62024CJ0280_INF
Judgment of the Court (Eighth Chamber) of 5 June 2025 –[Malicník] (
i
)
(Case C‑280/24)
(Reference for a preliminary ruling – Consumer protection – Unfair terms in consumer contracts – Directive 93/13/EEC – Assessment of whether a term which has not been individually negotiated is unfair – Article 3(1) and Article 4(1) – Consumer credit agreement – ‘Arrangement fee’ clause – Requirement of transparency – Article 4(2) and Article 5 – Clause not specifying the substance of the services supplied in exchange for that fee – Whether defining the fee borne by the consumer and indicating the specific amount of that fee is sufficient – Passing on to the consumer of all of the costs of the activities associated with the arrangement fee)
1.
Consumer protection – Unfair terms in consumer contracts – Directive 93/13 – Unfair term within the meaning of Article 3 – Clause requiring the consumer to pay an arrangement fee without indicating the substance of the services supplied in exchange for that fee – Requirement of transparency – National case-law regarding such a clause as compatible with that requirement on the ground that defining the fee and indicating the specific amount of that fee is sufficient – Not permissible
(Council Directive 93/13, Arts 4(2) and 5)
(see paragraphs 32-41, operative part 1)
2.
Consumer protection – Unfair terms in consumer contracts – Directive 93/13 – Unfair term within the meaning of Article 3 – Clause requiring the consumer to pay an arrangement fee – Assessment of unfair nature by the national court – Criteria – Actual services or expenses forming part of activities performed by the lender in connection with, and necessary for, the conclusion of the agreement – Clause requiring the consumer to pay costs associated with the lender’s business activity – Whether permissible – Condition – Proportionality
(Council Directive 93/13, Arts 3(1) and 4(1))
(see paragraphs 43-52, operative part 2)
Operative part
1.
Article 4(2) and Article 5 of Council Directive 93/13/EEC of 5 April 1993 on unfair terms in consumer contracts
must be interpreted as precluding national case-law pursuant to which a clause relating to an arrangement fee and included in a credit agreement concluded with a consumer meets the transparency requirement laid down in those provisions solely because (i) it follows from the definition of the fee that it covers activities by the lender that are necessary for the conclusion of the agreement and that form part of the lender’s internal management and (ii) the amount of that fee is clearly set out in that agreement.
2.
Article 3(1) and Article 4(1) of Directive 93/13
must be interpreted as meaning that, in order to meet the requirements laid down in those provisions, a clause relating to an ‘arrangement fee’ and included in a credit agreement concluded with a consumer must correspond to actual services or expenses reasonably forming part of activities which are performed by the lender in connection with, and which are necessary for, the conclusion of that agreement, there being no overlap either between the various fees or between the services for which those fees constitute remuneration. Such a clause cannot be regarded as unfair solely on the ground that it passes on to the consumer the costs of the financial institution’s business activity, provided that that clause does not require the consumer to pay a fee that is disproportionate in relation to (i) the expenses associated with the services concerned and (ii) the amount of the loan.
(
i
)	The name of the present case is a fictitious name. It does not correspond to the real name of any party to the proceedings.