and leave a margin for its increase in the event that the professional decides not to execute the administrative act. Thus, the CNPF appreciates that the amount of the fine of 3,000 conventional units, equivalent to 150,000 MDL, is proportional to the gravity of the conduct, the degree of non-execution, as well as to the economic interest of OCN "FLEX FINANCIAL" SRL and does not exceed ~ 4 percent of the value of the unexecuted pecuniary obligation, without having an excessive or punitive character. In the application of the principle of proportionality, the CNPF finds that the coercive fine is adequate to the legitimate purpose pursued – ensuring the effective execution of the order. At the same time, it is necessary in the absence of voluntary compliance and maintains a fair balance between the interference produced and the objective of protecting consumer rights.

15. In this case, it should be specified that the application of the coercive fine does not exempt the creditor from the obligation to execute the prescriptions from Order No. 5/2/2025.

16. According to Art. 185 para. (1) of the Administrative Code, in the summons regarding the application of coercive measures, the authority establishes a reasonable term for the execution of the obligation. In this sense, taking into account the fact that the initial term, established by Order No. 5/2/2025, was 180 days, the CNPF appreciates that, at this stage, a term of 90 days is reasonable, as this ensures the promptness of the execution of the administrative act in the interest of the consumer, but also takes into account the real effort involved in the execution for OCN "FLEX FINANCIAL" SRL.

Having in view the above recorded, on the basis of Art. 4 para. (21) lit. c), Art. 8 lit. b), Art. 18 para. (3), Art. 20 para. (1), para. (6) and para. (7), Art. 22 para. (3) and Art. 25 para. (2) of Law No. 192/1998 on the National Financial Market Commission, Art. 179, Art. 181 para. (1) and para. (4), Art. 185 para. (1), para. (3) and para. (4) of the Administrative Code and points 16 and 19 of the Regulation on the organization and functioning of the National Financial Market Commission (CNPF Order No. 57/11/2022),

The National Financial Market Commission ORDERS:

1. OCN "FLEX FINANCIAL" SRL is summoned to execute the prescription established in point 2 subparagraph 2) of the Order of the National Financial Market Commission No. 5/2/2025 regarding the results of the thematic control conducted within OCN "FLEX FINANCIAL" SRL, within 90 days from the date of communication of this Order.

2. OCN "FLEX FINANCIAL" SRL is warned that, in case of non-execution of the obligation provided in point 1, the CNPF will apply a coercive fine in the amount of 3,000 conventional units, equivalent to 150,000 MDL, which becomes due upon the expiration of the term indicated in point 1.

3. This Order may be contested by submitting a preliminary request to the CNPF (MD-2012, Chisinau, 77 Stefan cel Mare si Sfant Blvd.), within 30 days from the date of communication.

4. This Order enters into force on the date of adoption and is communicated to the recipient in accordance with the legislation.

Vladimir RUSNAC, VICE-PRESIDENT