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TRANSACTIONS WITH RELATED PARTIES

12 Months Ended

Dec. 31, 2024

TRANSACTIONS WITH RELATED PARTIES

TRANSACTIONS WITH RELATED PARTIES

23.TRANSACTIONS WITH RELATED PARTIES

The principal related parties with which the Group had significant transactions during the years ended December 31, 2024, 2023 and 2022 presented are as follows:

​	​	​
Related parties		Relationship with the Company
Pham Nhat Vuong		Managing Director and CEO
Vingroup JSC		Ultimate Parent
VIG		Shareholder
Asian Star Trading & Investment Pte. Ltd. (“Asian Star”)		Shareholder
Vinbus Ecology Transport Services Limited Liability Company (“Vinbus Ecology LLC”)	​	Entity under common control
Vincom Retail JSC		Associate of the Ultimate Parent Company (Entity under common control until March 30, 2024)
Vincom Retail Operation Company Limited (“Vincom Retail Operation LLC”)	​	Associate of the Ultimate Parent Company (Entity under common control until March 30, 2024)
Vincom Retail Landmark 81 Company Limited (“Vincom Retail Landmark 81 LLC”)		Associate of the Ultimate Parent Company (Entity under common control until March 30, 2024)
Vinhomes Industrial Zone Investment JSC (“VHIZ JSC”)	​	Entity under common control
Vinhomes Hai Phong Industrial Zone Investment JSC (“VHIZ Hai Phong JSC”)	​	Entity under common control
Vinhomes JSC		Entity under common control
Vinpearl JSC		Entity under common control
Vinsmart Research and Manufacture JSC (“Vinsmart JSC”)		Entity under common control
VinFast Lithium Battery Pack Limited Liability Company (“VinFast Lithium Battery Pack LLC”)		Entity under common control (Associate of the Ultimate Parent Company until July 2023)
Thai Son Construction Investment JSC		Entity under common control
Green and Smart Mobility Joint Stock Company (“GSM JSC”)	​	Entity under common control
PT XanhSM Green and Smart Mobility Indonesia (“PT Xanh SM Indo”)	​	Entity under common control
Ecology Development and Investment Joint Stock Company (“Ecology JSC”)	​	Entity under common control
Suoi Hoa Urban Development and Investment Joint Stock Company (“Suoi Hoa JSC”)	​	Entity under common control
VinCSS Internet Security Services Joint Stock Company (“VinCSS JSC”)	​	Entity under common control
VinITIS Transmission Infrastructure and Information Technology Solution (“VinITIS JSC”)	​	Entity under common control
Green City Development Joint Stock Company (“Green City Development JSC”)	​	Entity under common control
Vinmec Joint Stock Company (“Vinmec JSC”)	​	Entity under common control
Metropolis Ha Noi Joint Stock Company (“Metropolis Ha Noi JSC”)	​	Entity under common control
V-Green Global Charging Stations Development Joint Stock Company (“V-Green JSC”)	​	Entity under common control

​

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

Significant transactions with related parties during the year ended December 31, 2024, 2023 and 2022 were as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​		​	​	For the year ended December 31,
​	​	​		2022		2023		2024		2024
Related party	​	Transactions		VND million		VND million		VND million		USD
Vingroup JSC		Borrowings		65,338,768		91,531,622		60,854,614	​	2,500,703,267
​		Borrowings (converted from interest payable)		2,625,845		—		2,792,567	​	114,755,167
​		Interest expense		2,808,526		4,341,287		8,014,773	​	329,351,675
​		Capital contribution by offsetting against borrowings		45,733,714		1,173,000		20,000,000	​	821,861,516
​		Capital contribution receipt in cash		6,163,392		765,000		—	​	—
​		Capital contribution by offsetting against P-notes		25,782,160		—		—	​	—
​		Issuance of DPS		13,995,359		—		—	​	—
​		Cash received from selling car vouchers		700,150		—		—	​	—
​	​	Loan receivables	​	285,000	​	31,708	​	—	​	—
​		Interest receivables		68,576		1,335		—	​	—
​	​	Vingroup guarantee for VinFast’s payment obligations	​	(i)	​	(i)	​	(i)	​	(i)
​	​	​	​	​	​	​	​	​	​	​
Asian Star		Borrowings		94,920		—		—	​	—
​	​	Capital contribution receipt in cash	​	47,569	​	—	​	—	​	—
​	​	Sponsorship contribution - accounted for as deemed contribution	​	—	​	1,667,786	​	—	​	—
​	​	​	​	​	​	​	​	​	​	​
VIG	​	Consideration receivable from disposal of ICE assets which was used to offset against P-notes	​	24,208,340	​	—	​	—	​	—
​		Consideration receivable from disposal of ICE assets which was used to offset against debts related to lease back ICE assets		1,148,215		—		—	​	—
​		Cash received for disposal of ICE assets (inclusive of VAT receivable)		2,000,000		—		1,642,444	​	67,493,076
​		Capital contribution receipt in cash		106,168		—		—	​	—
​	​	Sponsorship contribution - accounted for as deemed contribution	​	—	​	—	​	74,904	​	3,078,036

​

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

Significant transactions with related parties during the year ended December 31, 2024, 2023 and 2022 were as follows (continued):

​

​	​	​	​	​	​	​	​	​	​	​
​		​		For the year ended December 31,
​	​	​	​	2022		2023		2024		2024
Related party	​	Transaction		VND million		VND million		VND million		USD
Pham Nhat Vuong		Sponsorship contribution - accounted for as deemed contribution		350,000		22,795,472		8,277,310	​	340,140,127
​	​	Deemed contribution from owner to VinFast’s customers (ii)	​	—	​	—	​	5,900,755	​	242,480,173
​	​	VinES transactions	​	(iii)	​	(iii)	​	(iii)	​	(iii)
​	​	​	​	​	​	​	​	​	​	​
Vinhomes JSC		Cash received from selling car and e-scooter vouchers		5,345,953		—		—	​	—
​	​	Sale of vehicles	​	—	​	—	​	1,613,572	​	66,306,637
​		Sale of smart devices		1,933		136,773		5,681	​	233,450
​	​	Service fee	​	95,811	​	68,002	​	82,934	​	3,408,013
​	​	​	​	​	​	​	​	​	​	​
Vinpearl JSC		Borrowing		500,000		—		—	​	—
​		Interest receivable		77,711		331,394		2,071	​	85,104
​		Purchase of hospitality vouchers		56,095		160,564		55,423	​	2,277,502
​	​	Purchase of other services	​	99,224	​	96,026	​	126,523	​	5,199,219
​	​	Advance to buy voucher	​	150,000	​	—	​	—	​	—
​	​	Hotel service expenses	​	99,794	​	43,044	​	19,370	​	795,973
​		Loan receivables		—		11,210,000		300,000	​	12,327,923

(i) There are certain loans and borrowings of VinFast guaranteed by ultimate parent. Details are presented in Note 13.

(ii) This represents the estimated amount to be paid directly by Mr. Pham to V-Green for the entire free charging period for all applicable sales up to December 31, 2024 under the free charging program in Vietnam (excluding the free charging programs that announced and committed by VinFast previously).

(iii) Details are presented in Note 3.

​

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

Significant transactions with related parties during the year ended December 31, 2024, 2023 and 2022 were as follows (continued):

​

​	​	​	​	​	​	​	​	​	​	​
​		​		For the year ended December 31,
​	​	​		2022		2023		2024		2024
Related party	​	Transaction		VND million		VND million		VND million		USD
Vinsmart JSC	​	Purchase of fixed assets, tools, materials and goods	​	3,178,988	​	25,279	​	225,082	​	9,249,312
​		Sponsorship contribution - accounted for as deemed contribution		—	​	—		12,000,000		493,116,910
VHIZ JSC		Contractual profit sharing under business investment and cooperation contract		56,000	​	—		—		—
​		Interest expense		1,326,838	​	1,729,858		1,485,300		61,035,546
​	​	Payment on behalf	​	377,921	​	171,750	​	1,580	​	64,927
VHIZ Hai Phong JSC (*)	​	Interest expense	​	—	​	—	​	283,217	​	11,638,258
Vincom Retail JSC		Borrowings		3,250,000	​	3,540,000		—		—
​	​	Interest expense	​	54,547	​	42,262	​	—	​	—
Vincom Retail Operation LLC		Rental showrooms and charging stations		110,077	​	109,551		174,200		7,158,414
​		Borrowings		4,570,000	​	6,920,000		2,130,000		87,528,251
​	​	Interest expense	​	55,726	​	117,031	​	138,128	​	5,676,104
Suoi Hoa JSC	​	Borrowings	​	—	​	685,000	​	230,000	​	9,451,407
VinFast Lithium Battery Pack LLC		Purchase of assets, materials and tools		80,077	​	5,140		138,425		5,688,309
Vinbus Ecology LLC		Revenue from sale of electric buses		847,128	​	170,427		87,963		3,614,670
​	​	Borrowings	​	—	​	—	​	18,474,000	​	759,153,483
​	​	Interest expense	​	—	​	—	​	327,755	​	13,468,461
​	​	Loan receivables	​	—	​	—	​	9,900,000	​	406,821,451
​	​	Interest receivables	​	—	​	—	​	180,197	​	7,404,849
Ecology JSC		Revenue from sale of electric buses		46	​	254,902		21,545		885,350
GSM JSC		Revenue from sale of vehicles		—	​	18,557,705		9,852,019		404,849,764
​	​	Other revenues	​	—	​	9,184	​	53,796	​	2,210,643
​	​	Late payment penalty interest	​	—	​	143,856	​	245,817	​	10,101,377
PT Xanh SM Indo	​	Revenue from sale of vehicles	​	—	​	—	​	1,654,307	​	67,980,563
V-Green JSC	​	Revenue from business cooperation contracts	​	—	​	—	​	55,298	​	2,272,365
​	​	Payment on behalf	​	—	​	—	​	398,554	​	16,377,810
​	​	Charging subsidies	​	—	​	—	​	211,875	​	8,706,595
VinCSS JSC	​	Information technology service fee	​	73,421	​	94,196	​	61,353	​	2,521,183
VinITIS JSC	​	Information technology service fee	​	28,959	​	60,020	​	103,642	​	4,258,969
Vincom Retail Landmark 81 LLC	​	Borrowings	​	—	​	—	​	140,000	​	5,753,031
Thai Son Construction Investment JSC		Borrowings		—	​	7,500,000		—		—
​	​	Interest expense	​	—	​	86,136	​	—	​	—
Green City Development JSC	​	Borrowings	​	—	​	5,720,000	​	—	​	—
​	​	Interest expense	​	—	​	134,363	​	—	​	—
Vinmec JSC	​	Loan receivables	​	—	​	1,040,000	​	—	​	—
​	​	Interest receivables	​	—	​	15,671	​	—	​	—
Metropolis Ha Noi JSC	​	Borrowings	​	1,725,000	​	—	​	—	​	—

(*) In November 2024, VHIZ JSC split into VHIZ Hai Phong JSC, VHIZ Ha Tinh JSC and VHIZ JSC. Accordingly, VHIZ JSC transfer all rights and obligations under the factory leasing contract previously signed with the Company to VHIZ Hai Phong JSC.

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

Terms and conditions of transactions with related parties during the years

During the year ended December 31, 2024, 2023 and 2022, the Group sold/purchased goods and rendered/purchased services to/from related parties based on negotiated prices.

The sales to and purchases from related parties are made on terms agreed among parties. Outstanding balances at the year-end are unsecured and interest free (except for borrowings from related parties as disclosed in Note 23a and overdue receivables from related parties) and settlement occurs in cash or offsetting against debts. There has been no guarantee provided or received for any related party receivables or payables.

During the years ended December 31, 2024, 2023 and 2022, the Group has not made provision for doubtful debts relating to amounts due from related parties. This assessment is undertaken each financial period through the examination of the financial position of the related parties and the market in which the related parties operate.

Capital Funding Agreement

VinFast Vietnam, a subsidiary, has entered into the Capital Funding Agreement and the related amendment with Mr. Pham and Vingroup JSC, Asian Star, VIG (hereby called the Initial Shareholders) that provides a framework for us to receive up to VND60,000.0 billion (USD2,465.6 million), consisting of VND24,000.0 billion (USD986.2 million) in grants from Mr. Pham, directly or through the Asian Star and VIG, as well as up to VND24,000.0 billion (USD986.2 million) in loans and up to VND12,000.0 billion (USD493.1 million) in grants from Vingroup JSC through its subsidiary Vinsmart JSC by April 2024, in amounts to be mutually agreed, at such time as required by VinFast and subject to Mr. Pham and the Company’s Initial Shareholders having sufficient financial resources. These fundings have been completely disbursed to us until April 2024.

In November 2024, VinFast Vietnam, has entered into the Grant Agreement with Mr. Pham, Asian Star and VIG (“Grantors”) that provides a framework for us to additionally receive in cash or in kind value of up to VND50,000.00 billion, in amounts to be mutually agreed, at such time as required by VinFast and subject to financial capacity of Grantors at that time. As of December 2024, Mr. Pham disbursed an aggregate amount of VND5,000 billion (USD205.5 million) to VinFast in accordance with this Grant Agreement.

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

Capital Funding Agreement (continued)

Amounts due to and from related parties as of December 31, 2024 and 2023:

​

​	​	​	​	​	​	​
​		As of December 31
​		2023		2024		2024
​	​	VND million	​	VND million	​	USD
Amounts due from related parties
Short-term advance to and receivables (Note 23b)		2,374,382		4,272,121		175,554,592
Long-term receivables		51,073		3,630		149,168
Total		2,425,455		4,275,751		175,703,760
​	​	​	​	​	​	​
Amounts due to related parties				​		​
Short-term payables to and borrowings from related parties		49,341,144		64,251,391		2,640,287,282
Short-term payables (Note 23b)		6,216,882		9,370,301		385,054,489
Short-term borrowings (Note 23a)		43,124,262		54,881,090		2,255,232,792
Long-term payables to related parties		19,682,747		42,095,740		1,729,843,435
Long-term payables (Note 23b)		17,297,050		18,142,459		745,529,443
Long-term borrowings (Note 23a)		2,385,697		23,953,281		984,313,992
Total		69,023,891		106,347,131		4,370,130,717

​

a)Detail of loans to and borrowings from related parties:

As of December 31, 2024:

​	​	​	​	​	​	​
​		​		Interest rate		​
Related parties	​	VND million	​	per annum	​	Maturity date
Short-term borrowings from related parties	​		​		​
Vingroup JSC		54,840,302		From 5.2% to 12	%	From February to December 2025
Vinpearl Australia Pty Ltd.	​	40,788	​	7	%	From January to December 2025
Total		54,881,090
Long-term borrowings from a related party
Vingroup JSC		23,953,281		From 9.175% to 15	%	From January 2026 to May 2028
Total		23,953,281

​

​

23. TRANSACTIONS WITH RELATED PARTIES (continued)

a)Detail of loans to and borrowings from related parties: (continued)

As of December 31, 2023:

​	​	​	​	​	​	​
​		​		Interest rate		​
Related parties	​	VND million	​	per annum	​	Maturity date
Short-term borrowings from related parties	​		​		​
Vingroup JSC	​	43,107,758	​	From 5.7% to 12	%	From February 2024 to December 2024
Vinpearl Australia Pty Ltd.		16,504		7	%	August 2024
Total		43,124,262
Long-term borrowings from a related party
Vingroup JSC		2,385,697		From 14.5% to 15	%	August 2025 and September 2026
Total		2,385,697

​

b)Detail of other balance due from and due to related parties:

As of December 31, 2024:

​	​	​	​	​
Related parties		Transactions		VND million
Short-term advance to and receivables from related parties
GSM JSC	​	Receivable from sale of vehicles and deferred payment interest	​	2,343,282
PT Xanh SM Indo	​	Receivable from sale of vehicles	​	1,325,057
V-Green JSC		Receivable from sharing of business cooperation contact, payment on behalf and others		371,046
Others		Other advance and short-term receivables		232,736
Total		​		4,272,121
Short-term payables to related parties
VHIZ JSC		Payable for leaseback transaction and others		131,978
VHIZ Hai Phong JSC		Payable for leaseback transaction and others (*)		1,503,791
Vingroup JSC		Interest payables and others		5,918,690
Vinsmart JSC		Payable for purchasing of raw materials and assets		237,371
Vinhomes JSC	​	Advance received for car vouchers	​	338,169
​		Other payables		155,420
Vinbus Ecology LLC		Interest payables and others		300,525
GSM JSC		Payable for purchasing of tools, supplies and assets and others		140,864
V-Green JSC		Payable for purchasing of services and subsidy of charging fee to customers		145,759
Others		Other payables		497,734
Total		​		9,370,301
Long-term payables to related parties
VHIZ Hai Phong JSC	​	Payables for leaseback transaction and others (*)	​	17,924,650
Vingroup JSC		Interest payables		217,809
Total		​		18,142,459

​

​

23.TRANSACTIONS WITH RELATED PARTIES (continued)

b)Detail of other balance due from and due to related parties (continued):

As of December 31, 2023:

​	​	​	​	​
Related parties		Transactions		VND million
Short-term advance to and receivables from related parties
GSM JSC	​	Receivable from sale of vehicles	​	1,819,845
Ecology JSC		Receivable from sale of electric buses		275,215
Vinhomes JSC		Receivable from sale of smart devices		87,735
Vinbus Ecology LLC		Receivable from sale of electric buses		75,010
VHIZ JSC	​	Payment on behalf and others	​	36,760
Others		Other advance and short-term receivables		79,817
Total		​		2,374,382
Short-term payables to related parties		​
VHIZ JSC		Payable for leaseback transaction and others (*)		1,286,358
Vingroup JSC	​	Interest payables and others	​	2,051,018
Vinsmart JSC		Payable for purchasing of raw materials and assets		115,232
Vinhomes JSC		Car vouchers which have not been redeemed		890,174
​	​	Other payables	​	1,496,378
Vin3S JSC	​	Payable for purchasing of assets and services	​	59,009
Others		Other payables		318,713
Total		​		6,216,882
Long-term payables to related parties
VHIZ JSC		Payables for leaseback transaction and others (*)		16,827,686
Vingroup JSC		Interest payables		469,364
Total		​		17,297,050

(*) In February 2022, VinFast Vietnam completed the transfer of the component projects (mainly include land and structures, factories and infrastructure associated on the land of the VinFast Automotive Manufacturing Complex project in Hai Phong) to VHIZ JSC. At the same time, VinFast Vietnam also signed a long-term lease contract (45 years) to lease back majority of the transferred assets (except for those in the Supplier Park) from VHIZ JSC (“the Leased-back assets”), to continue production activities of VinFast Vietnam. The Leased-back assets continue to be recognized as property, plant and equipment of the Group.

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