MoneyLion Technologies Inc., ML Plus, LLC, and other subsidiaries

Agency: Consumer Financial Protection Bureau
Date: Sept. 29, 2022
Type: enforcement action
Source: consumerfinance.gov/enforcement/actions/moneylion-technologies-inc-ml-
Pages: 111
PDFs: 4 documents (links below)

Documents in this case

Complaint · Sept. 2022 · 30 p.
Amended complaint · June 2023 · 33 p.
Amended complaint · Apr. 2025 · 31 p.
Stipulation · Nov. 2025 · 16 p.

Case summary

On September 29, 2022, the Bureau filed a lawsuit against MoneyLion Technologies Inc. (MoneyLion), ML Plus, LLC, and 37 MoneyLion lending subsidiaries. The Bureau filed a first amended complaint on June 13, 2023 and a second amended complaint on April 22, 2025. MoneyLion is a fintech company (formerly known as MoneyLion Inc.) that offers online installment loans and other products to consumers through its lending subsidiaries and membership programs through its subsidiary ML Plus. The Military Lending Act (MLA) contains a number of protections for active-duty servicemembers and their dependents, defined as “covered borrowers.”

The Bureau alleged that MoneyLion and its lending subsidiaries violated the MLA by, among other things, charging covered borrowers annual percentage rates that exceeded the allowable rate under the MLA and failing to make required disclosures. The Bureau also alleged that MoneyLion, its lending subsidiaries, and ML Plus violated the Consumer Financial Protection Act of 2010 by misrepresenting that covered borrowers owed loan payments and associated fees that they did not in fact owe because loan contracts were void from their inception; not permitting consumers with unpaid loan balances to exit the membership program; and continuing to charge and collect monthly membership fees after consumers had asked to cancel their memberships or terminate ACH-fee withdrawals.

On November 21, 2025, the Bureau and all defendants jointly filed a proposed stipulated final judgment and order to resolve the Bureau’s claims, which the court entered on November 24, 2025. The stipulated final judgment and order, among other things, requires the defendants to pay $1.75 million in consumer redress.

Complaint (Sept. 2022)

PDF of this document (30 pages)

Page 2

Complaint Case No. 1:22-cv-8308

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

Consumer Financial Protection Bureau, Plaintiff, v.

MoneyLion Technologies Inc., ML Plus, LLC, MoneyLion of Alabama LLC, MoneyLion of Arizona LLC, MoneyLion of California LLC, MoneyLion of Colorado LLC, MoneyLion of Connecticut LLC, MoneyLion of Delaware LLC, MoneyLion of Florida LLC, MoneyLion of Georgia LLC, MoneyLion of Idaho LLC, MoneyLion of Illinois LLC, MoneyLion of Indiana LLC, MoneyLion of Kansas LLC, MoneyLion of Kentucky LLC, MoneyLion of Louisiana LLC, MoneyLion of Maryland LLC, MoneyLion of Michigan LLC, MoneyLion of Minnesota LLC, MoneyLion of Mississippi LLC, MoneyLion of Missouri LLC, MoneyLion of Nevada LLC, MoneyLion of New Jersey LLC, MoneyLion of New Mexico LLC, MoneyLion of New York LLC, MoneyLion of North Carolina LLC, MoneyLion of North Dakota LLC, MoneyLion of Ohio LLC, MoneyLion of Oklahoma LLC, MoneyLion of Oregon LLC, MoneyLion of South Carolina LLC, MoneyLion of South Dakota LLC, MoneyLion of Tennessee LLC, MoneyLion of Texas LLC, MoneyLion of Utah LLC, MoneyLion of Virginia LLC, MoneyLion of Washington LLC,

Case No. 1:22-cv-8308 COMPLAINT Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 1 of 30

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Complaint Case No. 1:22-cv-8308

MoneyLion of Wisconsin LLC, and MoneyLion of Wyoming LLC,

Defendants.

Complaint The Consumer Financial Protection Bureau files this Complaint against MoneyLion Technologies Inc., ML Plus, LLC, and the following 37 entities collectively referred to as the “MoneyLion Lending Subsidiaries”: MoneyLion of Alabama LLC, MoneyLion of Arizona LLC, MoneyLion of California LLC, MoneyLion of Colorado LLC, MoneyLion of Connecticut LLC, MoneyLion of Delaware LLC, MoneyLion of Florida LLC, MoneyLion of Georgia LLC, MoneyLion of Idaho LLC, MoneyLion of Illinois LLC, MoneyLion of Indiana LLC, MoneyLion of Kansas LLC, MoneyLion of Kentucky LLC, MoneyLion of Louisiana LLC, MoneyLion of Maryland LLC, MoneyLion of Michigan LLC, MoneyLion of Minnesota LLC, MoneyLion of Mississippi LLC, MoneyLion of Missouri LLC, MoneyLion of Nevada LLC, MoneyLion of New Jersey LLC, MoneyLion of New Mexico LLC, MoneyLion of New York LLC, MoneyLion of North Carolina LLC, MoneyLion of North Dakota LLC, MoneyLion of Ohio LLC, MoneyLion of Oklahoma LLC, MoneyLion of Oregon LLC, MoneyLion of South Carolina LLC, MoneyLion of South Dakota LLC, MoneyLion of Tennessee LLC, MoneyLion of Texas LLC, MoneyLion of Utah LLC, MoneyLion of Virginia LLC, MoneyLion of Washington LLC, MoneyLion of Wisconsin LLC, and MoneyLion of Wyoming LLC and alleges as follows:

Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 2 of 30

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Complaint Case No. 1:22-cv-8308

Introduction 1.

The Bureau brings this action to enforce the Military Lending Act’s protections for U.S. Military active-duty servicemembers and their dependents and to enforce the Consumer Financial Protection Act’s protections for all U.S. consumers. Defendants MoneyLion Technologies, Inc. and the MoneyLion Lending Subsidiaries overcharged servicemembers and their dependents— imposing fees that, together with stated interest-rate charges, exceeded the Act’s limit of 36% Military Annual Percentage Rate (MAPR). Defendants collected on these illegal loans and associated fees, failed to give requisite disclosures, and inserted illegal arbitration clauses designed to take away servicemembers’ ability to vindicate their rights in court.

The Bureau also brings this action to protect consumers who became trapped in Defendants’ membership program after taking out their installment loans. Defendants attracted consumers with promises of low-APR installment loans. But Defendants required consumers seeking such loans to first join Defendants’ “membership” program and pay monthly “membership” fees. 3.

Many consumers—particularly those behind on loan payments—were unable to cancel their memberships. They wished to exit a costly program that provided few benefits other than the loan itself, but Defendants would not allow them to cancel their memberships without first paying off their loans—and in some instances also paying any past-due membership fees. During a substantial period, Defendants misled consumers by telling them at the time of enrollment that they could cancel their memberships for any reason. And in many instances, after consumers had successfully paid off their loans, Defendants still took unpaid membership fees out of consumers’ accounts before canceling their memberships. Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 3 of 30

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The Bureau alleges violations of the Military Lending Act, 10 U.S.C. § 987, and its implementing regulation, 32 C.F.R. pt. 232, (collectively, the MLA) by MoneyLion Technologies, Inc. and the MoneyLion Lending Subsidiaries in connection with their extensions of consumer credit to active-duty servicemembers and their dependents, defined collectively as “covered borrowers.” 10 U.S.C. § 987(i)(1), (2); 32 C.F.R. § 232.3(g).

The Bureau also alleges violations of Sections 1031, 1036 and 1054 of the Consumer Financial Protection Act of 2010 (CFPA), 12 U.S.C. §§ 5531, 5536, 5564, by all Defendants for their unfair, deceptive, and abusive acts or practices in connection with loans and associated financial products and services offered and provided to covered borrowers and offered and provided to all consumers. Jurisdiction and Venue 6.

This Court has subject-matter jurisdiction because this action is “brought under Federal consumer financial law,” 12 U.S.C. 5565(a)(1), presents a federal question, 28 U.S.C. § 1331, and is brought by an agency of the United States, 28 U.S.C. § 1345.

This Court has personal jurisdiction over all Defendants because the causes of action arise from Defendants’ conduct in this district. 12 U.S.C. § 5564(f).

Venue is proper in this district because Defendants are located, reside, and do business in this district. 12 U.S.C. § 5564(f). Parties 9.

The Bureau is an agency of the United States created by the CFPA and charged with regulating the offering and provision of consumer-financial products and services under federal consumer-financial laws. 12 U.S.C. § 5491(a). Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 4 of 30

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The Bureau is authorized to enforce the MLA. 10 U.S.C. § 987(f)(6); 15 U.S.C. § 1607(a)(6); 32 C.F.R. § 232.10. The Bureau also has independent litigating authority to initiate civil actions in federal district court to address violations of “Federal consumer financial law.” 12 U.S.C. §§ 5564(a)–(b). 10.

MoneyLion Technologies Inc. (MLT) (known until September 2021 as MoneyLion Inc.) is a Delaware corporation headquartered in New York, New York. Through its digital technology platform, including its website and mobile app, MLT has offered and brokered online installment loans, engaged in the servicing and collections of such loans, and provided other financial products and services to consumers, as described below. MLT is the direct corporate parent of the MoneyLion Lending Subsidiaries and ML Plus, LLC (MLP). MLT has managed, directed, controlled, and staffed the MoneyLion Lending Subsidiaries’ lending, servicing, and collections operations; provided the capital for their loan originations; marketed their loans; and provided all transactional and payment services for their operations. MLT has similarly managed, directed, controlled, and staffed MLP’s membership-program operations and its servicing and collections of membership fees, and MLT has provided all transactional and payment services for those operations.

11.

Each of the MoneyLion Lending Subsidiaries is a limited-liability company headquartered in New York, New York. Each has originated online installment loans offered to consumers by MLT and has serviced and collected those loans together with MLT. Each MoneyLion Lending Subsidiary is wholly owned by MLT, to which the MoneyLion Lending Subsidiaries distribute all lending-related compensation and revenue. The MoneyLion Lending Subsidiaries have no employees of their own, relying entirely on MLT for their staffing and Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 5 of 30

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management.

12.

ML Plus, LLC (MLP) is a Delaware limited-liability company headquartered in New York, New York. MLP has offered and provided membership programs to consumers in connection with the online-installment consumer loans offered by MLT and the MoneyLion Lending Subsidiaries. MLP has serviced and collected fees associated with those membership programs. MLP has no employees of its own, relying entirely on MLT for its staffing and management.

“Creditors” under the MLA 13.

MLT and each of the MoneyLion Lending Subsidiaries are “creditors” under the MLA because, during the relevant period, each of those Defendants has—considered by itself and together with its affiliates—engaged in the business of extending consumer credit, and each Defendant meets the transaction standard for a “creditor” under Regulation Z, 12 C.F.R. Part 1026, with respect to extensions of consumer credit to borrowers covered by the MLA. 32 C.F.R. § 232.3(i)(3). MLT and each of the MoneyLion Lending Subsidiaries are “affiliates” under 32 C.F.R. § 232.3(a). MLT “controls” each of the MoneyLion Lending Subsidiaries, and each of the MoneyLion Lending Subsidiaries “is controlled by” MLT. Id.

“Covered Persons” Under the CFPA 14.

Under the CFPA, a “financial product or service” means and includes—  “extending credit and servicing loans,” including “brokering,” 12 U.S.C. § 5481(15)(A)(i);

 “engaging in deposit-taking activities, transmitting or exchanging Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 6 of 30

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funds, or otherwise acting as a custodian of funds or any financial instrument for use by or on behalf of a consumer,”12 U.S.C. § 5481(15)(A)(iv);

 “providing payments or other financial data processing products or services to a consumer by any technological means,” 12 U.S.C. § 5481(15)(A)(vii); and  “collecting debt related to any consumer financial product or service,” 12 U.S.C. § 5481(15)(A)(x).

15.

When a “financial product or service” is “offered or provided for use by consumers primarily for personal, family, or household purposes,” it is a “consumer financial product or service” within the meaning of 12 U.S.C. § 5481(5)(A). All of the financial products and services described herein were offered or provided by Defendants for use by consumers primarily for personal, family, or household purposes.

16.

A “covered person” under the CFPA includes a person “that engages in offering or providing a consumer financial product or service.” 12 U.S.C. § 5481(6)(A). “Person” includes a “company [or] corporation.” 12 U.S.C. § 5481(19).

17.

MLT is a “covered person” under the CFPA because during the relevant period, MLT has offered and brokered consumer loans; serviced and collected debt related to consumer loans, including by notifying and contacting consumers by telephonic and electronic means and liquidating and offsetting their accounts; engaged in deposit-taking activities in connection with consumers’ investment and managed accounts; transmitted and exchanged funds relating to loan payments and fee payments, and transmitted and exchanged funds relating to Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 7 of 30

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investment-account, managed-account, and credit-reserve-account deposits and withdrawals; accepted funds paid by consumers on loans, associated fees, and account deposits; transmitted and processed transactions and payments relating to consumer loans, associated fees, account deposits, and account withdrawals; provided debit cards to consumers; and provided payments or other financial-dataprocessing products or services to consumers by technological means through its digital technology platform.

18.

Each of the MoneyLion Lending Subsidiaries is a “covered person” under the CFPA because, during the relevant period, each of the MoneyLion Lending Subsidiaries has originated and extended consumer loans and has serviced and collected consumer loans, including by notifying and contacting consumers by telephonic and electronic means and liquidating and offsetting their accounts. 19.

MLP is a “covered person” under the CFPA because during the relevant period it has charged, serviced, collected, and accepted fees required in connection with consumer loans.

20.

Under the CFPA, the term “covered person” also includes an “affiliate” of a person offering or providing a consumer financial product or service “if such affiliate acts as a service provider to such person.” 12 U.S.C. § 5481(6)(B). An “affiliate” is a “person that controls, is controlled by, or is under common control with another person.” 12 U.S.C. § 5481(1). A “service provider” is a “person that provides a material service to a covered person in connection with the offering or provision by such covered person of a consumer financial product or service, including a person that participates in designing, operating, or maintaining the consumer financial product or service; or processes transactions relating to the consumer financial product or service.” 12 U.S.C. § 5481(26). Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 8 of 30

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21.

During the relevant period, MLT has controlled each of the MoneyLion Lending Subsidiaries, and each of the MoneyLion Lending Subsidiaries has been controlled by MLT.

22.

Accordingly, MLT and each of the MoneyLion Lending Subsidiaries are “affiliates.”

23.

During the relevant period, MLT has provided material services to each of the MoneyLion Lending Subsidiaries in connection with their origination, extension, servicing, and collection of consumer loans, including providing the capital to the MoneyLion Lending Subsidiaries for their loan originations; managing and staffing their operations; designing, operating, marketing, maintaining, and administering the loans and loan-related programs offered to consumers; setting underwriting guidelines; implementing compliance policies; providing technological platforms through which the loans are marketed, offered, and serviced and through which consumers make payments; establishing and processing payments and other transactions relating to the extension and servicing of such loans; establishing accounts used to secure loans and accepting and processing transactions relating to such accounts; and servicing and collecting the loans, including by notifying and contacting consumers by telephonic and electronic means and liquidating and offsetting their accounts. 24.

MLT is therefore a “covered person” because it has been an affiliate of and service provider to the MoneyLion Lending Subsidiaries. 25.

MLP is controlled by MLT, and MLP is under common control with the MoneyLion Lending Subsidiaries. Accordingly, MLP is an affiliate of MLT and the MoneyLion Lending Subsidiaries. MLP has provided material services to MLT and the MoneyLion Lending Subsidiaries, including administering Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 9 of 30

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membership programs required in connection with consumer loans; and charging, servicing, and collecting membership fees required under such loans, including by notifying and contacting consumers and withdrawing funds from their accounts. MLP is therefore a “covered person” because it has been an affiliate of and service provider to MLT and the MoneyLion Lending Subsidiaries. 26.

Under circuit-court precedent, an entity defendant can be liable for another entity’s unlawful acts or practices if the entity defendant had knowledge of the acts or practices and either (1) directly participated in the acts or practices or (2) allowed the acts or practices to occur while having the authority to control them.

27.

MLT designed, operated, marketed, maintained, and administered all subject loans and associated membership programs and offered them to consumers through its technology platforms. MLT set and controlled all terms, conditions, contractual provisions, restrictions, policies, and procedures relating to all such loans and associated membership programs. And MLT managed, directed, controlled, and staffed all operations of its subsidiaries in their dealings with consumers regarding their loans and memberships, including charging membership fees; servicing and collecting loans and fees; suspending memberships; handling consumers’ requests to cancel memberships; and determining consumers’ access to funds in their investment and credit-reserve accounts. 28.

Accordingly, MLT had knowledge of and directly participated in the unlawful acts and practices of the MoneyLion Lending Subsidiaries and MLP herein alleged. And with knowledge of these unlawful acts and practices, MLT allowed such acts and practices to occur while having the authority to control them.

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Factual Background Defendants’ Loan Products and Membership Programs 29.

Since in or about the fall of 2017, MLT and the MoneyLion Lending Subsidiaries have offered loans that consumers cannot access unless they enroll in “membership programs” offered and administered by MLT and MLP and pay monthly “membership fees.”

30.

The first such widely offered loan product was called the “ML Plus Loan,” a 12-month installment loan of $500 with a 5.99% APR. For consumers to access the loan, MLT and the MoneyLion Lending Subsidiaries required consumers to enroll in the “ML Plus Membership Program” and pay a $29 monthly membership fee. Only consumers who had paid the membership fee and were current on membership-fee payments could take out the ML Plus Loan. 31.

After receiving an ML Plus Loan, consumers were required under the membership agreement and loan contract to pay three amounts: the monthly loan payment (typically about $43); the $29 monthly membership fee; and a separate $50 monthly deposit into an investment account controlled by MLT and MLP that the companies used to partially secure the loan. 32.

In or about the summer of 2019, MLT and the MoneyLion Lending Subsidiaries rebranded and changed the installment loan offered under the membership program. Defendants now offer a “Credit Builder Loan”: a 12-month installment loan of $500 to $1,000 at APRs between 5.99% and 29.99%. To access the loan, consumers must join the Credit Builder Plus Membership Program and pay monthly membership fees of $19.99.

33.

For the Credit Builder Loan, Defendants eliminated the mandatory $50-per-month investment-account contribution. Instead, Defendants disburse only Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 11 of 30

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a portion of the loan amount at origination and deposit the remainder into a “credit reserve account,” which Defendants release to consumers once consumers have paid off the loan. (Hereinafter, the ML Plus Loan and Credit Builder Loan— together with limited ML Plus precursors offered in 2017—will collectively be referred to as “Membership-Program Loans.”) 34.

While a consumer had an active Membership-Program Loan, MLT and MLP automatically renewed the consumer’s membership and continued charging the monthly membership fee.

35.

MLT and MLP attempted to collect and collected loan balances as well as past, unpaid membership fees from consumers—including through electronic notifications and telephonic and email communications regarding missed loan and membership-fee payments, total membership fees owed, and directions to pay those amounts. MLT’s customer interfaces and electronic notifications have shown loan balances as well as membership fees as charges owed on a consumer’s account.

Barriers to Membership Cancellation 36.

For a substantial period, MLT and MLP have represented in contracts that although consumers’ memberships renew automatically each month, consumers had the right to cancel their memberships for any reason. MLT and MLP have not explained to many consumers—either when enrolling in the membership program or taking out a Membership-Program Loan—that, contrary to these representations, MLT and MLP maintained a policy prohibiting consumers with unpaid loan balances from canceling their memberships. 37.

And notwithstanding these representations about consumers’ right to cancel, in many instances, MLT and MLP have not permitted consumers to cancel Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 12 of 30

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their memberships—even after loan payoff—if they had unpaid membership fees, telling consumers that they could not cancel their memberships until they paid past, unpaid membership fees. The companies have attempted to collect and collected past, unpaid membership fees from numerous consumers after they had paid off their loans.

38.

As a result of these practices, consumers who have taken out loans and then decided that they wanted to cancel their memberships and stop monthly membership-fee charges have not been allowed to do so unless they immediately paid off their loans in full. But many consumers have been financially unable to pay off their loans immediately. And some consumers who had paid off their loans were still prevented from canceling their memberships—until they also paid all past-due membership fees.

39.

In many instances, after consumers had paid off their loans and requested that MLT and MLP release the funds in the consumers’ investment or credit-reserve accounts, the companies refused, stating that the consumers still owed membership fees. In some circumstances, MLT and MLP refused to release consumers’ account funds until they paid all past, unpaid membership fees. In others, the companies offset consumers’ account balances by the amount of unpaid membership fees and only released the remaining funds to the consumers. 40.

For a multi-year period, MLT and MLP prohibited consumers from paying off their loans in full using investment-account funds. When consumers with investment-account balances exceeding their loan balances requested that MLT and MLP apply their investment-account funds to pay off their loans and then cancel their memberships, the companies refused—instead requiring these consumers to pay off their loans using other funds before they could cancel their Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 13 of 30

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memberships, stop membership-fee charges, and access their investment-account funds.

41.

And even after MLT and MLP began allowing some consumers to use investment-account funds to pay off loans, MLT and MLP required them to be in “good standing”—meaning that they would have to pay any past-due membership fees before they could use their investment-account funds to pay off their loans. 42.

In some instances, after consumers paid off their loans and requested membership cancellation, MLT and MLP have charged additional membership fees, asserting that they could not immediately cancel memberships because the consumers’ final loan payments were still “pending” or because the companies had not completed liquidating the securities in the consumers’ investment accounts. 43.

Many consumers paid membership fees via recurring ACH withdrawals from their personal bank accounts. Some of these consumers requested that MLT and MLP stop further ACH withdrawals of membership fees. But in many instances, MLT and MLP refused to honor the requests. Some consumers then had to contact their banks to attempt to stop the ACH withdrawals. But some consumers have been unable to issue effective stop-payment orders or payment revocations. And even when consumers have successfully stopped payment on one ACH withdrawal, they may have experienced difficulties in blocking future withdrawal attempts.

Defendants’ Suspension of Consumers’ Memberships 44.

MLT and MLP have “suspended” the memberships of consumers with any unpaid membership fees. Consumers with “suspended” memberships lose access to a number of membership features, including access to rewards programs and, for a multi-year period, access to their investment or managed accounts. But Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 14 of 30

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MLT and MLP nevertheless renewed these consumers’ memberships each month and continued to charge the full monthly membership fee. 45.

For a multi-year period, MLT and MLP required many consumers to pay all past, unpaid membership fees before lifting membership suspensions and restoring access to all membership features. Consumers who have been able regain full membership access by paying all past, unpaid membership fees have had no way to retroactively access the previously suspended membership features. 46.

For a multi-year period, consumers with suspended memberships were not allowed to use the MoneyLion website or mobile app to pay off their loans or cancel memberships and instead were required to contact MLT and MLP via customer-service lines.

47.

For a substantial period, MLT’s and MLP’s customer-service telephone lines were dysfunctional. Hold times could exceed an hour or more. There were frequent disconnections (sometimes after long holds). Phone menus malfunctioned, were unhelpful, and made it difficult to speak to a live person. And customer-service representatives were unresponsive. 48.

Many consumers, even those without suspended memberships, who wished to apply a payment toward their loan only (and not toward membership fees or investment-account contributions) were not permitted to do so using the mobile app or website. Such consumers could only make dedicated loan payments by contacting MLT and MLP via customer-service lines.

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Defendants’ Membership Programs Provided Few Benefits Other Than Access to Program Loans 49.

MLT and MLP have offered free membership programs that do not include access to Membership-Program Loans. To access these loans, consumers must join the fee-based membership programs. Other than the loans themselves, the only actual products or services provided to consumers as part of the fee-based memberships—that is, not available under the free memberships—have been: (1) a “members-only Facebook Group” (later discontinued); and (2) credit-monitoring tools, which were initially included in free memberships but then limited to feebased memberships after mid-2019.

50.

MLT and MLP have marketed “monthly credit reporting,” “automated deposits into investment account[s],” and “rewards” programs as additional benefits, products, and services offered as part of their fee-based membership programs. But “monthly credit reporting” is nothing more than routine reporting to credit bureaus regarding a borrower’s loan payments and account status. And “automated deposits into investment account[s]” were simply the means by which MLT and MLP collected consumers’ mandatory investment-account contributions—deposited into investment accounts to which consumers did not always have access.

51.

The so-called “rewards” programs also provide little benefit to consumers; they simply offset (in some circumstances) part of consumers’ monthly membership-fee obligation. MLT and MLP marketed the “rewards programs” to consumers as a way to “earn back” or “recoup” some of the monthly membership fees or get “cashback” by engaging in specified actions each month—including logging in daily to MLT’s mobile app and making purchases over $10 using a debit card tied to an MLT-offered account. But consumers who have “earned” Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 16 of 30

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rewards are still obligated to pay full monthly membership fees. And the “reward” is not immediately available to consumers; it is a credit issued to consumers’ investment accounts or managed accounts, which many consumers could not readily access. For example, MLT and MLP have not allowed consumers with “suspended” memberships to earn rewards, and for a multi-year period, MLT and MLP did not allow these consumers to access their investment or managed accounts. MLT and MLP also imposed other restrictions limiting consumers’ ability to withdraw funds from accounts to which the rewards were credited: minimum-balance requirements and a prohibition on withdrawals that would cause the investment-account balance to dip below the consumers’ loan balances. 52.

As a result of MLT’s and MLP’s practices, many consumers have incurred monthly membership-fee charges for a program that they no longer wanted but were unable to exit. Many consumers have not understood or could not reasonably have understood such consequences of borrowing from MLT and the MoneyLion Lending Subsidiaries when they took out a Membership-Program Loan.

Loans to MLA Covered Borrowers 53.

In connection with extensions of consumer credit, the MLA and its implementing regulations contain protections for active-duty servicemembers and their dependents (“covered borrowers”). 10 U.S.C. § 987(i)(1), (2); 32 C.F.R. § 232.3(g). Those protections include a maximum allowable amount of all charges that may be associated with an extension of credit; a prohibition against requiring arbitration; and mandatory loan disclosures. 10 U.S.C. § 987(b), (c), (e)(3); 32 C.F.R. §§ 232.4(b), 232.6, 232.8(c).

54.

Any credit agreement, promissory note, or other contract with a Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 17 of 30

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covered borrower that fails to comply with any provision of the MLA or contains one or more prohibited contract provisions is void from the inception of the contract. 10 U.S.C. § 987(f)(3); 32 C.F.R. § 232.9(c). Department of Defense regulations required newly covered creditors, such as online installment lenders, to bring their operations into compliance with the MLA by October 3, 2016. See 32 C.F.R. § 232.12(a).

55.

Since about the fall of 2017, MLT and the MoneyLion Lending Subsidiaries have extended closed-end credit—Membership-Program Loans—to covered borrowers at stated APRs of 5.99% and above. All of these loans constituted “consumer credit” under the MLA because they were offered or extended to covered borrowers primarily for personal, family, or household purposes and were subject to a finance charge. See 32 C.F.R. § 232.3(f)(1)(i). 56.

MLT and the MoneyLion Lending Subsidiaries have required covered borrowers to enroll in the ML Plus or Credit-Builder Program and begin paying monthly membership fees (of between $19.99 and $29) before providing access to Membership-Program Loans. MLT and the MoneyLion Lending Subsidiaries have required covered borrowers to maintain their memberships and continue paying monthly membership fees while the loans were active—in addition to charges associated with the stated APRs.

57.

Further, until at least August 2019, all contracts for loans offered by MLT and the MoneyLion Lending Subsidiaries (a) contained mandatory arbitration provisions without exceptions for covered borrowers and (b) lacked disclosures required under the MLA. See 10 U.S.C. § 987(c); 32 C.F.R. § 232.6.

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Count One Violation of the MLA: Exceeding the MLA’s Rate Cap (Against MLT and the MoneyLion Lending Subsidiaries) 58.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 57.

59.

The MLA provides that the cost of consumer credit to a covered borrower may not exceed an annual percentage rate of 36%. 10 U.S.C. § 987(b). The annual percentage rate applicable to extensions of credit to covered borrowers is called the Military Annual Percentage Rate or MAPR. 32 C.F.R. §§ 232.3(p), 232.4. For closed-end credit transactions—such as the Membership-Program Loans that MLT and the MoneyLion Lending Subsidiaries made to covered borrowers—the MAPR is calculated following the rules for calculating and disclosing the “Annual Percentage Rate (APR)” for credit transactions under Regulation Z, 12 C.F.R. pt. 1026.

60.

The MLA also requires that certain charges, costs, and fees be included in MAPR calculations. 32 C.F.R. § 232.4(c). Under the MLA’s implementing regulation, “charges for the MAPR shall include, as applicable to the extension of consumer credit: . . . [a]ny fee imposed for participation in any plan or arrangement for consumer credit.” 32 C.F.R. § 232.4(c)(1)(iii)(C). The regulation states that such a participation fee “shall be included in the calculation of the MAPR even if that charge would be excluded from the finance charge under Regulation Z.” 32 C.F.R. § 232.4(c)(1)(iv).

61.

The MLA prohibits creditors such as MLT and the MoneyLion Lending Subsidiaries from imposing an MAPR greater than 36% in connection with an extension of closed-end consumer credit to a covered borrower. 32 C.F.R. § 232.4(b).

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62.

Because Defendants have required covered borrowers to enroll in membership programs and pay membership fees to obtain Membership-Program Loans and have required covered borrowers to maintain their memberships and continue paying the monthly fees over the life of the loans, these membership fees qualify as fees “imposed for participation in any plan or arrangement for consumer credit.” And accordingly, the MLA requires that such charges be included in the calculation of the loans’ MAPR.

63.

Including the monthly membership fees in the MAPR calculation results in all Membership-Program Loans imposing MAPRs greater than 36%. 64.

MLT and the MoneyLion Lending Subsidiaries have violated the MLA each time they have made such a loan to a covered borrower. Count Two Violation of the MLA: Requiring Covered Borrowers to Submit to Arbitration (Against MLT and the MoneyLion Lending Subsidiaries) 65.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 57.

66.

The MLA makes it unlawful for any creditor to extend consumer credit to a covered borrower with respect to which the creditor requires the borrower to submit to arbitration in the case of a dispute. 10 U.S.C. § 987(e)(3); 32 C.F.R. § 232.8(c).

67.

From about the fall of 2017 until at least August 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers by way of loan contracts requiring the borrowers to submit to arbitration in the case of a dispute, without exceptions for covered borrowers. 68.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower. Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 20 of 30

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Count Three Violation of the MLA: Failing to Make Disclosures to Covered Borrowers (Against MLT and the MoneyLion Lending Subsidiaries) 69.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 57.

70.

The MLA requires creditors that extend consumer credit to covered borrowers to make certain loan disclosures before or at the time the borrower becomes obligated on the transaction or establishes an account for the consumer credit. 10 U.S.C. § 987(c); 32 C.F.R. § 232.6(a). The mandatory loan disclosure must include a statement of the MAPR applicable to the extension of consumer credit. 10 U.S.C. § 987(c)(1)(A); 32 C.F.R. § 232.6(a)(1). 71.

From about the fall of 2017 until at least August 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers without making all loan disclosures required by the MLA. 72.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower. Count Four Violation of the CFPA: Deceptive Acts and Practices Regarding Loan Balances and Membership Fees Not Owed by Covered Borrowers (Against All Defendants) 73.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 72.

74.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT, MLP, and the MoneyLion Lending Subsidiaries, from engaging in deceptive acts or practices. 12 U.S.C. § 5536(a)(1)(B). An act or practice is deceptive if it involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 21 of 30

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consumers if it is likely to affect a consumer’s conduct regarding the product or service.

75.

Under the MLA regulation, “[a]ny credit agreement, promissory note, or other contract with a covered borrower that fails to comply with [the MLA] as implemented by this part or which contains one or more provisions prohibited under the MLA as implemented by this part is void from the inception of the contract.” 32 C.F.R. § 232.9(c). See also 10 U.S.C. § 987(f)(3). 76.

Membership-Program-Loan contracts with covered borrowers have failed to comply with the MLA by (a) imposing MAPRs over 36%, 10 U.S.C. § 987(b), 32 C.F.R. § 232.4(b); (b) requiring covered borrowers to submit to arbitration, 10 U.S.C. § 987(e)(3); 32 C.F.R. § 232.8(c); and (c) failing to make loan disclosures required by the MLA, 10 U.S.C. § 987(c); 32 C.F.R. § 232.6(a). Accordingly, all Membership-Program-Loan contracts with covered borrowers were void from the inception of those contracts, and covered borrowers do not owe any principal or interest under those contracts and have no obligation to pay any of those amounts. And because these loans were void and not otherwise subject to repayment obligation, nor were these covered borrowers obligated to continue their memberships until loan payoff or pay membership fees resulting from this purported obligation.

77.

Nevertheless, Defendants have serviced and collected Membership- Program Loans (as well as associated membership fees) issued to covered borrowers and told them via the MoneyLion website and mobile app as well as email and telephone that loan balances (including principal and interest) and fees are due and owed. Defendants have expressly or impliedly represented that they are legally entitled to demand and receive all principal, interest, and fees; that they Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 22 of 30

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are legally authorized to collect the associated payments; and that covered borrowers are legally obligated to pay the full amounts. 78.

These representations and omissions were likely to mislead covered borrowers acting reasonably under the circumstances regarding their obligations to MLT, MLP, and the MoneyLion Lending Subsidiaries. The representations and omissions were material to covered borrowers deciding whether to pay the loans or any associated membership fees.

79.

MLT, MLP, and the MoneyLion Lending Subsidiaries therefore have engaged in deceptive acts or practices that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B). Count Five Violation of the CFPA: Deceptive Acts and Practices Relating to Restrictions on Membership Cancellation (Against MLT and MLP) 80.

The Bureau realleges and incorporates by reference paragraphs 1 through 57.

81.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT and MLP, from engaging in deceptive acts or practices. 12 U.S.C. § 5536(a)(1)(B). An act or practice is deceptive if it involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to consumers if it is likely to affect a consumer’s conduct regarding the product or service. 82.

MLT and MLP have represented to many consumers enrolling in the membership programs that although consumers’ memberships would renew automatically each month, consumers had the right to cancel their memberships for any reason (and thereby avoid such automatic renewals and associated membership Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 23 of 30

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fees).

83.

MLT and MLP have not explained to many consumers—either when enrolling in the membership program or taking out a Membership-Program Loan— that, contrary to these representations, in numerous instances MLT and MLP would not in fact permit consumers with unpaid loan balances to cancel their memberships—that is, stop the automatic renewal of their memberships and recurring membership-fee charges.

84.

MLT and MLP also have not explained to many consumers—either when enrolling in the membership program or taking out a Membership-Program Loan—that, contrary to these representations, in many instances MLT and MLP would not permit consumers to cancel their memberships (and stop automatic renewals and recurring membership-fee charges) even after loan payoff if they had unpaid membership fees.

85.

These representations and omissions were likely to mislead consumers acting reasonably under the circumstances about their ability to cancel memberships and stop membership-fee charges. The representations and omissions were material because they were likely to affect the conduct or decisions of consumers regarding whether to enroll in a membership program or take out a Membership-Program Loan.

86.

MLT and MLP therefore have engaged in deceptive acts or practices that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B).

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Count Six Violation of the CFPA: Unfair Acts and Practices Relating to Membership-Fee Charges After Consumer Requests to Cancel Membership (Against MLT and MLP) 87.

The Bureau realleges and incorporates by reference paragraphs 1 through 57.

88.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT and MLP, from engaging in unfair acts or practices. 12 U.S.C. § 5536(a)(1)(B). Under § 1031(c) of the CFPA, an act or practice is unfair if it causes or is likely to cause substantial injury to consumers which is not reasonably avoidable by consumers, and such substantial injury is not outweighed by countervailing benefits to consumers or to competition. 12 U.S.C. §§ 5531(c), 5536(a)(1)(B).

89.

After taking out a Membership-Program Loan, many consumers have decided that they want to cancel their memberships and stop monthly membershipfee charges. But MLT and MLP have not allowed consumers to cancel their memberships and stop membership-fee charges while the consumers have unpaid loan balances, and MLT and MLP have continued to charge and collect those fees. 90.

As a result, consumers who wish to cancel their memberships but are financially unable to immediately pay off their loans have incurred multiple fees for a membership program that they no longer wanted—and in many instances asked to terminate. The accumulating monthly membership fees—of $19.99 to $29—have caused substantial injury.

91.

Consumers could not reasonably avoid such membership-fee charges. Once a consumer takes out a Membership-Program Loan, the only way to stop recurring membership fees is to pay off the loan in full, and many consumers who Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 25 of 30

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wish to cancel their memberships and stop membership-fee charges have been financially unable to immediately pay off their loans. 92.

Many consumers could not have reasonably avoided this circumstance because for a substantial period, MLT and MLP represented in contracts that consumers had the right to cancel their memberships for any reason and did not make clear that in numerous instances MLT and MLP would not in fact permit consumers with unpaid loan balances to cancel their memberships. 93.

MLT and MLP have also engaged in other practices that have impeded consumers’ ability to reasonably avoid recurring membership-fee charges, including:

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; b.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; c.

using consumers’ investment and credit-reserve accounts to extract unpaid membership fees after consumers had paid off their loans; d.

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees; and e.

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94.

The injury to consumers was not outweighed by countervailing benefits to consumers or competition. Other than the loans themselves, consumers received little of value in exchange for the mandatory, recurring fees for a membership program that they no longer wanted—fees that were 15 to 20 times greater than the interest charged on a typical 12-month Membership-Program Loan offered by Defendants.

95.

MLT and MLP therefore have engaged in unfair acts or practices that violated §§ 1031(c) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(c), 5536(a)(1)(B).

Count Seven Violation of the CFPA: Abusive Acts and Practices Relating to Membership-Program Loans (Against MLT and MLP) 96.

The Bureau realleges and incorporates by reference paragraphs 1 through 57.

97.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT and MLP, from engaging in abusive acts or practices. 12 U.S.C. § 5536(a)(1)(B). Under § 1031(d)(2)(A)–(B) of the CFPA, a practice is abusive if it takes unreasonable advantage of (a) consumers’ lack of understanding of the material risks, costs, or conditions of a financial product or service; or (b) consumers’ inability to protect their interests in using a financial product or service. 12 U.S.C. § 5531(d)(2)(A), (B).

98.

MLT and MLP would not allow consumers with active loans to cancel their memberships and stop monthly membership-fee charges. Many consumers who took out Membership-Program Loans have lacked understanding of this material risk, cost, or condition of their Membership-Program Loans. Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 27 of 30

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99.

After taking out Membership-Program Loans, many consumers have become unable to protect their interests in using this product or service. The only way for consumers to cancel the membership and stop the accumulation of monthly membership-fee charges is to immediately pay off the loan in full. But many consumers have been financially unable to do so. 100. MLT and MLP have taken unreasonable advantage of consumers’ lack of understanding and inability to protect their interests in the following ways: a.

refusing to allow consumers to exit the membership program and refusing to cease membership-fee charges (and the monthly accumulation of such fees) unless consumers pay off their loans in full, which many consumers have been financially unable to immediately do; b.

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; c.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; d.

using consumers’ investment and credit-reserve accounts to extract unpaid membership fees after consumers had paid off their loans, either by refusing to release the account funds until consumers had paid past, unpaid fees or by offsetting the account balance in the amount of the unpaid fees;

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees;

suspending the memberships of consumers with unpaid membership fees and thereby cutting off these consumers’ access to their Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 28 of 30

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investment or managed accounts and to some membership features (including the ability to participate in rewards programs to offset fee charges) while still charging the full monthly membership fee, and, for a multi-year period, not lifting many consumers’ membership suspensions until they had paid all past, unpaid membership fees; g.

maintaining dysfunctional customer-service lines that made it difficult for consumers to pay off their loans, cancel their memberships, stop membership-fee charges, or make dedicated loan payments—particularly consumers with suspended memberships who, for a multi-year period, were not permitted to perform these functions via the website or mobile app and were required to use the customer-service lines; and h.

in some instances, charging additional membership fees after consumers paid off their loans and requested membership cancellation, asserting that memberships could not immediately be canceled because the consumers’ final loan payments were still “pending” or because the companies had not completed liquidating the securities in the consumers’ investment accounts.

101. MLT and MLP therefore have engaged in abusive acts or practices that violated §§ 1031(d)(2)(A), (B) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(d)(2)(A), 5531(d)(2)(B), 5536(a)(1)(B). Demand for Relief The Bureau requests that the Court:

permanently enjoin all Defendants from committing future violations of the MLA and CFPA;

grant additional injunctive relief as the Court deems just and Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 29 of 30

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proper;

order all Defendants to pay damages, restitution, and other monetary relief to consumers; d.

order disgorgement or compensation for unjust enrichment; e.

impose on all Defendants civil money penalties; f.

award costs against all Defendants; and g.

award additional relief as the Court deems just and proper.

Respectfully submitted,

Eric Halperin Enforcement Director Alusheyi J. Wheeler Deputy Enforcement Director Kara K. Miller Assistant Litigation Deputy

/s/Maxwell Peltz Maxwell S. Peltz (CA Bar No. 183662) Motion for Admission Pro Hac Vice pending Lane C. Powell (MI Bar No. P79432) Motion for Admission Pro Hac Vice pending Enforcement Attorneys Consumer Financial Protection Bureau 1700 G Street, NW Washington, DC 20552 Telephone (Peltz): 415-633-1328 Telephone (Powell): 415-844-9784 Fax: 703-642-4585 [email protected] [email protected]

Attorneys for the Consumer Financial Protection Bureau Case 1:22-cv-08308 Document 1 Filed 09/29/22 Page 30 of 30

Amended complaint (June 2023)

PDF of this document (33 pages)

Page 32

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK Consumer Financial Protection Bureau, Plaintiff, v.

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First Amended Complaint Case No. 1:22-cv-8308-JPC

MoneyLion of Wyoming LLC,

Defendants.

The Consumer Financial Protection Bureau files this First Amended Complaint against MoneyLion Technologies Inc., ML Plus, LLC, and the following 37 entities collectively referred to as the “MoneyLion Lending Subsidiaries”: MoneyLion of Alabama LLC, MoneyLion of Arizona LLC, MoneyLion of California LLC, MoneyLion of Colorado LLC, MoneyLion of Connecticut LLC, MoneyLion of Delaware LLC, MoneyLion of Florida LLC, MoneyLion of Georgia LLC, MoneyLion of Idaho LLC, MoneyLion of Illinois LLC, MoneyLion of Indiana LLC, MoneyLion of Kansas LLC, MoneyLion of Kentucky LLC, MoneyLion of Louisiana LLC, MoneyLion of Maryland LLC, MoneyLion of Michigan LLC, MoneyLion of Minnesota LLC, MoneyLion of Mississippi LLC, MoneyLion of Missouri LLC, MoneyLion of Nevada LLC, MoneyLion of New Jersey LLC, MoneyLion of New Mexico LLC, MoneyLion of New York LLC, MoneyLion of North Carolina LLC, MoneyLion of North Dakota LLC, MoneyLion of Ohio LLC, MoneyLion of Oklahoma LLC, MoneyLion of Oregon LLC, MoneyLion of South Carolina LLC, MoneyLion of South Dakota LLC, MoneyLion of Tennessee LLC, MoneyLion of Texas LLC, MoneyLion of Utah LLC, MoneyLion of Virginia LLC, MoneyLion of Washington LLC, MoneyLion of Wisconsin LLC, and MoneyLion of Wyoming LLC and alleges as follows:

Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 2 of 33

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Introduction 1.

The Bureau brings this action to enforce the Military Lending Act’s protections for U.S. Military active-duty servicemembers and their dependents and to enforce the Consumer Financial Protection Act’s protections for all U.S. consumers. Defendants MoneyLion Technologies, Inc. and the MoneyLion Lending Subsidiaries overcharged servicemembers and their dependents— imposing fees that, together with stated interest-rate charges, exceeded the Military Lending Act’s limit of 36% Military Annual Percentage Rate (MAPR). Defendants collected on these illegal loans and associated fees, failed to give requisite disclosures, and inserted illegal arbitration clauses and onerous and unreasonable notice requirements designed to take away servicemembers’ ability to vindicate their rights in court.

Many consumers—particularly those behind on loan payments—were unable to cancel their memberships. They wished to exit a costly program that provided few benefits other than the loan itself, but Defendants would not allow them to cancel their memberships without first paying off their loans—and in some instances also paying any past-due membership fees. During a substantial period, Defendants misled consumers by telling them at the time of enrollment that they could cancel their memberships for any reason. And in many instances, after consumers had successfully paid off their loans, Defendants still took unpaid Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 3 of 33

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membership fees out of consumers’ accounts before canceling their memberships. 4.

This Court has personal jurisdiction over all Defendants because the causes of action arise from Defendants’ conduct in this district. 12 U.S.C. § 5564(f).

Venue is proper in this district because Defendants are located, reside, and do business in this district. 12 U.S.C. § 5564(f). Parties 9.

The Bureau is an agency of the United States created by the CFPA and charged with regulating the offering and provision of consumer-financial Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 4 of 33

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products and services under federal consumer-financial laws. 12 U.S.C. § 5491(a). The Bureau is authorized to enforce the MLA. 10 U.S.C. § 987(f)(6); 15 U.S.C. § 1607(a)(6); 32 C.F.R. § 232.10. The Bureau also has independent litigating authority to initiate civil actions in federal district court to address violations of “Federal consumer financial law.” 12 U.S.C. §§ 5564(a)–(b). 10.

MoneyLion Technologies Inc. (MLT) (known until September 2021 as MoneyLion Inc.) is a Delaware corporation headquartered in New York, New York. Through its digital-technology platform, including its website and mobile app, MLT has offered and brokered online installment loans, engaged in the servicing and collections of such loans, and provided other financial products and services to consumers, as described below. MLT is the direct corporate parent of the MoneyLion Lending Subsidiaries and ML Plus, LLC (MLP). MLT has managed, directed, controlled, and staffed the MoneyLion Lending Subsidiaries’ lending, servicing, and collections operations; provided the capital for their loan originations; marketed their loans; and provided all transactional and payment services for their operations. MLT has similarly managed, directed, controlled, and staffed MLP’s membership-program operations and its servicing and collections of membership fees, and MLT has provided all transactional and payment services for those operations.

11.

Each of the MoneyLion Lending Subsidiaries is a limited-liability company headquartered in New York, New York. Each has originated online installment loans offered to consumers by MLT and has serviced and collected those loans together with MLT. Each MoneyLion Lending Subsidiary is wholly owned by MLT, to which the MoneyLion Lending Subsidiaries distribute all lending-related compensation and revenue. The MoneyLion Lending Subsidiaries Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 5 of 33

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have no employees of their own, relying entirely on MLT for their staffing and management.

12.

“Creditors” under the MLA 13.

“Covered Persons” Under the CFPA 14.

Under the CFPA, a “financial product or service” means and includes—  “extending credit and servicing loans,” including “brokering,” 12 U.S.C. § 5481(15)(A)(i);

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 “engaging in deposit-taking activities, transmitting or exchanging funds, or otherwise acting as a custodian of funds or any financial instrument for use by or on behalf of a consumer,”12 U.S.C. § 5481(15)(A)(iv);

15.

16.

17.

MLT is a “covered person” under the CFPA because, during the relevant period, MLT has offered and brokered consumer loans; serviced and collected debt related to consumer loans, including by notifying and contacting consumers by telephonic and electronic means and liquidating and offsetting their accounts; engaged in deposit-taking activities in connection with consumers’ investment and managed accounts; transmitted and exchanged funds relating to Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 7 of 33

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loan payments and fee payments, and transmitted and exchanged funds relating to investment-account, managed-account, and credit-reserve-account deposits and withdrawals; accepted funds paid by consumers on loans, associated fees, and account deposits; transmitted and processed transactions and payments relating to consumer loans, associated fees, account deposits, and account withdrawals; provided debit cards to consumers; and provided payments or other financial-dataprocessing products or services to consumers by technological means through its digital-technology platform.

18.

MLP is a “covered person” under the CFPA because during the relevant period it has charged, serviced, collected, and accepted fees required in connection with consumer loans.

20.

Under the CFPA, the term “covered person” also includes an “affiliate” of a person offering or providing a consumer financial product or service “if such affiliate acts as a service provider to such person.” 12 U.S.C. § 5481(6)(B). An “affiliate” is a “person that controls, is controlled by, or is under common control with another person.” 12 U.S.C. § 5481(1). A “service provider” is a “person that provides a material service to a covered person in connection with the offering or provision by such covered person of a consumer financial product or service, including a person that participates in designing, operating, or maintaining the consumer financial product or service; or processes transactions Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 8 of 33

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relating to the consumer financial product or service.” 12 U.S.C. § 5481(26). 21.

During the relevant period, MLT has controlled each of the MoneyLion Lending Subsidiaries, and each of the MoneyLion Lending Subsidiaries has been controlled by MLT.

22.

Accordingly, MLT and each of the MoneyLion Lending Subsidiaries are “affiliates.”

23.

MLT is therefore a “covered person” because it has been an affiliate of and service provider to the MoneyLion Lending Subsidiaries. 25.

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MLT and the MoneyLion Lending Subsidiaries, including administering membership programs required in connection with consumer loans; and charging, servicing, and collecting membership fees required under such loans, including by notifying and contacting consumers and withdrawing funds from their accounts. MLP is therefore a “covered person” because it has been an affiliate of and service provider to MLT and the MoneyLion Lending Subsidiaries. 26.

27.

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allowed such acts and practices to occur while having the authority to control them.

Factual Background Defendants’ Loan Products and Membership Programs 29.

30.

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33.

For the Credit Builder Loan, Defendants eliminated the mandatory $50-per-month investment-account contribution. Instead, Defendants disburse only a portion of the loan amount at origination and deposit the remainder into a “credit reserve account,” which Defendants release to consumers once consumers have paid off the loan. (Hereinafter, the ML Plus Loan and Credit Builder Loan— together with limited ML Plus precursors offered in 2017—will collectively be referred to as “Membership-Program Loans.”) 34.

While a consumer had an active Membership-Program Loan, MLT and MLP automatically renewed the consumer’s membership and continued charging the monthly membership fee.

35.

Barriers to Membership Cancellation 36.

For a substantial period, MLT and MLP have represented in contracts that consumers’ memberships would renew automatically each month but that consumers had the right to cancel their memberships for any reason. MLT and MLP have not explained to many consumers—either when enrolling in the membership program or taking out a Membership-Program Loan—that, contrary to these representations, MLT and MLP maintained a policy prohibiting consumers with unpaid loan balances from canceling their memberships. Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 12 of 33

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37.

And notwithstanding these representations about consumers’ right to cancel, in many instances, MLT and MLP have not permitted consumers to cancel their memberships—even after loan payoff—if they had unpaid membership fees, telling consumers that they could not cancel their memberships until they paid past, unpaid membership fees. The companies have attempted to collect and collected past, unpaid membership fees from numerous consumers after they had paid off their loans.

38.

39.

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then cancel their memberships, the companies refused—instead requiring these consumers to pay off their loans using other funds before they could cancel their memberships, stop membership-fee charges, and access their investment-account funds.

41.

Defendants’ Suspension of Consumers’ Memberships 44.

MLT and MLP have “suspended” the memberships of consumers with any unpaid membership fees. Consumers with “suspended” memberships lose Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 14 of 33

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access to a number of membership features, including access to “rewards” programs and, for a multi-year period, access to their investment or managed accounts. But MLT and MLP nevertheless renewed these consumers’ memberships each month and continued to charge the full monthly membership fee. 45.

47.

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Defendants’ Membership Programs Provided Few Benefits Other Than Access to Program Loans 49.

50.

51.

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Loans to MLA Covered Borrowers 53.

 a maximum allowable amount of all charges that may be associated with an extension of credit, 10 U.S.C. § 987(b); 32 C.F.R. § 232.4(b);  prohibitions against requiring borrowers to submit to arbitration or imposing onerous legal-notice provisions in the case of a dispute, 10 Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 17 of 33

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U.S.C. § 987(e)(3); 32 C.F.R. § 232.8(c);

 a prohibition against demanding unreasonable notice from borrowers as a condition for legal action, 10 U.S.C. § 987(e)(4); 32 C.F.R. § 232.8(d); and  mandatory loan disclosures, 10 U.S.C. § 987(c); 32 C.F.R. § 232.6. 54.

Any credit agreement, promissory note, or other contract with a covered borrower that fails to comply with any provision of the MLA or contains one or more prohibited contract provisions is void from the inception of the contract. 10 U.S.C. § 987(f)(3); 32 C.F.R. § 232.9(c). Department of Defense regulations required newly covered creditors, such as online installment lenders, to bring their operations into compliance with the MLA by October 3, 2016. See 32 C.F.R. § 232.12(a).

55.

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57.

All contracts for loans offered by MLT and the MoneyLion Lending Subsidiaries contained mandatory arbitration provisions requiring that all claims arising from or relating to the loan contract or loan be resolved by binding arbitration. Contracts did not exempt covered borrowers from this bindingarbitration provision until about August 2019. 58.

Loan contracts purported to allow borrowers to reject the bindingarbitration provision by “delivering a written notice” to a post office box address in Utah within 30 days of the date of the loan contract. Contracts provided that notices sent by borrowers were not effective until received. Accordingly, delivery to a P.O. box within 30 days would require borrowers to mail or otherwise send the notice within fewer than 30 days of entering the loan contract. 59.

Under the loan contracts, if borrowers did not deliver this written notice within 30 days of their contract’s date, they were precluded from filing a lawsuit in any court (other than small claims court) relating to their contract or loan. Contracts did not exempt covered borrowers from this notice requirement until about August 2019.

60.

Until about August 2019, loan contracts also lacked disclosures required under the MLA. See 10 U.S.C. § 987(c); 32 C.F.R. § 232.6. Count One Violation of the MLA: Exceeding the MLA’s Rate Cap (Against MLT and the MoneyLion Lending Subsidiaries) 61.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

62.

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is called the Military Annual Percentage Rate or MAPR. 32 C.F.R. §§ 232.3(p), 232.4. For closed-end credit transactions—such as the Membership-Program Loans that MLT and the MoneyLion Lending Subsidiaries made to covered borrowers—the MAPR is calculated following the rules for calculating and disclosing the “Annual Percentage Rate (APR)” for credit transactions under Regulation Z, 12 C.F.R. pt. 1026.

63.

64.

65.

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66.

Including the monthly membership fees in the MAPR calculation results in all Membership-Program Loans imposing MAPRs greater than 36%. 67.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

69.

70.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower. Count Three Violation of the MLA: Requiring Covered Borrowers to Submit to Arbitration or Imposing Onerous Legal-Notice Provisions (Against MLT and the MoneyLion Lending Subsidiaries) 72.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

73.

The MLA makes it unlawful for any creditor to extend consumer credit to a covered borrower with respect to which the creditor requires the Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 21 of 33

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borrower to submit to arbitration or imposes onerous legal-notice provisions in the case of a dispute. 10 U.S.C. § 987(e)(3); 32 C.F.R. § 232.8(c). 74.

From about the fall of 2017 until about August 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers by way of loan contracts requiring the borrowers to submit to arbitration in the case of a dispute unless within 30 days of the date of the loan contract the borrowers had delivered a written notice rejecting the arbitration provision—without exceptions for covered borrowers. If borrowers did not deliver the written notice within this 30-day period, the contract precluded them from filing a lawsuit in any court (other than small claims court) relating to the contract or loan. 75.

This legal-notice provision was onerous because the notice period expired within 30 days of borrowers taking out a loan. By the time of a dispute, the 30-day deadline for delivering notice would in most cases have passed or been days from passing, making it impossible or nearly impossible for borrowers to deliver the notice in time to preserve their right to file a legal action. 76.

By making covered borrowers either submit to arbitration or, to preserve their right to file a legal action, deliver written notice within 30 days of the contract’s date, MLT and the MoneyLion Lending Subsidiaries extended loans to covered borrowers by way of loan contracts requiring borrowers to submit to arbitration or imposing onerous legal-notice provisions in the case of a dispute. 77.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower.

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Count Four Violation of the MLA: Demanding Unreasonable Notice as a Condition for Legal Action (Against MLT and the MoneyLion Lending Subsidiaries) 78.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

79.

The MLA makes it unlawful for any creditor to extend consumer credit to a covered borrower with respect to which the creditor demands unreasonable notice from the borrower as a condition for legal action. 10 U.S.C. § 987(e)(4); 32 C.F.R. § 232.8(d).

80.

From about the fall of 2017 until about August 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers by way of loan contracts precluding the borrowers from filing a lawsuit in any court (other than small claims court) relating to the contracts or loans unless within 30 days of the date of the loan contract, the borrowers had delivered a written notice rejecting the contracts’ arbitration provision—without exceptions for covered borrowers. 81.

This notice required as a condition for legal action was unreasonable because the notice period expired within 30 days of borrowers taking out a loan. By the time borrowers would have become aware of an actionable claim, the 30day deadline for delivering the notice would in most cases have passed or been days from passing, making it impossible or nearly impossible for borrowers to deliver the notice in time to preserve their right to file a legal action. 82.

By requiring that covered borrowers deliver written notice within 30 days of the contracts’ date to preserve their right to file a legal action, MLT and the MoneyLion Lending Subsidiaries extended loans to covered borrowers by way of loan contracts demanding unreasonable notice as a condition for legal action. Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 23 of 33

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83.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower. Count Five Violation of the MLA: Failing to Make Disclosures to Covered Borrowers (Against MLT and the MoneyLion Lending Subsidiaries) 84.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

85.

From about the fall of 2017 until about August 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers without making all loan disclosures required by the MLA. 87.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made such a loan to a covered borrower. Count Six Violation of the CFPA: Deceptive Acts and Practices Regarding Loan Balances and Membership Fees Not Owed by Covered Borrowers (Against All Defendants) 88.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 87.

89.

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involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to consumers if it is likely to affect a consumer’s conduct regarding the product or service.

90.

Membership-Program-Loan contracts with covered borrowers have failed to comply with the MLA by (1) imposing MAPRs over 36%, 10 U.S.C. § 987(b); 32 C.F.R. § 232.4(b); (2) requiring covered borrowers to submit to arbitration, 10 U.S.C. § 987(e)(3); 32 C.F.R. § 232.8(c); (3) imposing onerous legal-notice provisions in the case of a dispute, id.; (4) demanding unreasonable notice from covered borrowers as a condition for legal action, 10 U.S.C. § 987(e)(4); 32 C.F.R. § 232.8(d); and (5) failing to make loan disclosures required by the MLA, 10 U.S.C. § 987(c); 32 C.F.R. § 232.6(a). Accordingly, all Membership-Program-Loan contracts with covered borrowers were void from the inception of those contracts, and covered borrowers do not owe any principal or interest under those contracts and have no obligation to pay any of those amounts. And because these loans were void and not otherwise subject to repayment obligation, nor were these covered borrowers obligated to continue their memberships until loan payoff or pay membership fees resulting from this purported obligation.

92.

Nevertheless, Defendants have serviced and collected Membership- Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 25 of 33

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Program Loans (as well as associated membership fees) issued to covered borrowers and told them via the MoneyLion website and mobile app as well as email and telephone that loan balances (including principal and interest) and fees are due and owed. Defendants have expressly or impliedly represented that they are legally entitled to demand and receive all principal, interest, and fees; that they are legally authorized to collect the associated payments; and that covered borrowers are legally obligated to pay the full amounts. 93.

94.

MLT, MLP, and the MoneyLion Lending Subsidiaries therefore have engaged in deceptive acts or practices that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B). Count Seven Violation of the CFPA: Deceptive Acts and Practices Relating to Restrictions on Membership Cancellation (Against MLT and MLP) 95.

The Bureau realleges and incorporates by reference paragraphs 1 through 60.

96.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT and MLP, from engaging in deceptive acts or practices. 12 U.S.C. § 5536(a)(1)(B). An act or practice is deceptive if it involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to consumers if it is Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 26 of 33

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likely to affect a consumer’s conduct regarding the product or service. 97.

MLT and MLP have represented to many consumers enrolling in the membership programs that consumers’ memberships would renew automatically each month but that consumers had the right to cancel their memberships for any reason (and thereby avoid such automatic renewals and associated membership fees).

98.

99.

MLT and MLP also have not explained to many consumers—either when enrolling in the membership program or when taking out a Membership- Program Loan—that, contrary to these representations, in many instances MLT and MLP would not permit consumers to cancel their memberships (and stop automatic renewals and recurring membership-fee charges) even after loan payoff if they had unpaid membership fees.

100. These representations and omissions were likely to mislead consumers acting reasonably under the circumstances about their ability to cancel memberships and stop membership-fee charges. The representations and omissions were material because they were likely to affect the conduct or decisions of consumers regarding whether to enroll in a membership program or take out a Membership-Program Loan.

101. MLT and MLP therefore have engaged in deceptive acts or practices Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 27 of 33

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First Amended Complaint Case No. 1:22-cv-8308-JPC that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B).

Count Eight Violation of the CFPA: Unfair Acts and Practices Relating to Membership-Fee Charges After Consumer Requests to Cancel Membership (Against MLT and MLP) 102.

The Bureau realleges and incorporates by reference paragraphs 1 through 60.

103.

104.

106.

Consumers could not reasonably avoid such membership-fee charges. Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 28 of 33

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Once a consumer takes out a Membership-Program Loan, the only way to stop recurring membership fees is to pay off the loan in full, and many consumers who wish to cancel their memberships and stop membership-fee charges have been financially unable to immediately pay off their loans. 107. Many consumers could not have reasonably avoided this circumstance because, for a substantial period, MLT and MLP represented in contracts that consumers had the right to cancel their memberships for any reason and did not make clear that in numerous instances MLT and MLP would not in fact permit consumers with unpaid loan balances to cancel their memberships. 108. MLT and MLP have also engaged in other practices that have impeded consumers’ ability to reasonably avoid recurring membership-fee charges, including:

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; b.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; c.

using consumers’ investment and credit-reserve accounts to extract unpaid membership fees after consumers had paid off their loans; d.

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees; and e.

suspending the memberships of consumers with unpaid membership fees and thereby cutting off these consumers’ access to their investment or managed accounts and to some membership features (including the ability to participate in rewards programs to offset fee Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 29 of 33

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charges) while still charging the full monthly membership fee. 109. The injury to consumers was not outweighed by countervailing benefits to consumers or competition. Other than the loans themselves, consumers received little of value in exchange for the mandatory, recurring fees for a membership program that they no longer wanted—fees that were 15 to 20 times greater than the interest charged on a typical 12-month Membership-Program Loan offered by Defendants.

110. MLT and MLP therefore have engaged in unfair acts or practices that violated §§ 1031(c) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(c), 5536(a)(1)(B).

Count Nine Violation of the CFPA: Abusive Acts and Practices Relating to Membership-Program Loans (Against MLT and MLP) 111. The Bureau realleges and incorporates by reference paragraphs 1 through 60.

112. Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT and MLP, from engaging in abusive acts or practices. 12 U.S.C. § 5536(a)(1)(B). Under § 1031(d)(2)(A)–(B) of the CFPA, a practice is abusive if it takes unreasonable advantage of (a) consumers’ lack of understanding of the material risks, costs, or conditions of a financial product or service; or (b) consumers’ inability to protect their interests in using a financial product or service. 12 U.S.C. § 5531(d)(2)(A), (B).

113. MLT and MLP would not allow consumers with active loans to cancel their memberships and stop monthly membership-fee charges. Many consumers who took out Membership-Program Loans have lacked understanding of this Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 30 of 33

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First Amended Complaint Case No. 1:22-cv-8308-JPC material risk, cost, or condition of their Membership-Program Loans. 114.

MLT and MLP have taken unreasonable advantage of consumers’ lack of understanding and inability to protect their interests in the following ways: a.

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; c.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; d.

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees;

suspending the memberships of consumers with unpaid Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 31 of 33

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First Amended Complaint Case No. 1:22-cv-8308-JPC membership fees and thereby cutting off these consumers’ access to their investment or managed accounts and to some membership features (including the ability to participate in rewards programs to offset fee charges) while still charging the full monthly membership fee, and, for a multi-year period, not lifting many consumers’ membership suspensions until they had paid all past, unpaid membership fees; g.

116.

MLT and MLP therefore have engaged in abusive acts or practices that violated §§ 1031(d)(2)(A), (B) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(d)(2)(A), 5531(d)(2)(B), 5536(a)(1)(B). Demand for Relief The Bureau requests that the Court:

permanently enjoin all Defendants from committing future violations of the MLA and CFPA;

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grant additional injunctive relief as the Court deems just and proper;

order all Defendants to pay damages, restitution, and other monetary relief to consumers; d.

order disgorgement or compensation for unjust enrichment; e.

impose on all Defendants civil money penalties; f.

award costs against all Defendants; and g.

award additional relief as the Court deems just and proper. Dated: June 13, 2023

Respectfully submitted, Eric Halperin Enforcement Director Alusheyi J. Wheeler Deputy Enforcement Director Kara K. Miller Assistant Litigation Deputy

/s/Maxwell Peltz Maxwell S. Peltz (CA Bar No. 183662) Admitted Pro Hac Vice Lane C. Powell (MI Bar No. P79432) Admitted Pro Hac Vice Enforcement Attorneys Consumer Financial Protection Bureau 1700 G Street, NW Washington, DC 20552 Telephone (Peltz): 415-633-1328 Telephone (Powell): 415-844-9784 Fax: 703-642-4585 [email protected] [email protected]

Attorneys for the Consumer Financial Protection Bureau Case 1:22-cv-08308-JPC Document 65 Filed 06/13/23 Page 33 of 33

Amended complaint (Apr. 2025)

PDF of this document (31 pages)

Page 65

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

Consumer Financial Protection Bureau, Plaintiff, v.

Case No. 1:22-cv-8308-JPC SECOND AMENDED COMPLAINT Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 1 of 31

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MoneyLion of Wyoming LLC,

Defendants.

The Consumer Financial Protection Bureau files this Second Amended Complaint against MoneyLion Technologies Inc., ML Plus, LLC, and the following 37 entities collectively referred to as the “MoneyLion Lending Subsidiaries”: MoneyLion of Alabama LLC, MoneyLion of Arizona LLC, MoneyLion of California LLC, MoneyLion of Colorado LLC, MoneyLion of Connecticut LLC, MoneyLion of Delaware LLC, MoneyLion of Florida LLC, MoneyLion of Georgia LLC, MoneyLion of Idaho LLC, MoneyLion of Illinois LLC, MoneyLion of Indiana LLC, MoneyLion of Kansas LLC, MoneyLion of Kentucky LLC, MoneyLion of Louisiana LLC, MoneyLion of Maryland LLC, MoneyLion of Michigan LLC, MoneyLion of Minnesota LLC, MoneyLion of Mississippi LLC, MoneyLion of Missouri LLC, MoneyLion of Nevada LLC, MoneyLion of New Jersey LLC, MoneyLion of New Mexico LLC, MoneyLion of New York LLC, MoneyLion of North Carolina LLC, MoneyLion of North Dakota LLC, MoneyLion of Ohio LLC, MoneyLion of Oklahoma LLC, MoneyLion of Oregon LLC, MoneyLion of South Carolina LLC, MoneyLion of South Dakota LLC, MoneyLion of Tennessee LLC, MoneyLion of Texas LLC, MoneyLion of Utah LLC, MoneyLion of Virginia LLC, MoneyLion of Washington LLC, MoneyLion of Wisconsin LLC, and MoneyLion of Wyoming LLC and alleges as follows:

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Introduction 1.

The Bureau brings this action to enforce the Military Lending Act’s protections for U.S. Military active-duty servicemembers and their dependents and to enforce the Consumer Financial Protection Act’s protections for all U.S. consumers. Defendants MoneyLion Technologies, Inc. and the MoneyLion Lending Subsidiaries overcharged servicemembers and their dependents— imposing fees that, together with stated interest-rate charges, exceeded the Military Lending Act’s limit of 36% Military Annual Percentage Rate (MAPR). Defendants collected on these illegal loans and associated fees and failed to give a statement of the MAPR as required by the Military Lending Act. 2.

The Bureau alleges violations of the Military Lending Act, 10 U.S.C. Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 3 of 31

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§ 987, and its implementing regulation, 32 C.F.R. pt. 232, (collectively, the MLA) by MoneyLion Technologies, Inc. and the MoneyLion Lending Subsidiaries in connection with their extensions of consumer credit to active-duty servicemembers and their dependents, defined collectively as “covered borrowers.” 10 U.S.C. § 987(i)(1), (2); 32 C.F.R. § 232.3(g).

This Court has personal jurisdiction over all Defendants because the causes of action arise from Defendants’ conduct in this district. 12 U.S.C. § 5564(f).

Venue is proper in this district because Defendants are located, reside, and do business in this district. 12 U.S.C. § 5564(f). Parties 9.

The Bureau is an agency of the United States created by the CFPA and charged with regulating the offering and provision of consumer-financial products and services under federal consumer-financial laws. 12 U.S.C. § 5491(a). The Bureau is authorized to enforce the MLA. 10 U.S.C. § 987(f)(6); 15 U.S.C. Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 4 of 31

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§ 1607(a)(6); 32 C.F.R. § 232.10. The Bureau also has independent litigating authority to initiate civil actions in federal district court to address violations of “Federal consumer financial law.” 12 U.S.C. §§ 5564(a)–(b). 10.

11.

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12.

“Creditors” under the MLA 13.

“Covered Persons” Under the CFPA 14.

Under the CFPA, a “financial product or service” means and includes—  “extending credit and servicing loans,” including “brokering,” 12 U.S.C. § 5481(15)(A)(i);

 “engaging in deposit-taking activities, transmitting or exchanging funds, or otherwise acting as a custodian of funds or any financial Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 6 of 31

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instrument for use by or on behalf of a consumer,” 12 U.S.C. § 5481(15)(A)(iv);

15.

16.

17.

MLT is a “covered person” under the CFPA because, during the relevant period, MLT has offered and brokered consumer loans; serviced and collected debt related to consumer loans, including by notifying and contacting consumers by telephonic and electronic means and liquidating and offsetting their accounts; engaged in deposit-taking activities in connection with consumers’ investment and managed accounts; transmitted and exchanged funds relating to loan payments and fee payments, and transmitted and exchanged funds relating to investment-account, managed-account, and credit-reserve-account deposits and Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 7 of 31

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withdrawals; accepted funds paid by consumers on loans, associated fees, and account deposits; transmitted and processed transactions and payments relating to consumer loans, associated fees, account deposits, and account withdrawals; provided debit cards to consumers; and provided payments or other financial-dataprocessing products or services to consumers by technological means through its digital-technology platform.

18.

MLP is a “covered person” under the CFPA because during the relevant period it has charged, serviced, collected, and accepted fees required in connection with consumer loans.

20.

During the relevant period, MLT has controlled each of the Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 8 of 31

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MoneyLion Lending Subsidiaries, and each of the MoneyLion Lending Subsidiaries has been controlled by MLT.

22.

Accordingly, MLT and each of the MoneyLion Lending Subsidiaries are “affiliates.”

23.

MLT is therefore a “covered person” because it has been an affiliate of and service provider to the MoneyLion Lending Subsidiaries. 25.

MLP is controlled by MLT, and MLP is under common control with the MoneyLion Lending Subsidiaries. Accordingly, MLP is an affiliate of MLT and the MoneyLion Lending Subsidiaries. MLP has provided material services to MLT and the MoneyLion Lending Subsidiaries, including administering membership programs required in connection with consumer loans; and charging, Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 9 of 31

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servicing, and collecting membership fees required under such loans, including by notifying and contacting consumers and withdrawing funds from their accounts. MLP is therefore a “covered person” because it has been an affiliate of and service provider to MLT and the MoneyLion Lending Subsidiaries. 26.

27.

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allowed such acts and practices to occur while having the authority to control them.

Factual Background Defendants’ Loan Products and Membership Programs 29.

30.

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33.

While a consumer had an active Membership-Program Loan, MLT and MLP automatically renewed the consumer’s membership and continued charging the monthly membership fee.

35.

Barriers to Membership Cancellation 36.

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37.

38.

39.

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41.

Defendants’ Suspension of Consumers’ Memberships 44.

MLT and MLP have “suspended” the memberships of consumers with any unpaid membership fees. Consumers with “suspended” memberships lose Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 14 of 31

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47.

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Defendants’ Membership Programs Provided Few Benefits Other Than Access to Program Loans 49.

50.

51.

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Loans to MLA Covered Borrowers 53.

 a maximum allowable amount of all charges that may be associated with an extension of credit, 10 U.S.C. § 987(b); 32 C.F.R. § 232.4(b); and

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 mandatory loan disclosures, 10 U.S.C. § 987(c); 32 C.F.R. § 232.6. 54.

55.

57.

The MLA requires a creditor to provide to covered borrowers, “orally and in writing” certain mandatory loan disclosures, including a “statement of the annual percentage rate of interest applicable to the extension of credit” before issuing credit. 10 U.S.C. § 987(c).

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58.

MLA regulations clarify that this requirement to provide a statement of the annual percentage rate, or MAPR, may be satisfied by using a model statement. See 32 C.F.R. § 232.6(c). This model statement explicitly provides that the MAPR must not exceed 36 percent and that it must be calculated to include participation fees (such as the monthly membership fees charged by MLT and the MoneyLion Lending Subsidiaries). See id. The model statement (found at 32 C.F.R. § 232.6(c)(3)) reads in full:

Federal law provides important protections to members of the Armed Forces and their dependents relating to extensions of consumer credit. In general, the cost of consumer credit to a member of the Armed Forces and his or her dependent may not exceed an annual percentage rate of 36 percent. This rate must include, as applicable to the credit transaction or account: The costs associated with credit insurance premiums; fees for ancillary products sold in connection with the credit transaction; any application fee charged (other than certain application fees for specified credit transactions or accounts); and any participation fee charged (other than certain participation fees for a credit card account).

59.

When they extended Membership-Program Loans to covered borrowers beginning in or about the fall of 2017, MLT and the MoneyLion Lending Subsidiaries did not provide covered borrowers with a statement of the MAPR, as required by the MLA. See 10 U.S.C. § 987(c); 32 C.F.R. § 232.6. 60.

MLT and the MoneyLion Lending Subsidiaries added the model disclosure statement found in the MLA regulations to their loan documents in or about 2019.

Count One Violation of the MLA: Exceeding the MLA’s Rate Cap (Against MLT and the MoneyLion Lending Subsidiaries) 61.

The Bureau re-alleges and incorporates by reference paragraphs 1 Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 19 of 31

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through 60.

62.

63.

64.

65.

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continue paying the monthly fees over the life of the loans, these membership fees qualify as fees “imposed for participation in any plan or arrangement for consumer credit.” And accordingly, the MLA requires that such charges be included in the calculation of the loans’ MAPR.

66.

Including the monthly membership fees in the MAPR calculation results in all Membership-Program Loans imposing MAPRs greater than 36%. 67.

MLT and the MoneyLion Lending Subsidiaries have violated the MLA each time they have made such a loan to a covered borrower. Count Two Violation of the MLA: Failing to Make Disclosures to Covered Borrowers (Against MLT and the MoneyLion Lending Subsidiaries) 68.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 60.

69.

From about the fall of 2017 until sometime in 2019, MLT and the MoneyLion Lending Subsidiaries made loans to covered borrowers without providing a statement of the MAPR as required by the MLA. 71.

MLT and the MoneyLion Lending Subsidiaries violated the MLA each time they made a loan to a covered borrower without providing a statement of the MAPR.

Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 21 of 31

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Count Three Violation of the CFPA: Deceptive Acts and Practices Regarding Loan Balances and Membership Fees Not Owed by Covered Borrowers (Against All Defendants) 72.

The Bureau re-alleges and incorporates by reference paragraphs 1 through 71.

73.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as MLT, MLP, and the MoneyLion Lending Subsidiaries, from engaging in deceptive acts or practices. 12 U.S.C. § 5536(a)(1)(B). An act or practice is deceptive if it involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to consumers if it is likely to affect a consumer’s conduct regarding the product or service.

74.

Membership-Program-Loan contracts with covered borrowers have failed to comply with the MLA by (1) imposing MAPRs over 36%, 10 U.S.C. § 987(b); 32 C.F.R. § 232.4(b); and (2) failing to provide a statement of the MAPR before issuing credit, 10 U.S.C. § 987(c); 32 C.F.R. § 232.6(a). Accordingly, all Membership-Program-Loan contracts with covered borrowers were void from the inception of those contracts, and covered borrowers do not owe any principal or interest under those contracts and have no obligation to pay any of those amounts. And because these loans were void and not otherwise subject to repayment Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 22 of 31

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obligation, nor were these covered borrowers obligated to continue their memberships until loan payoff or pay membership fees resulting from this purported obligation.

76.

Nevertheless, Defendants have serviced and collected Membership- Program Loans (as well as associated membership fees) issued to covered borrowers and told them via the MoneyLion website and mobile app as well as email and telephone that loan balances (including principal and interest) and fees are due and owed. Defendants have expressly or impliedly represented that they are legally entitled to demand and receive all principal, interest, and fees; that they are legally authorized to collect the associated payments; and that covered borrowers are legally obligated to pay the full amounts. 77.

78.

MLT, MLP, and the MoneyLion Lending Subsidiaries therefore have engaged in deceptive acts or practices that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B). Count Four Violation of the CFPA: Deceptive Acts and Practices Relating to Restrictions on Membership Cancellation (Against MLT and MLP) 79.

The Bureau realleges and incorporates by reference paragraphs 1 through 60.

80.

Section 1036(a)(1)(B) of the CFPA prohibits covered persons, such as Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 23 of 31

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MLT and MLP, from engaging in deceptive acts or practices. 12 U.S.C. § 5536(a)(1)(B). An act or practice is deceptive if it involves a material misrepresentation or omission that is likely to mislead consumers acting reasonably under the circumstances. Information is material to consumers if it is likely to affect a consumer’s conduct regarding the product or service. 81.

82.

83.

84.

These representations and omissions were likely to mislead consumers acting reasonably under the circumstances about their ability to cancel memberships and stop membership-fee charges. The representations and omissions Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 24 of 31

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were material because they were likely to affect the conduct or decisions of consumers regarding whether to enroll in a membership program or take out a Membership-Program Loan.

85.

MLT and MLP therefore have engaged in deceptive acts or practices that violated §§ 1031(a) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(a), 5536(a)(1)(B).

Count Five Violation of the CFPA: Unfair Acts and Practices Relating to Membership-Fee Charges After Consumer Requests to Cancel Membership (Against MLT and MLP) 86.

The Bureau realleges and incorporates by reference paragraphs 1 through 60.

87.

88.

As a result, consumers who wish to cancel their memberships but are financially unable to immediately pay off their loans have incurred multiple fees Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 25 of 31

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for a membership program that they no longer wanted—and in many instances asked to terminate. The accumulating monthly membership fees—of $19.99 to $29—have caused substantial injury.

90.

Consumers could not reasonably avoid such membership-fee charges. Once a consumer takes out a Membership-Program Loan, the only way to stop recurring membership fees is to pay off the loan in full, and many consumers who wish to cancel their memberships and stop membership-fee charges have been financially unable to immediately pay off their loans. 91.

Many consumers could not have reasonably avoided this circumstance because, for a substantial period, MLT and MLP represented in contracts that consumers had the right to cancel their memberships for any reason and did not make clear that in numerous instances MLT and MLP would not in fact permit consumers with unpaid loan balances to cancel their memberships. 92.

MLT and MLP have also engaged in other practices that have impeded consumers’ ability to reasonably avoid recurring membership-fee charges, including:

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; b.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; c.

using consumers’ investment and credit-reserve accounts to extract unpaid membership fees after consumers had paid off their loans; d.

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees; and Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 26 of 31

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suspending the memberships of consumers with unpaid membership fees and thereby cutting off these consumers’ access to their investment or managed accounts and to some membership features (including the ability to participate in rewards programs to offset fee charges) while still charging the full monthly membership fee. 93.

94.

MLT and MLP therefore have engaged in unfair acts or practices that violated §§ 1031(c) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(c), 5536(a)(1)(B).

Count Six Violation of the CFPA: Abusive Acts and Practices Relating to Membership-Program Loans (Against MLT and MLP) 95.

The Bureau realleges and incorporates by reference paragraphs 1 through 60.

96.

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service. 12 U.S.C. § 5531(d)(2)(A), (B).

97.

MLT and MLP have taken unreasonable advantage of consumers’ lack of understanding and inability to protect their interests in the following ways: a.

refusing to allow consumers to cancel memberships by paying off their loans in full using funds in their investment accounts or refusing to do so until consumers had paid past-due membership fees; c.

telling consumers with paid-off loans that they must pay any past-due membership fees before they could cancel their memberships; d.

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fees;

refusing to honor consumers’ requests to stop ACH withdrawals of membership fees;

suspending the memberships of consumers with unpaid membership fees and thereby cutting off these consumers’ access to their investment or managed accounts and to some membership features (including the ability to participate in rewards programs to offset fee charges) while still charging the full monthly membership fee, and, for a multi-year period, not lifting many consumers’ membership suspensions until they had paid all past, unpaid membership fees; g.

100. MLT and MLP therefore have engaged in abusive acts or practices that violated §§ 1031(d)(2)(A), (B) and 1036(a)(1)(B) of the CFPA. 12 U.S.C. §§ 5531(d)(2)(A), 5531(d)(2)(B), 5536(a)(1)(B). Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 29 of 31

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Demand for Relief The Bureau requests that the Court: a.

permanently enjoin all Defendants from committing future violations of the MLA and CFPA; b.

grant additional injunctive relief as the Court deems just and proper;

order all Defendants to pay damages, restitution, and other monetary relief to consumers; d.

order disgorgement or compensation for unjust enrichment; e.

impose on all Defendants civil money penalties; f.

award costs against all Defendants; and g.

award additional relief as the Court deems just and proper. Dated: April 22, 2025

Respectfully submitted, Cara Petersen Acting Enforcement Director Alusheyi J. Wheeler Deputy Enforcement Director Kara K. Miller Assistant Litigation Deputy

/s/Miriam Lederer Miriam Lederer (NY Reg. No. 4557906) Admitted Pro Hac Vice David Dudley (NY Reg. No. 3056546) Admitted Pro Hac Vice Enforcement Attorneys Consumer Financial Protection Bureau 1700 G Street, NW Washington, DC 20552 Telephone (Lederer): 202-435-5326 Telephone (Dudley): 202-603-3041 Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 30 of 31

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Fax: 202-435-7722 [email protected] [email protected]

Attorneys for the Consumer Financial Protection Bureau Case 1:22-cv-08308-JPC Document 119 Filed 04/22/25 Page 31 of 31

Stipulation (Nov. 2025)

PDF of this document (16 pages)

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UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

Consumer Financial Protection Bureau, Plaintiff, Case No. 1:22-cv-8308 V.

MoneyLion Technologies Inc., et al., Stipulated Final Judgment and Order Defendants.

STIPULATED FINAL JUDGMENT AND ORDER

1. The Consumer Financial Protection Bureau (“Bureau”) commenced this civil action on September 29, 2022, filed its First Amended Complaint on June 11, 2023, and its Second Amended Complaint on April 22, 2025, to obtain injunctive and monetary relief, and civil penalties from MoneyLion Technologies Inc., ML Plus, LLC, and the 37 entities collectively referred to as the “MoneyLion Lending Subsidiaries” listed in paragraph 16.

2. The Second Amended Complaint alleges violations of the Military Lending Act, 10 U.S.C. § 987, and its implementing regulation, 32 C.F.R. pt. 232 (collectively, the “MLA”), by Defendants in connection with their extensions of consumer credit to activeduty servicemembers and their dependents, and Sections 1031, 1036, and 1054 of the Consumer Financial Protection Act of 2010 (“CFPA”), 12 U.S.C §8§ 5531, 5536, 5564, by Defendants, in connection with certain loans and associated financial products and services offered and provided to Members (as defined in paragraph 18).

3. The Bureau and Defendants (jointly, the “Parties”) agree to entry of this Stipulated Final Judgment and Order (“Order”), without adjudication of any issue of fact or law, to settle and resolve all matters in dispute arising from the conduct alleged in the

Second Amended Complaint.

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I. Findings

4. The Court has jurisdiction over the Parties and the subject matter of this action.

5. For purposes of this Order, Defendants neither admit nor deny the allegations in the Second Amended Complaint, except Defendants admit the facts necessary to establish the Court’s jurisdiction over them and the subject matter of this action.

6. Defendants waive all rights to seek judicial review or otherwise challenge or contest the validity of this Order and any claim that they may have under the Equal Access to Justice Act, 28 U.S.C. § 2412, concerning the prosecution of this action through the date of this Order. Each Party agrees to bear its own costs and expenses, including without limitation, attorneys’ fees.

7. Entry of this Order is in the public interest.

II. Definitions

The following definitions apply to this Order:

8. “Affected Borrowers” means, collectively, “Affected Covered Borrowers” and “Affected Cancellation Borrowers” as defined in paragraphs 9 and 10.

9. “Affected Cancellation Borrowers” includes any Borrower who, between December 1, 2017 and October 11, 2024, MoneyLion reasonably determines tried, but was unable to, cancel their Membership due to having an outstanding MoneyLion Loan.

10. “Affected Covered Borrowers” means any Borrower who took out a MoneyLion Loan from any Defendant between December 1, 2017 and October 11, 2024, as identified by the Parties pursuant to the Redress Plan, and met the definition in this Order of a “Covered Borrower.”

11. “Board” means MoneyLion Inc.’s Board of Directors.

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12. “Borrowers” refers to Members who take out MoneyLion Loans, whether or not they are Affected Borrowers.

13. “Clearly and Prominently” means:

a. for textual communications (e.g., printed publications or words displayed on the screen of an electronic device), the disclosure must be of a type size and location sufficiently noticeable for an ordinary consumer to read and comprehend it, in print that contrasts with the background on which it appears; and

b. in all instances, the disclosure must be presented before the consumer incurs any financial obligation, in an understandable language and syntax, and with nothing contrary to, inconsistent with, or in mitigation of the disclosures used in any communication with the consumer.

14. “Covered Borrower” means a “covered member” or “dependent” as defined in 10 U.S.C. § 987(i) or a “covered borrower” as defined in 32 C.F.R. § 232.3.

15. “Credit Reserve Account” means the Borrower’s account used to hold the portion of money reserved as collateral for the Borrower’s MoneyLion Loan, rather than disbursed as up-front cash.

16. “Defendants” means MoneyLion Technologies Inc., ML Plus, LLC, and the following 37 entities collectively referred to as the “MoneyLion Lending Subsidiaries”: MoneyLion of Alabama LLC, MoneyLion of Arizona LLC, MoneyLion of California LLC, MoneyLion of Colorado LLC, MoneyLion of Connecticut LLC, MoneyLion of Delaware LLC, MoneyLion of Florida LLC, MoneyLion of Georgia LLC, MoneyLion of Idaho LLC, MoneyLion of Illinois LLC, MoneyLion of Indiana LLC, MoneyLion of Kansas LLC, MoneyLion of Kentucky LLC, MoneyLion of Louisiana LLC, MoneyLion of Maryland LLC, MoneyLion of Michigan LLC, MoneyLion of Minnesota LLC, MoneyLion of Mississippi LLC, MoneyLion of Missouri LLC, MoneyLion of Nevada LLC, MoneyLion of New Jersey LLC, MoneyLion of New Mexico LLC, MoneyLion of New York LLC, MoneyLion of North

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Carolina LLC, MoneyLion of North Dakota LLC, MoneyLion of Ohio LLC, MoneyLion of Oklahoma LLC, MoneyLion of Oregon LLC, MoneyLion of South Carolina LLC, MoneyLion of South Dakota LLC, MoneyLion of Tennessee LLC, MoneyLion of Texas LLC, MoneyLion of Utah LLC, MoneyLion of Virginia LLC, MoneyLion of Washington LLC, MoneyLion of Wisconsin LLC, and MoneyLion of Wyoming LLC, and their successors and assigns, individually, collectively, or in any combination.

17. “Effective Date” means the date on which the Order is entered by the

Court on the docket.

18. “Member” refers to an individual holding a Membership. 19. “Membership” means participation in a MoneyLion program via payment

of a monthly fee in exchange for access to Membership Benefits (as defined in paragraph 22.a.ii), including access to MoneyLion Loans.

20. “MoneyLion Loan” refers to a ML Plus Loan or a MoneyLion Credit Builder Loan from Defendants.

21. “Redress Plan” means a comprehensive written plan for providing redress consistent with this Order.

III. Conduct Provisions

A. Prohibited Conduct — Covered Borrowers IT IS ORDERED that:

22. Defendants and their officers, agents, servants, employees, and attorneys, and all other persons in active concert or participation with them who receive actual notice of this Order, are prohibited from:

a. Extending consumer credit to any Covered Borrowers where the military annual percentage rate (“MAPR”) exceeds 36 percent, with the following charges included in the calculation of the MAPR, consistent with 32 C.F.R. § 232.4(c): (a) any credit insurance premium or fee, any charge

for single premium credit insurance, any fee for a debt cancellation

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contract, or any fee for a debt suspension agreement; (b) any fee for a

credit-related ancillary product sold in connection with the credit

transaction; and (c)(i) finance charges associated with the consumer

credit; (ji) any application fee charged to a Covered Borrower who

applies for consumer credit; and (iii) any fee imposed for participation

in any plan or arrangement for consumer credit, including but not

limited to, any Membership fees required to be paid as a condition for

receiving the consumer credit.

ii.

For purposes of interpreting and applying this Order, fees charged to Covered Borrowers for a Membership that provides specific services (the “Membership Benefits”), in addition to access to the MoneyLion Loan, will not be considered in connection with or incident to the MoneyLion Loan, and the Membership fees will be excluded from the MAPR so long as: (A) the fees are Clearly and Prominently disclosed in accordance with the Order; and (B) Covered Borrowers have a right to cancel the Membership regardless of whether they have an active MoneyLion Loan, provided that MoneyLion may require that Covered Borrowers maintain their Membership for an_ initial period—not to exceed two months—prior to cancellation.

For purposes of this Order, “Membership Benefits” means a suite of benefits comparable or substantially similar to the current MoneyLion Credit Builder Plus Membership benefits: (1) managed investment accounts; (2) MoneyLion Loans; (3) credit monitoring and fraud alerts; (4) digital checking accounts; (5) the loyalty program and associated rewards; and (6) financial literacy products

and management tools.

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b. Selling the right to collect any unpaid Membership fees in connection with MoneyLion Loans with Covered Borrowers who were given a MoneyLion Loan that exceeded 36 percent MAPR as defined in this Order. However, Defendants shall be permitted to sell the right to collect principal and interest from Covered Borrowers.

B. Prohibited Conduct — All Members IT IS FURTHER ORDERED that:

23. Defendants and their officers, agents, servants, employees, and attorneys, and all other persons in active concert or participation with them who receive actual notice of this Order, are prohibited from:

a. Preventing Borrowers from cancelling their Memberships regardless of whether they: (i) have an unpaid MoneyLion Loan balance; (ii) have unpaid Membership fees; (iii) are behind on MoneyLion Loan payments; (iv) are in internal collections with respect to a MoneyLion Loan; or (v) have a suspended Membership; provided that MoneyLion may require that Members (including Borrowers) maintain their Membership for an initial Membership period—not to exceed two months—prior to cancellation.

b. Except as set forth in paragraph 22.a.i, representing to Members that they must do any of the following before cancelling their Membership: (i) pay off their MoneyLion Loan; (ji) become current on their MoneyLion Loan payments; or (ili) pay any past or upcoming Membership fees other than those incurred during the initial Membership fee period, not to exceed two months.

c. Engaging in collections activities for past, unpaid Membership fees with

Borrowers.

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d. Collecting Membership fees for any periods when the Members’ Memberships were suspended or the Members were otherwise prevented from accessing the Membership program.

e. Preventing Borrowers from paying MoneyLion Loans in full using funds in their Credit Reserve Account when such funds are greater than or equal to their outstanding MoneyLion Loan balances.

f. Using funds in Borrowers’ Credit Reserve Accounts to pay any Membership fee so long as such funds are held in the Credit Reserve Accounts as collateral security for the Borrowers’ MoneyLion Loans; and

g. Restricting Borrowers’ access to their Credit Reserve Account funds based solely on unpaid Membership fees.

24. Nothing in this Order prohibits Defendants from seeking or receiving:

a. payments from any Members who wish to return their Membership to good standing, or

b. payments for any current or future Membership period for any Member who has not cancelled or terminated their Membership.

C. Required Conduct — Covered Borrowers IT IS FURTHER ORDERED that:

25. Defendants shall not furnish negative consumer reporting information regarding Covered Borrowers where such reporting is based on unpaid Membership fees and shall take reasonable steps to remove any such negative consumer reporting, to the extent it exists.

D. Role of the Board and Executives IT IS FURTHER ORDERED that:

26. The Board has the ultimate responsibility for ensuring that all Defendants

comply with this Order.

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27.

Defendants’ Chief Executive Officers and the Board, respectively, must

review all plans and reports required by such Defendant under this Order, and any

submissions to the Bureau, prior to such submission.

28.

The Board and all Defendants’ Chief Executive Officers must:

a. authorize whatever actions are necessary for each Defendant to assess

whether each Defendant is complying with each paragraph and subparagraph of this Order and the Redress Plan required under Section

IV;

. authorize whatever actions, including corrective actions, are necessary

for each Defendant to fully comply with each paragraph and subparagraph of this Order and the Redress Plan required under Section

IV; and

. Trequire timely reporting by management to the Board and each

Defendant’s Chief Executive Officer on the status of compliance with

Defendants’ obligations under this Order.

IV. Monetary Provisions

A. Order to Pay Redress

IT IS FURTHER ORDERED that:

29.

Within 10 business days of the Effective Date, Defendants must reserve or

deposit into a segregated deposit account $1,750,000 for the purpose of providing redress

to Affected Borrowers as required by this Section (the “Redress Account”).

30.

Defendants must provide redress to Affected Borrowers as follows:

a. For Affected Covered Borrowers: $1,723,538.85, distributed pro rata as

a percentage of net Membership fees paid by each Affected Covered Borrower during the period in which they had an outstanding

MoneyLion Loan between December 1, 2017, and October 11, 2024.

. For Affected Cancellation Borrowers: $26,461.15.

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31. Defendants must relinquish all dominion, control, and title to all redress amounts sent to and accepted by Affected Borrowers to the fullest extent permitted by law, and Defendants have no right to reclaim funds paid under this Order.

32. Defendants must provide all relief to Affected Borrowers required by this Order. Defendants will ensure that the Redress Account is maintained, and that all valid claims for redress are honored, regardless of any corporate transaction, change in corporate form, or asset sale that might otherwise affect the Redress Account, including specifically requiring any successor entity to maintain the Redress Account and continue to honor valid claims for redress. Prior to the termination of this Order, Defendants must pay to the Bureau, by wire transfer to the Bureau or to the Bureau’s agent, and according to the Bureau’s wiring instructions, the balance of the Redress Account, at which point Defendants will not be responsible for honoring outstanding redress claims. The Bureau may use these remaining funds to pay additional redress to Affected Borrowers. If the Bureau determines, in its sole discretion, that additional redress is wholly or partially impracticable or otherwise inappropriate, or if funds remain after the additional redress is completed, the Bureau will deposit any remaining funds in the U.S. Treasury. Defendants will have no right to challenge any actions that the Bureau or its representatives may take under this paragraph.

33. Conditioned on the entry of this Order as proposed by the Parties, the Bureau has provided non-objection to a comprehensive written plan for providing redress consistent with this Order (the “Redress Plan”). Defendants must implement and adhere to the steps, recommendations, deadlines, and timeframes outlined in the Redress Plan, subject to reasonable extensions of deadlines requested by Defendants.

34. Defendants may not condition the payment of any redress to any Affected Borrower under this Order on that Affected Borrower waiving any right.

35. In the event of any default on Defendants’ obligations to make payment

under this Order, interest, computed under 28 U.S.C. § 1961, as amended, will accrue on

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any outstanding amounts not paid from the date of default to the date of payment, and will immediately become due and payable.

36. The facts alleged in the Second Amended Complaint will be taken as true and be given collateral estoppel effect, without further proof, in any proceeding based on the entry of the Order or in any subsequent civil litigation by or on behalf of the Bureau relating to this Order, including in a proceeding to enforce its rights to any payment or monetary judgment under this Order, such as a non-dischargeability complaint in any bankruptcy case.

37. The facts alleged in the Second Amended Complaint establish all elements necessary to sustain an action by the Bureau under Section 523(a)(2)(A) of the Bankruptcy Code, 11 U.S.C. § 523(a)(2)(A), and for such purposes this Order will have collateral estoppel effect against each Defendant, even in such Defendant’s capacity as debtor-in-possession.

38. Defendants acknowledge that their Taxpayer Identification Numbers, which Defendants previously submitted to the Bureau, may be used for collecting and reporting on any delinquent amount arising out of this Order, in accordance with 31 U.S.C. § 7701.

B. Compliance Report and Order Duration IT IS FURTHER ORDERED that:

39. Within 30 days of completing all actions required by the Redress Plan, Defendants must submit to the Bureau an accurate written compliance report (“Compliance Report”) that has been approved by the Board, the accuracy of which is sworn to under penalty of perjury, and which, at a minimum, details the steps Defendants have taken to implement the requirements of this Order, including:

a. describes in detail whether and how each Defendant has complied with the Redress Plan and each paragraph and subparagraph of this

Order, including:

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i. reporting on the number of Affected Borrowers who received redress;

li. reporting the total amount of redress paid to each of those Affected Borrowers; and iii. the manner of verification of such compliance and any corrective actions taken to remedy potential non-compliance with the applicable requirement, paragraph, or subparagraph; b. describes the steps Defendants have taken to comply with this Order, including Sections III(A-C) and IV(A);

c. attaches a copy of each Order Acknowledgment obtained under Section VI(B), unless previously submitted to the Bureau.

40. Within seven (7) days of submitting the Compliance Report to the Bureau, MoneyLion must file a status report with the Court, informing the Court that it has completed redress pursuant to the Order’s requirements.

41. This Order shall terminate (the “Termination Date”) 90 days from the date Defendants file with the Court the status report required under paragraph 40. During the 90-day period, the Parties will endeavor in good faith to resolve any outstanding issues relating to compliance with the Order.

42. Unless otherwise specified, the requirements in this Order apply only between the Effective Date and the Termination Date.

V. Release IT IS FURTHER ORDERED that:

43. The Bureau releases and discharges Defendants from all potential liability for law violations that the Bureau has or might have asserted based on the practices described in its Second Amended Complaint, to the extent such practices occurred before the Effective Date and the Bureau knows about them as of the Effective Date, and agrees

that this Order is “a final consent decree . . . entitled to res judicata effect.” Amalgamated

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Sugar Co. v. NL Indus., Inc., 825 F.2d 634, 639 (2d Cir. 1987). This release does not preclude or affect any right of the Bureau to determine and ensure compliance with this Order, or to seek penalties for any violations of this Order.

VI. Compliance Provisions

A. Reporting Requirements IT IS FURTHER ORDERED that:

44. Defendants must notify the Bureau of any development that may affect compliance obligations arising under this Order, including, but not limited to, a dissolution, assignment, sale, merger, or other action that would result in the emergence of a successor company; the creation or dissolution of a subsidiary, parent, or affiliate that engages in any acts or practices subject to this Order; the filing of any bankruptcy or insolvency proceeding by or against Defendants; or a change in Defendants’ names or addresses. Defendants must provide this notice, if practicable, at least 30 days before the development, but in any case, no later than 14 days after the development.

45. Within seven days of the Effective Date, Defendants must:

a. provide the Bureau with at least one telephone number, email, and postal address that the Bureau may use to communicate with each Defendant; and

b. provide the Bureau with at least one telephone number, email, and postal address as points of contact for Members with inquiries related to relief under this Order.

46. Defendants must report any change in the information required to be submitted under paragraph 44 at least 30 days before the change if practicable, but in any

case no later than 14 days after the change.

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B. Order Distribution and Acknowledgment IT IS FURTHER ORDERED that:

47. | Within seven days of the Effective Date, each Defendant must submit to the Bureau an acknowledgment of receipt of this Order, sworn under penalty of perjury.

48. Within 30 days of the Effective Date, Defendants must deliver a copy of this Order to all members of the Board and all Defendants’ executive officers, as well as to any managers, employees, or other agents and representatives who have responsibilities related to the subject matter of the Order.

49. | Defendants must deliver a copy of this Order to any business entity resulting from any change in structure referred to in paragraph 44, any future members of the Board and any of Defendants’ future executive officers, as well as to any managers, employees, or other agents and representatives who will have responsibilities related to the subject matter of the Order before they assume their responsibilities.

50. Defendants must secure a signed and dated statement acknowledging receipt of a copy of this Order, or other electronic verification of receipt, within 30 days of delivery, from all persons receiving a copy of this Order under this Section.

51. Ninety days from the Effective Date, Defendants must submit to the Bureau a list of all persons and their titles to whom this Order was delivered under this Section and a copy of all signed and dated statements acknowledging receipt of this Order under paragraph 50.

C. Recordkeeping IT IS FURTHER ORDERED that:

52. Defendants must create the following business records:

a. all documents and records necessary to demonstrate full compliance with the Redress Plan and each provision of this Order, including all

submissions to the Bureau; and

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b. all documents and records pertaining to the Redress Plan, described in Section IV.

53. Defendants must retain these documents for at least five years after creation and make them available to the Bureau upon the Bureau’s request. All documents and records must be maintained in their original electronic format. Data must be maintained in such a way that access, retrieval, auditing and production are not hindered.

D. Notices IT IS FURTHER ORDERED that:

54. Unless otherwise directed in writing by the Bureau, Defendants must provide all submissions, requests, communications, or other documents relating to this Order in writing, with the subject line, “CFPB v. MoneyLion Technologies Inc., et al., Case No. 22-cv-08308-JPC (S.D.N.Y.),” and send them to the following email:

[email protected] addressed as follows:

ATTN: Enforcement Director Division of Enforcement Consumer Financial Protection Bureau

E. Cooperation with the Bureau IT IS FURTHER ORDERED that:

55. Defendants must remain registered for the Bureau’s Company Portal and in connection with responding to consumer complaints and inquiries on the Company Portal must comply with the timely response requirements set forth in Section 1034(b)(1)-(3) of the CFPA, 12 U.S.C. § 5534(b).

56. Unless otherwise prohibited by law or regulation, Defendants must disclose on their consumer-facing websites that consumers can file a complaint with the Bureau

and provide the applicable telephone, website, and mailing information to do so.

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F. Compliance Monitoring IT IS FURTHER ORDERED that:

57. Within 14 days of receipt of a written request from the Bureau, Defendants must submit additional compliance reports or other requested information, including sworn testimony or documents, which must be made under penalty of perjury, regarding: (a) this matter; (b) anything related to or associated with the conduct described in the Second Amended Complaint; or (c) compliance with the Order.

58. For purposes of this Section, the Bureau may communicate directly with Defendants, unless Defendants retain counsel related to these communications.

59. Defendants must permit Bureau representatives to interview any employee or other person affiliated with Defendants who have agreed to such an interview regarding: (a) this matter; (b) anything related to or associated with the conduct described in the Second Amended Complaint; or (c) compliance with this Order. The person interviewed may have counsel present.

60. Nothing in this Order will limit the Bureau’s lawful use of compulsory process, under 12 C.F.R. § 1080.6.

G. Transfer or Assignment of Operations IT IS FURTHER ORDERED that:

61. Should Defendants seek to transfer or assign any part of their operations that are subject to this Order, Defendants must, as a condition of sale, obtain the written agreement of the transferee or assignee to comply with all applicable provisions of this

Order.

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IT IS FURTHER ORDERED that:

62. All pending motions are hereby denied as moot. 63. The Court will retain jurisdiction of this matter for the purpose of enforcing this Order.

The Court, having reviewed the Parties’ Stipulated Judgment, and for good cause,

hereby declares and decrees:

SO ORDERED.

Dated: November 24 , 2025 VF.

New York, New York JOHN P. CRONAN

United States District Judge The Clerk of Court is respectfully directed to close Docket Number 138.