vinschool real estate

SUSTAINABLE

QUALITY

EFFICIENCYVINECO

VINECO

HOSPITALITYVILLAENTERTAINMENT

AGRICULTURE

HAPPINESS

HEALTHHEALTH

VINPEARL

HAPPINESSHEALTH

INSPIRE

PREMIUM

PREMIUM

EFFICIENCY

EFFICIENCY

HUMANITY

RESORT

CONVENIENCECONVENIENCE

CONVENIENCEINNOVATION

VINPRO+

SAFE

VINMART

VINMART+

VINHOMES

VINPRO

VINPRO

VINPRO

VINEXPRESS

VINECO

VINCOM

MODERN

VINHOMES

VINPEARL

VINPEARL HOSPITALITY

INSPIRE

VINCOM

SAFE CLEAN

SAFE

SAFE

VINMEC

MODERN

VINMEC

RETAIL

VINDS

VINDS

VINDS

VINDS

VINSCHOOL

VINSCHOOL

VINSCHOOL

ADAYROI

ADAYROI

ADAYROI

PROPERTY

VILLA

HOSPITALITY

ENTERTAINMENT

ENTERTAINMENT

ENTERTAINMENT

ENTERTAINMENT

ENTERTAINMENT

VINCOM

HEALTHCARE

HEALTHCARE

EDUCATION

EDUCATION

EDUCATION

RETAIL

CONDOTELVILLA

RESORTINSPIRE

SAFE

VILLA

VILLA

BEST PRACTICEGOLF COURSE

CLEAN

AGRICULTUREPROPERTY

AGRICULTURERESORT

SHOPHOUSE

SHOPHOUSE

CLEANCLEAN

REAL ESTATE

PROPERTY

TO CREATE A BETTER LIFE FOR THE VIETNAMESE PEOPLEANNUAL REPORT 2015

VINGROUP JOINT STOCK COMPANY

No. 7 Bang Lang 1, Vinhomes Riverside Ecological Area, Viet Hung Ward, Long Bien District, Hanoi, VietnamTel: (84-4) 3974 9999Fax: (84-4) 3974 8888Website: www.vingroup.net

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CORPORATE PROFILE

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195

CONTENT

Corporate GovernanceVingroup Governance Structure

Report of the Board of Directors

Report of the Supervisory Board

Governance Report

Internal Audit Report

Risk Management

Share Information and Investor Relations

42

78CONSOLIDATED FINANCIAL

STATEMENTSVAS Consolidated Financial Statements

Summary IFRS Consolidated Financial Statements

Reconciliation between VAS and IFRS Consolidated Income Statements

2006

Vision, Mission and Core Values

2015 At a Glance

2015 Titles and Awards

2015 Highlights

Message from the Chairman

2011 – 2015 Financial and Operational Highlights

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58SUSTAINABLE DEVELOPMENTVingroup’s Vision for Sustainability

2015 Highlights

Managing Sustainability

2015 Sustainability Report

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MANAGEMENT REPORT ON 2015 BUSINESS PERFORMANCE AND 2016 PLAN OF ACTION

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2015 Economy and 2016 Outlook

Vingroup Operations and Financial Performance in 2015

Blueprint for 2016

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About Vingroup

Corporate Milestones

Businesses

Corporate Structure

Board of Directors

Management

Supervisory Board

Development Strategy

VINGROUP 2015

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VINPEARL HA LONG BAY RESORTHa Long, Quang Ninh

for the Vietnamese people

To create a better life

Property: Vinhomes – Where happiness lives Vincom – Retail and entertainment under one roof

Hospitality and Entertainment: VINPEARL & Vinpearl land invites visitors to enjoy life’s best experiences

Consumer Retail: VinCOMMERCE brings world’s best products and services right to your door

Healthcare: Vinmec delivers comprehensive diagnostic, treatment, and preventive services

Education: Vinschool goes beyond teaching to nurture the next generation of the nation’s leaders

Agriculture: VinEco creates a sustainable ecosystem to grow, sustain, and protect Vietnam’s food supply for the long-term health and welfare of the people


2015 At a Glance

2015 Titles and Awards

2015 Highlights


2011 – 2015 Financial and Operational Highlights

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To create a better life for the Vietnamese people

“There is still so much to do. We have only just begun to deliver on our promise to improve the quality of life of the people in Vietnam. What we have achieved is quite small in the context of Vietnam’s economy, let alone the world.”

Pham Nhat Vuong, Chairman of the Board

Quoted in the December 2015 issue of Forbes Vietnam vingroup 2015

Integrity

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SLOGANAs a twenty-three-year-old company, Vingroup believes it is important to preserve the entrepreneurial ways of thinking that led to its success. The start-up mindset includes listening to customers, cultivating creativity, demonstrating the courage to innovate, and collaborating to succeed. These qualities will continue to guide our future growth and development.

LogoThe Vingroup logo shows a bird in flight towards the sun, expressing our desire to reach new heights and our determination to achieve new levels of success.

The V-shape of the bird’s wings refers both to Vietnamese national pride and to victory in our competitive markets.

The five stars beneath the bird stand for Vingroup’s gold-standard criteria and principles.

The two colors, red and yellow, are from Vietnam’s national flag, expressing Vingroup’s pride in Vietnamese identity, spirit, and intelligence.

“PreservINGthe Start-Up Mindset”

Vision

Vingroup’s vision is to be the leading property developer and retailer in Vietnam by establishing a reputation as a Vietnamese brand that adheres to international standards.

Core ValuesCredibility - Integrity - Creativity - Speed - Quality - Humanity

Credibility Vingroup vigorously protects its Credibility as one would protect one’s honor. The Group is fully prepared to execute its plans and spares no effort in meeting its goals.

Integrity Vingroup considers Integrity a foundation of its business. We comply fully with the law and maintain the highest level of professional and social ethics. In other words, customers come first.

Creativity Vingroup believes that Creativity enables the Group to deliver on its philosophy of “Dare To Think, Dare to Do” aimed at building an organization eager to learn.

Speed Vingroup considers Speed and efficiency in every activity as a guiding principle. We practice “Fast Decision – Fast Investment – Fast Deployment –Fast Sales – Fast change and Quick Adaptation.”

Quality The Group operates under the principle of “Best People – Best Products and Services – Best Life – Best Society.”

Humanity Vingroup respects the interests all of our stakeholders. We value employees as our most important resource, and we foster harmony among stakeholders’ interests to create a foundation for fairness, integrity, unity, and strength.


MissionFor the market: Vingroup provides products and services that meet the highest international standards while reflecting the customs and cultural values of Vietnam.

Shareholders and partners: To uphold a cooperative spirit of mutual development and to commit to becoming “The Number One Companion” to our partners and shareholders by creating sustainable value over the long-term.

For employees: To establish a dynamic, creative and compassionate work environment that enables all employees to achieve their highest potential.

For the Vietnamese society: To demonstrate corporate social responsibility that harmonizes corporate goals with community contributions.


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2015 at a glance

OWNERS’ EQUITY

VND37.6 trillion NET REVENUE

VND34.0 trillion

TOTAL ASSETS

VND145.5 trillion

MARKET CAPITALIZATION

VND85.4 trillion PROFIT BEFORE TAX

VND2.9 trillion

2015 Titles And Awards

Top 10 largest corporate taxpayers in Vietnam (Vietnam Report)

Among the many titles received by Vingroup during 2015, in November, the Group was for the second consecutive year ranked among the ten largest corporate taxpayers in Vietnam, and the only private corporate taxpayer on the Top Ten list.

Top 10 Vietnam Gold Star Award (Vietnam’s Young Entrepreneur Association) Vietnam’s Young Entrepreneur Association recognized the Group with its prestigious Top Ten Gold Star Award, based on its significant contributions to the Vietnamese economy and the nation.

Top 15 Best Brand Award (Ministry of Industry and Trade)

On March 15, 2015, Vingroup was awarded the Best Brand Award for 2015 by the Ministry of Industry and Trade, for the eighth consecutive year, an award presented jointly by the Vietnam Economic Times and the Vietnam Trade Promotion Bureau.

Top 10 5-star Hotels in Vietnam (Vietnam National Administration of Tourism)This award was presented by Vietnam National Administration of Tourism, a unit of the Ministry of Culture, Sports, and Tourism. Vinpearl Nha Trang Resort has now received this award for six consecutive years.

Vinschool honored with Certificate of Excellence from Ministry of Education and Training

This award was given in recognition of Vinschool’s participation in comprehensive education reform, particularly its teaching quality and pioneering role in educational innovation.

Most valuable real estate brand in Vietnam in 2015 (Brand Finance Awards)

In October 2015, Vinhomes was recognized as the most valuable real estate brand in Vietnam by Brand Finance. Vincom and Vinpearl were also listed among the fifty most valuable brands in Vietnam.

Asia Pacific Property Awards

On May 9, 2015, Times City received the Highly Commended Award in the Vietnam Best Mixed-Use Development category and Vincom Mega Mall Times City received the Highly Commended Award in the Vietnam Best Retail Development category at the Asia Pacific Property Awards.

Euromoney Awards

Vingroup received three Euromoney Real Estate Awards in 2015. These awards included Best Developer Overall – Vietnam, Best Mixed Use Developer – Vietnam and “Best Hotel/Leisure Developer – Vietnam.

VINHOMES sales of 14,000 apartments, villas and shophouses

3,500,000 VINPEARL LAND guests

Approximately 30,000 employees plus thousands more jobs created for the economy in construction and other services supporting our activities

VINSCHOOL enrollment of

10,000 K-12 students

22 VINCOM shopping centers

in 11 provinces

50 VINMART supermarkets

and 500 VINMART+ convenience stores

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Vincom Retail added fifteen new shopping malls 2015 was a year of rapid expansion for Vincom Retail, with 15 new shopping malls added, bringing the total number of shopping malls in the network to 22. Vincom Retail also increased its presence in key cities and provinces throughout Vietnam, including Hanoi, Ho Chi Minh City, Da Nang, Hai Phong, Quang Ninh, Can Tho and Viet Tri, and, as a result, extended the Group’s lead over its nearest competitors in terms of retail space under management.

Vinpearl opened three new resorts in 2015Vinpearl simultaneously opened three new five-star resorts: Vinpearl Ha Long Bay Resort, Vinpearl Nha Trang Bay Resort & Villas on Hon Tre Island and Vinpearl Phu Quoc Resort & Golf, bringing the brand’s total capacity to more than 5,000 hotel and beach villa rooms. Vinpearl was the first high-end hotel operator to launch 5-star projects in Phu Quoc and Ha Long. In addition, the Group unveiled the well -received sale-and-management plan designed to provide an ownership option packaged with attractive returns.

Vingroup was the fastest-growing retailer in VietnamDuring 2015, Vingroup was the fastest-growing retail operator in Vietnam by combining organic nation-wide expansion with the completion of the acquisitions of 100% interests in MaxiMark and Vinatexmart. Vingroup’s retail network has reached store counts of 50 VinMart supermarkets, 500 VinMart+ convenience stores, 115 VinPro and VinPro+ electronics stores, and 41 VinDS consumer lifestyle specialty stores.

Vinpearl Safari Phu Quoc opened In December 2015, Vingroup opened Vinpearl Safari and Conservation Park in Ganh Dau on Phu Quoc Island. Vinpearl Safari Phu Quoc is Vietnam’s first semi-wild zoo. With this latest addition, Vinpearl Phu Quoc became the leading eco-tourism mega–project in Vietnam, as well as a major destination for tourists from throughout Southeast Asia.

VinEco produced its first crop of clean and safe vegetablesOn October 1, 2015, VinEco delivered its first crop of safe vegetables only six months after the company was established. In launching VinEco, the Group has entered large–scale agricultural production as a means of offering Vietnamese consumers a trusted source of fresh, safely harvested and delivered vegetables.

E-Commerce website www.adayroi.com launchedIn August 2015, Vingroup launched the beta version of its e–commerce subsidiary, Adayroi, offering the widest range of products of any e–commerce operator in Vietnam. Adayroi not only offers fashion, stationary, electronics, health and beauty aids, baby care merchandise, but also automobiles and fresh groceries – categories that were not previously available online in Vietnam.

Private equity investment firm Warburg Pincus made an additional investment in Vincom RetailThe leading private equity investment firm Warburg Pincus made an additional investment of approximately USD100 million and remains a minority investor in Vincom Retail. This follow–on to their earlier investment brings Warburg’s total investment in Vincom Retail to USD300 million. Warburg Pincus’ investment represents one of the largest investments made by a private equity firm in a Vietnamese company to date.

Vinmec receives JCI accreditation In June 2015, Vinmec became the first hospital in Vietnam to receive a Joint Commission International (JCI) Certificate. Recognized in more than 90 countries, JCI is the gold standard in global healthcare.

Vingroup successfully launched sales of new projects and introduced several new property productsVinhomes continued its nonstop schedule of breaking ground for new development projects nationwide. From apartments, urban villas, resort villas to shophouses, the Group led the mid- to high-end segments across all categories with a record of 14,000 units sold during 2015. In addition, three Vinhomes mixed-use projects in Hanoi were recognized as the most desirable urban communities to live in Vietnam.

Beyond continuing to grow in terms of units sold, Vingroup also introduced two new product categories – Vincom Shophouses and Vinpearl Condotels. These new categories add to the diversity of offerings and provide customers with additional investment options.

Vinmec opened two new hospitals in Phu Quoc and Ho Chi Minh CityIn 2015, Vinmec opened two new hospitals in Phu Quoc and Ho Chi Minh City, delivering on the plan to expand the Vinmec healthcare network to ten hospitals throughout the country within 5 years. Vinmec Central Park International Hospital is the Group’s first hospital in Ho Chi Minh City. In Phu Quoc, Vinmec Phu Quoc International Hospital is the island’s first hospital designed to provide premium quality medical care to both local and visitors from outside of Vietnam.

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Dear Valued Shareholders,

On behalf of the Board of Directors, I would like to extend to you my warmest greetings and wish you good health, happiness, and success.

Ladies and Gentlemen,

2015 – A year of spectacular breakthroughs

In 2015, improvements in the macroeconomic outlook have led to a recovery in the real estate market. Macroeconomic improvements were broad–based, and economic growth is now at the highest level of the past five years. Inflation is at record low levels and interest rates have stabilized. These economic improvements have created a favorable climate for real estate development.

For Vingroup, 2015 has been a year of numerous grand opening and ground-breaking ceremonies, and also a year of breakthroughs throughout the Group. Our business units have grown dramatically in scale and geographic coverage across Vietnam. Vingroup has achieved record revenue levels of VND 34.0 trillion, and contracted property sales totaled VND70.8 trillion. We added 12,000 new employees to support our growth, bringing total employee head count to approximately 30,000.

Our reputation and influence have grown as the Group remains the largest private taxpayer in Vietnam and has been awarded a Top Ten Gold Star Award, in addition to receiving recognition from several other well–known national and international organizations.

Within each business segment, Vinhomes has maintained its position as Vietnam’s leading residential developer, having launched several new apartment, villa and shophouse developments throughout the country. Vinhomes is also the leader in number of units sold, with record


Vingroup has chosen a challenging road ahead. Our mission is to improve the quality of life for current and future generations of Vietnamese people. We will devote all of our heart, mind and effort to realize that mission.

“To create a better life for the Vietnamese people”

Our inspiring mission

Pham Nhat Vuong Vingroup Chairman

Achieved recordrevenue levels of

VND34.0 trillion and Contracted

property sales totaled

VND70.8 trillion.

added

12,000 new

employees to support our

growth, bringingtotal employee head count to approximately

30,000.

contracted sales of 14,000 residential units. In 2015 Vinhomes was recognized by Brand Finance, the world’s leading brand valuation consultancy, as one of the Top Ten most valuable brands in Vietnam – the only real estate brand on this list.

Vincom Retail more than doubled the number of shopping centers under management by adding fifteen new malls, bringing its current total to 22. Vincom shopping centers continue to be landmark projects in the cities and provinces where they are located.

Vingroup’s Hospitality and Entertainment business segment also witnessed substantial expansion. Vinpearl opened three new resorts, raising its total capacity to 5,000 five–star hotel and beach–villa rooms in Vietnam’s top four tourist destinations. Vinpearl Safari now boasts the country’s first semi-wild zoo.

Our Consumer Retail business segment has grown at the fastest pace of any unit within the Group. VinCommerce’s retail network now covers almost all of Vietnam’s cities and provinces, setting a foundation for future progress. As of February 2016, VinMart operates 550 retail stores, of which 50 are VinMart supermarkets and 500 are VinMart+ convenience stores. VinPro manages 115 stores, of which 15 are VinPro ICT Centers and 100 are VinPro+ electronics retail stores. The newest retail concept, VinDS, already reaches 41 consumer lifestyle specialty retail stores.

Finally, beyond business targets, our social infrastructure businesses also advanced the important goal of enhancing the quality of life for the Vietnamese people. By actively investing in this sector, Vingroup challenges other firms to improve their business practices in medical care, education and agriculture in order to promote a sustainable society.

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2016 – Accelerate

As 2016 begins, Vietnam’s Central Institute for Economic Management (CIEM) forecasts that the Vietnamese economy will achieve a growth rate of 6.5 to 7%, with inflation around 4%, and social investment of approximately 31 to 32% of GDP. Foreign direct investment in Vietnam is expected to grow as a result of new trade agreements, especially the Trans Pacific Partnership (TPP) agreement. This macroeconomic backdrop is expected to bring yet another year of fresh opportunities and challenges for Vingroup.

Our strategy for 2016 is to expand the Group’s products and services in order to complete our ecosystem of complementary business units.

Ladies and Gentlemen,

After 23 years of continuous development, Vingroup has set new records in both its operational results and its contributions to the community. This is the right time for us to reflect on the lessons from our past accomplishments and failures and embrace change in order to break even greater records.At the start of the fourth quarter, the Board of Director changed our slogan from “Where the Best Gather and Grow” to “Preserving the Start -Up Mindset” in order to emphasize the importance of entrepreneurship. This renewed emphasis on lean and efficient thinking is aimed at encouraging everyone at Vingroup to rekindle the innovative spirit and passion that have driven the founders since the Group was first established over two decades ago.

Building on this entrepreneurial theme, Vingroup is making 2016 the year to channel management’s focus towards Quality and Efficiency in all of our business units. Our growth is not just measured in scale but also in the quality of our products and services and in the effectiveness of our management, so that each business unit can achieve its full potential. To “accelerate”, Vingroup will continue to initiate new projects and grow

Pham Nhat VuongChairman of the Board

Vingroup is making

2016 the year to renew

management’s focus on

Quality and Efficiency in all of our

business units

our network throughout Vietnam.The Group’s emphasis on quality, efficiency, and sustainability will include greater investments in advanced technology and human resource to build solid management systems that can support our future growth.

In my heart, I believe that pursuing our mission – “To create a better life for the Vietnamese people” – will enable us to achieve new heights and, at the same time, maintain our core values:

“CREDIBILITY – INTEGRITY – CREATIVITY – SPEED – QUALITY – HUMANITY”

On behalf of the Board of Directors, I express my profound gratitude for your continued trust and support.

Sincerely yours,


VINPEARL NHA TRANG BAY RESORT & VILLASHon Tre, Nha Trang

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2011 - 2015 Financial and operational highlights

Vinhomes

Vincom Retail

Vinpearl & Vinpearl Land

VinMart & VinMart+

VinPro & VinPro+

Vinmec

VinDS

Vinschool

VinEco

PropertyHospitality and EntertainmentConsumer RetailHealthcareEducationAgriculture

HCM City North Vietnam1

Certral Vietnam

SouthVietnam2Hanoi

(1) Excluding Hanoi(2) Excluding Ho Chi Minh City

List of subsidiaries and associatesFurther details can be found in Consolidated Financial Statements – VAS Consolidated Financial Statements, Page 94.

Key LocationsNetwork

Vingroup’s extensive business network covers prime locations across 51 cities and provinces in Vietnam, ready to provide top quality products and services.

20122011 2013 2014 2015

10,874 18,617 27,4638,252

OWNERS’ EQUITY

billion VND

37,577

2011 2012 2013 20152014

306 383473

556

725

NUMBER OF HOTEL ROOM NIGHTS SOLD

Room nights ('000)

2011 2012 2013 20152014

1,2111,238

1,769

3,258

NUMBER OF VINPEARL LAND VISITORS

Visitors ('000) 3,486

20122011 2013 2014 2015

145,495

55,825 75,773 90,07035,513

TOTAL ASSETS

billion VND

2011 2012 2013 2014 2015

SHOPPING MALL NETWORK

942

22

3132

483

514

5 6

883

Number of shopping malls Total GFA ('000 sqm)

2,3147,904

18,378

27,72434,048

2011 2012 2013 20152014

NET REVENUE

billion VND

Recurring revenue Revenue from sale of properties

Key Locations

Business units headquartered in Hanoi and Nha Trang contributed the highest level of profit (above 10% each) to the Group’s revenues in 2014 and 2015.

2011 - 2015 Financial andoperational highlights

About Vingroup


Businesses

Corporate Structure

Board of Directors

Management

Supervisory Board

Development Strategy

“As one of Vietnam’s leading companies, Vingroup has created thousands of jobs, becoming a leader in the nation’s economy. In addition to its role as a developer of real estate, Vingroup also creates and manages retail malls and stores, hospitality and entertainment properties, healthcare facilities, schools, and agricultural products.

All of Vingroup’s businesses share the common goal of improving the quality of life for the Vietnamese people.”

Forbes Magazine Vietnam, August 2015 CORPORATE PROFILE

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Credibility

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VINHOMES ROYAL CITY Hanoi

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Các dấu mốc phát triển

Vingroup Joint Stock Company (“Vingroup” or “the Group”) is one of the largest listed companies in Vietnam, as measured by market capitalization. From its earliest years, Vingroup has focused on developing hospitality, commercial and residential properties, specifically under its Vinpearl and Vincom brands.

After 23 years of growth, Vingroup today bases its strategy on the principles of sustainability and professional management to operate in three main business segments. These are:

Property Vinhomes luxury apartments and villas, and Vincom high quality shopping malls.

Hospitality and Entertainment Vinpearl 5–star and 5–star–plus resorts, and Vinpearl Land amusement parks and family entertainment centers.

About Vingroup Consumer Retail VinCommerce manages VinMart supermarkets and VinMart+ convenience stores, VinPro and VinPro+ electronics and appliance stores, VinDS consumer lifestyle specialty retail stores, and Adayroi comprehensive e–commerce.

In addition to these core business segments, Vingroup also develops and operates businesses in Social Infrastructure Services including Healthcare under the Vinmec brand, Education under the Vinschool brand and Agriculture under the VinEco brand. These social infrastructure businesses are aimed at improving the standards of living in communities throughout Vietnam.

Collectively, all of Vingroup’s businesses are pioneering the modernization of Vietnamese consumer trends.

Company Name: VINGROUP JOINT STOCK COMPANY

Ticker: VIC

Charter capital: VND19,398,548,510,000

Headquarters: No. 7 Bang Lang 1, Vinhomes Riverside Ecological Area, Viet Hung Ward, Long Bien District, Hanoi, Vietnam

Tel: (84-4) 3974 9999

Fax: (84-4) 3974 8888

Business registration number and tax code: 0101245486

Website: www.vingroup.net

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Các dấu mốc phát triển

VINSCHOOL

VINPEARL LAND

VINPEARL SAFARI

(as at March 18, 2016)

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2001

Vinpearl JSC (formerly Hon Tre Tourism and Trading Limited Liability Company) is established on July 25.

2002

Vincom JSC (formerly Vietnam General Commercial JSC) is founded on May 3.

2003

Five-star resort Vinpearl Nha Trang commences operation.

2004

Vincom Center Ba Trieu is launched in Hanoi. As the first modern shopping center in Hanoi, Vincom Center Ba Trieu introduces a new shopping experience to the capital of Vietnam.

2006

Vinpearl Land opens, turning formerly arid Hon Tre Island into a luxury tourist destination, symbolizing the rapid growth of tourism in Nha Trang and other areas of Vietnam.

2007 2008

Vinpearl cable car, with a total of 3,320 meters in length, connects Phu Quy Pier and Hon Tre Island. Vinpearl Nha Trang Resort opens one more tower, raising the total number of five-star guest rooms to 485.

Vincom lists its shares on the Ho Chi Minh City Stock Exchange with ticker symbol VIC.

2009

Vincom becomes the first Vietnamese company to issue USD100 million of convertible bonds on Singapore Exchange (SGX).

2010

Vincom Center Dong Khoi opens in Ho Chi Minh City.

The Group commences apartment pre-sales for the Royal City project in Hanoi.

2012

Vincom JSC merges with Vinpearl JSC and increases total charter capital to VND5.5 trillion. The Group now operates under the new name, Vingroup Joint Stock Company.

Vingroup introduces the Vinmec brand and opens Vinmec International Hospital in Times City urban area.

Vingroup is honored as the “Best Developer – Vietnam” by Euromoney.

Vinhomes Riverside is honored as the “Best Villa Development – Vietnam and Asia Pacific” at the Southeast Asia Property Awards in Singapore.

2013

Vingroup becomes a Foundation Member of the World Economic Forum.

Vinschool is established and launches education offerings ranging from kindergarten through high school.

A consortium led by Warburg Pincus, a leading global private equity firm focused on growth capital, invests USD200 million in a strategic partnership with Vincom Retail. Warburg Pincus invests an additional USD100 million in Vincom Retail in 2015, raising the total investment to USD300 million, while still a minority shareholder.

Vincom Mega Mall Royal City opens as Asia’s largest underground combined entertainment and retail complex.

Vingroup successfully issues USD200 million of international senior unsecured bonds, the first benchmark-sized international bonds issued by a Vietnamese company. The transaction is named the “Best Vietnam Deal 2013” by Finance Asia and “Vietnam Capital Markets Deal of the Year 2013” by IFR Asia.

2011

Vinpearl Luxury Nha Trang, a five–star resort, and Vinpearl Golf Nha Trang open simultaneously.

Vinpearl Da Nang Resort & Villas open.

2014

Vinhomes Central Park, one of the most modern and luxurious urban areas, breaks ground in Ho Chi Minh City. The Landmark 81 tower has 81 floors and a height of 461 meters, which, upon completion, will become the tallest building in Vietnam and one of the ten tallest buildings in the world.

Vinschool inaugurates at Times City, increasing enrollment to 6,300 K-12 students.

VinMart and VinMart+ commence operations.

Vinpearl Phu Quoc Resort opens after ten months of construction, a record completion speed.

Vinhomes Nguyen Chi Thanh, one of the leading high–end projects in Central Hanoi, commences residential sales.

Almaz International Cuisine and Convention Center launches a state–of–the–art entertainment, culinary, and convention center in Vinhomes Riverside.

2015

Vingroup marks a breakthrough year with major progress in all of the Group business segments. Vingroup sells 14,000 apartments, villas and shophouses during the year and operates 15 additional shopping malls and 3 more hotels by year–end.

Vinpearl Resort & Villas pioneers a new concept by combining resorts and beach villas and Vinpearl Resort & Golf combines hotels and villas with an international-standard golf course. New businesses launched during the year includes VinPro electronics and appliance stores, VinDS consumer lifestyle specialty stores and VinEco clean vegetables.

Vingroup becomes the first real estate company in Vietnam to be selected by Russell Investments for the Russell Global Index.


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Vincom Mega Mall Royal City, HanoiVincom Mega Mall Times City, HanoiVincom Mega Mall Thao Dien, Ho Chi Minh City

Vincom Plaza shopping malls provide modern shopping experience in newer cities and suburban areas in Hanoi and Ho Chi Minh City. Vincom Plaza shopping malls include:

Vincom Plaza Long Bien, HanoiVincom Plaza Thu Duc, Ho Chi Minh CityVincom Plaza Quang Trung, Ho Chi Minh CityVincom Plaza Go Vap, Ho Chi Minh CityVincom Plaza Ha Long, Quang NinhVincom Plaza Le Thanh Tong, Hai PhongVincom Plaza Viet Tri, Phu ThoVincom Plaza Ngo Quyen, Da NangVincom Plaza Hung Vuong, Can ThoVincom Plaza Bien Hoa, Dong NaiVincom Plaza Long Xuyen, An Giang

MaxiMark shopping malls, which are now being convertedto Vincom shopping malls, include:

MaxiMark 3/2MaxiMark Cong HoaMaxiMark Nha TrangMaxiMark Cam RanhMaxiMark Ninh Thuan

VINCOM OFFICEPREMIUM OFFICE LEASING

Vincom Office provides office properties for lease. These properties are located in the heart of major financial and business centers. The properties offer maximum natural light, energy efficiency, and modern, professional work environments.

Vincom Office includes:

Vincom Office Royal City Vincom Office Times City Vincom Office Dong Khoi

Hospitality and Entertainment


Vinpearl is the market-leading hospitality and tourism brand in Vietnam, including 5-star and 5-star-plus resorts and beach villas throughout Vietnam. Vinpearl develops and manages mixed-use hospitality and tourism projects across Vietnam, including Ha Long, Da Nang, Nha Trang, and Phu Quoc. After opening the first Vinpearl hotel in Nha Trang, Vinpearl has built

LĨNH VỰC KINH DOANH

Property

VINHOMES PREMIUM APARTMENTS AND VILLAS

Vinhomes is the leading real estate brand in Vietnam. Vinhomes develops, sells, and manages mixed-use residential real estate projects that target the mid – and high–end market segments. Vinhomes projects are in prime locations in Vietnam’s most populous cities and provinces.

Vinhomes’ unique differentiating factor is the scale and ability to include all the supporting commercial infrastructure and services necessary for an established community. Vinhomes developments offer onsite shopping malls, schools, healthcare facilities, supermarkets or convenience stores, entertainment, and a countless culinary options. In addition, there are state–of–the–art facilities with a comprehensive set of amenities including playgrounds, sports centers, all-season swimming pools and lounges for receptions and special events.

Vinhomes’ three largest urban areas, including Vinhomes Times City, Vinhomes Royal City, and Vinhomes Riverside are listed among “Most desirable urban areas in Vietnam” by the press.

Vinhomes properties include:

Vinhomes Royal CityVinhomes Times CityVinhomes Riverside

Vinhomes Nguyen Chi Thanh – HanoiVinhomes GardeniaVinhomes Dong KhoiVinhomes Central ParkVinhomes Ha Tinh

VINCOMQUALITY SHOPPING MALLS

Vincom is a leading operator of retail malls in Vietnam. This business unit has three brands: Vincom Center, Vincom Mega Mall and Vincom Plaza.

Its principal advantages are a large scale and the seamless integration of entertainment, culinary and retail in its commercial properties. Vincom provides luxury outlets, a broad selection of brands and the highest level of comfort and convenience. By offering these features, Vincom sets new standards for shopping and entertainment in Vietnam.

Vincom Center shopping malls are in prime locations of Vietnam’s major cities. Vincom Center shopping malls include:

Vincom Center Ba Trieu, HanoiVincom Center Nguyen Chi Thanh, HanoiVincom Center Dong Khoi, Ho Chi Minh City

Vincom Mega Malls are large-scale shopping malls offering a broad array of shopping options combined with the latest entertainment facilities such as waterparks, ice rinks, and aquariums. Vincom Mega Malls include:

BUSINESSES

VINPEARL PHU QUOC RESORT & VILLASPhu Quoc, Kien Giang

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a portfolio of luxury hotels in five categories: Vinpearl Resorts – five-star resorts, Vinpearl Luxury – five-star-plus resorts, Vinpearl Resorts & Villas – a combination of five-star resort hotels and villas, Vinpearl Resorts & Golf – a combination of five–star resorts and golf courses, and Vinpearl Golf – free–standing golf courses.

Vinpearl Hotels & Resorts include:

Vinpearl Nha Trang Resort Vinpearl Phu Quoc Resort Vinpearl Ha Long Bay ResortVinpearl Luxury Nha Trang

Vinpearl Resorts & Villas include:

Vinpearl Da Nang Resort & VillasVinpearl Nha Trang Bay Resort & VillasVinpearl Golf Land Resort & Villas

Vinpearl Resort & Golf include:

Vinpearl Phu Quoc Resort & Golf

Vinpearl Golf include:

Vinpearl Golf Nha TrangVinpearl Golf Phu Quoc

VINPEARL LAND ENTERTAINMENT

Vinpearl Land is Vingroup’s entertainment brand, offering high-quality amusement parks and family entertainment centers. These facilities are located in Vingroup’s resorts and mixed-use developments throughout the nation. They are large-scale complexes comparable to the leading global theme parks.

Vinpearl Land facilities include:

Outdoor amusement parks:

Vinpearl Land Nha TrangVinpearl Land Phu QuocVinpearl Safari Phu Quoc

Indoor amusement parks and entertainmentcenters:

Vinpearl Land Royal CityVinpearl Land Times CityVinpearl Land Thao DienVinpearl Land Ha LongVinpearl Land Da NangVinpearl Land Can ThoVinpearl Land Bien Hoa

consumer RETAILVINCOMMERCECONSUMER RETAIL

VinCommerce is the umbrella brand for the Group’s consumer retail offerings – VinMart, VinPro, VinDS, Adayroi, and VinExpress. The goal of VinCommerce is to develop a comprehensive and market-leading network of retail stores in all the major retail formats throughout Vietnam, where customers can experience the convenience of modern retail both in brick-and-mortar stores and online.

VinMart Supermarkets and VinMart+ Convenience Stores aim to win customers’ trust by providing high quality products from trusted sources, supported by exceptional service. As of February 2016, the Group operates 50 VinMart supermarkets and 500 VinMart+ convenience stores in Hanoi, Ho Chi Minh City, and many other provinces.

VinPro and VinPro+ Electronics and Appliances Stores are the Group’s retail brands for electronics and home appliances. These brands were introduced during 2015 to offer home appliances, smart phones, televisions, and other high-technology products. VinPro and VinPro+ ICT stores are located in all Vincom shopping centers and at major intersections in Vietnam’s largest cities and provinces. At the end of February 2016, there were 115 VinPro and VinPro+ stores located in Hanoi, Ho Chi Minh City, and 43 other cities and provinces.

VinDS, the consumer lifestyle division of VinCommerce, operates in 5 key consumer categories: Cosmetics, Fashion, Footwear, Sports and Home. Targeting the mid-end Vietnamese consumer market, VinDS has over 200 brands retailed through 41 stores and about 40,000 square meters of retail space. VinDS also manages international brands such as Mango, BCBG, FCUK, and DKNY under franchise agreements.

Adayroi is the leading e-commerce website in Vietnam with a mission to bring a modern life and amenities for Vietnamese families. Adayroi has the ability to reach customers through a network of Vincom shopping malls and VinCommerce retail stores. Adayroi’s management has a deep understanding of the market, quality and product origin control systems, a network of international standard logistics, and professional customer care service.

The Adayroi website provides diverse products including fashion, health & beauty aids, mom & baby, sports & outdoors, food, electronics, books & stationery, home appliances, automobiles & motorcycles, and consumer services.

VinExpress transportation and logistics operates a network of warehouses and a fleet of transportation vehicles that together provide fast and convenient delivery and logistics services throughout the country for VinCommerce customers. VinExpress currently operates 20 transportation hubs in Vietnam.

Social Infrastructure services VINMEC HIGH QUALITY HEALTHCARE SERVICES

Vinmec is a top-tier healthcare company in Vietnam that adheres to international standards.

The Vinmec staff is comprised of highly skilled medical experts, who are assisted by the most advanced and modern equipment imported from the United States, Canada, Europe, and Japan.

Vinmec’s goal is to become the region’s most trusted world-class hospital by providing the best medical facilities and treatments for the Vietnamese people and for visitors from abroad.

Vinmec properties include:

Vinmec Times City International HospitalVinmec Phu Quoc International Hospital

Vinmec Central Park International HospitalVinmec Nha Trang International HospitalVinmec Ha Long International Hospital (December 2016)Vinmec Royal City International ClinicVinmec Saigon International Clinic

VINSCHOOL HIGH QUALITY K-12 EDUCATION

Vinschool is a comprehensive kindergarten, secondary, and high school educational system. All of the schools in the system are equipped with advanced educational facilities.

Vinschool has made significant investments in qualified teachers and progressive curriculums. Vinschool dynamic teaching environment aims to prepare students to take maximum advantage of both domestic and international educational opportunities, all the while remaining grounded in Vietnamese culture and values.

Vinschool facilities include:

Vinschool Kindergarten – Times CityVinschool Kindergarten – Royal CityVinschool Kindergarten – Vinhomes RiversideVinschool Elementary School – Times CityVinschool Secondary and High School – Times City

VINECO TRUSTED SOURCE OF FOOD

VinEco was launched in 2015 with the goal of providing consumers with a trusted source of clean and fresh food products. VinEco uses modern and large-scale agricultural production techniques. Initial products, including fresh vegetables, fruits, and flowers, have been welcomed by consumers. VinEco also partners with leading domestic agricultural producers in order to supplement and diversify its product offerings and to stimulate the adoption of modern agricultural production in Vietnam.

Vingroup takes pride in becoming one of the leading private companies in the region through tireless efforts and innovation. As a company built and led by young Vietnamese entrepreneurs, Vingroup reflects the spirit and aspirations of Vietnam.

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corporate STRUCTURE

Vinmec clinics

Vinmec hospitals

Vinmec International General Hospital JSC

GENERAL MEETING OF SHARE HOLDERS

EDUCATION AGRICULTURE

BOARD OF DIRECTORSCHAIRIMAN

PHAM NHAT VUONG

CHIEF EXECUTIVE OFFICER

DUONG THI MAI HOACOMMITTEES

SUPERVISORY BOARD

PROPERTYHOSPITALITY AND ENTERTAIMENT CONSUMER RETAIL HEALTHCARE OTHERS

VinEco Agricultural Investment Development

and Production LLC

Vinpearl Holding JSC

Vinpearl Hotel Management Company

Vinpearlland LLCVincom Retail North VietNam

LLC

Vincom Retail JSC

Vinhomes property salescompanies

Vincom ConstructionManagement companies

Vincom Security LLC

Vinlinks JSC

Communication Division

Legal and ComplianceDivision

Finance Division

Risk Management Division

Internal Audit Division

Contruction Supervisory Division

Infomation TechnologyDivision

Security and Fire PreventionDivision

Vinhomes propertydevelopment companies

VINPEARL HẠ LONG BAY RESORTHạ Long, Quảng Ninh

Vincom Retail South VietNam

LLC

VinCommerce GeneralCommercial Services JSC

VinAcademy Educationand Training LLC

Vinschool LLC

CORPORATE OFFICE

Vinpearl projectdevelopment companies

VinMart supermarkets and VinMart+

convenience stores

VinPro and VinPro+ electronics and

appliances stores

VinDS Consumer Lifestyle stores

Adayroi e-commerce

VinExpress transportationand logistics

Vingroup operates four core businesses, under six separate profit-and-loss centers (P&L). Subsidiary companies in the six businesses retain self-governance capacity, have their own balance sheets, and are accountable for their own business plans and financial performance.

The corporate divisions of the Group provide support, supervision, and operational advice to the business units. These corporate divisions also play a leading role in the committees and working groups that meet to assess, monitor, and make decisions regarding the Group and its business units.

corporate STRUCTURE

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Mr. Pham Nhat VuongChairmanMr. Pham Nhat Vuong was elected to the Board of Directors in 2002 and elected Chairman in 2011. He has a long track record as an entrepreneur both inside and outside Vietnam. He established the Group’s core businesses, starting with its two initial brands, Vincom and Vinpearl. He graduated from Moscow Geology University with a B.S. degree in Geological Economic Engineering.

Ms. Pham Thuy HangVice Chairwoman

Ms. Pham Thuy Hang was elected to the Board of Directors in 2005 and elected Vice Chairwoman in 2010. Ms. Pham Thuy Hang is a graduate of Hanoi University with a B.A. degree in Russian Linguistics and Literature.

Ms. Pham Thu HuongVice Chairwoman

Ms. Pham Thu Huong was elected to the Board of Directors in 2011. She is a graduate of the National University of Kiev (Ukraine) with a B.S. degree in International Law.

The Board of Directors consists of ten board members. The Board is headed by its Chairman and includes three independent members.

NAME

Mr. Pham Nhat VuongMs. Pham Thuy HangMs. Pham Thu Huong

Mr. Marc Villiers Townsend

POSITIONChairmanVice ChairwomanVice Chairwoman

Ms. Nguyen Dieu Linh Vice Chairwoman cum Deputy CEO and Authorized SpokespersonMr. Le Khac Hiep Vice Chairman cum Independent Board Member

Ms. Vu Tuyet Hang Vice ChairwomanMs. Mai Huong Noi Board Member

Mr. Ling Chung Yee Roy Independent Board MemberIndependent Board Member

Mr. Joseph Raymond Gagnon Board Member

The Board of Directors is the Group’s policy-making body, with the authority to make decisions and to exercise all rights and responsibilities that do not fall under the jurisdiction of the General Meeting of Shareholders. The Board of Directors is also responsible for implementing the decisions of the General Meeting of Shareholders.

MS. NGUYEN DIEU LINHVice Chairwoman cum Deputy CEO and Authorized Spokesperson

Ms. Nguyen Dieu Linh has been a member of the Board of Directors since 2008 and Deputy CEO of the Group since 2005. Prior to joining Vingroup, she was an attorney with Ngo Migueres & Partners in Hanoi from 1996 to 1999. She graduated from Hanoi University with a B.A. degree in English and French. She also received a B.A. in Law from the University of Social Sciences and Humanities.

Ms. Vu Tuyet HangVice Chairwoman cum Deputy CEO

Ms. Vu Tuyet Hang has been a member of the Board of Directors since 2011 and Deputy CEO since 2010. Prior to joining Vingroup, Ms. Vu Tuyet Hang was head of Schmidt’s import-export department in Ho Chi Minh City from 1994 to 2005. She graduated from Vietnam University of Commerce and also holds a B.S. degree in International Economics from the Foreign Trade University.

Ms. Mai Huong NoiBoard Member cum Deputy CEO

Ms. Mai Huong Noi has been a Board Member since 2008 and Deputy CEO since 2012. She was also CEO of the Group from 2006 to 2012. Prior to joining Vingroup, she was Deputy Director of the Customer Service Division and an accountant at the Hanoi Post Office from 1991 to 2006. Ms. Mai Huong Noi received a B.S degree in Economics and Banking from the National Economics University.

Mr. Joseph Raymond GagnonBoard Member

Mr. Gagnon was elected to the Board in 2013. He is currently a Managing Director of Warburg Pincus Asia and leads its real estate investment business in North Asia. He is also a member of the Board of Directors of Vincom Retail, a subsidiary of Vingroup. He was a Director of Warburg Pincus Asia in Hong Kong from 2008 to 2011 and Director of Business Development at GE Capital in Tokyo, Japan from 2003 to 2005. Mr. Gagnon graduated from Wake Forest University, USA.

Mr. Marc Villiers TownsendIndependent Board Member

Mr. Townsend was elected as an Independent Board Member of the Board of Directors in 2013. He is currently Managing Director of CB Richard Ellis Vietnam where he has worked since 2003. He was General Director of Regus in Southeast Asia from 1998 to 2002 and Vice Director of Marketing and Commerce at Rockwell Real Estate Co. in Manila from 1997 to 1999. Mr. Townsend graduated from the University of Montpellier (France) and received a B.S. degree in Accounting from the University of Exeter (UK). He also completed the Program in Management Development at the Asian Institute of Management in Manila.

Professor Ling Chung Yee RoyIndependent Board Member

Professor Ling was elected to the Board in 2011. He is currently Managing Director of RL Capital Management Pte Ltd. Professor Ling has also been an independent board member of ChinaSing Investment Holdings Ltd. (Bermuda), Zed-E Asia Ltd. Singapore, and China Flexible Packaging Holdings Ltd. (Bermuda) from 2012 to 2014. From 2008 to 2009, he served as Vice President of Real Estate Investment Banking at JP Morgan Chase Asia. He also worked at Lehman Brothers, Goldman Sachs, and Salomon Smith Barney from 2001 to 2008. He graduated from the National University of Singapore with a B.B.A. degree and from INSEAD with an Executive M.B.A. degree. He is a Chartered Financial Analyst (CFA) and a member of the Singapore Institute of Directors.

Board of Directors

BOARD MEMBERS

BOARD OF DIRECTORS

Mr. Le Khac HiepVice Chairman cum Independent Board Member

Mr. Le Khac Hiep was elected to the Board in 2006. He was also Chairman of the Group from 2006 to 2011. He was appointed an Independent Member of the Board in 2014. From 1994 to 2004, he headed Prudential Real Estate’s Vietnam

Representative Office before becoming its Deputy General Director for External Relations. Previously, he was a researcher at the Institute of Physics in the Vietnam Academy of Science and Technology from 1984 to 1994. Mr. Le Khac Hiep graduated from the National University of Kharkiv (Ukraine) with a Distinguished B.S. degree in Physics.

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MANAGEMENT MEMBERS

NAME01 Ms. Duong Thi Mai Hoa

05 Mr. Pham Van Khuong

06 Mr. Dang Thanh Thuy

07 Ms. Nguyen Thi Diu

08 Ms. Nguyen Thi Thu Hien

POSITIONChief Executive Officer

04 Ms. Mai Huong Noi Board Member cum Deputy CEO

02 Ms. Nguyen Dieu Linh Vice Chairwoman cum Deputy CEO and Authorized Spokesperson

03 Ms. Vu Tuyet Hang Vice Chairwoman cum Deputy CEO

Deputy CEO

Deputy CEO

Deputy CEO

Chief Accountant

The Board of Directors may elect a board member or appoint an outside executive to the position of CEO. The Board also decides on the compensation and employment terms for the CEO. The CEO need not be the Chairperson of the Board. The CEO’s term of office is three years, unless otherwise decided by the Board. The CEO may be reappointed to successive terms.

Ms. Duong Thi Mai Hoa Chief Executive Officer

Before becoming the Group’s CEO in 2014, Ms. Duong had more than twenty years of experience in senior leadership positions at multinational corporations. She was a General Director responsible for Corporate Banking at Maritime Bank, General Director of Vietnam International Bank (VIB), Chief Financial Officer of Oracle Vietnam, Chief Accountant at Credit Lyonnais Bank Vietnam, and Head of Financial Planning at VMEP, a subsidiary of Chinfon Vietnam.

Ms. Nguyen Dieu Linh Vice Chairwoman cum Deputy CEO and Authorized Spokesperson

Further details can be found in Corporate Profile – Board of Directors, Page 30.

Ms. Vu Tuyet Hang Vice Chairwoman cum Deputy CEO


Ms. Mai Huong Noi Vice Chairwoman cum Deputy CEO


Mr. Pham Van Khuong Deputy CEO

Mr. Pham Van Khuong was appointed Deputy CEO in 2007. He has more than 28 years’ experience in construction and industrial technology. From 1996 to 2003, he was Director of Construction and Water Resources Technology in the Ministry of Construction. He started his career in 1982 as a design engineer at Vietnam Water, Sanitation, and Environment JSC. He received a B.S. degree in Engineering from the University of Architecture.

Mr. Dang Thanh Thuy Deputy CEO

Mr. Dang Thanh Thuy was appointed Deputy CEO in 2010. He was previously Assistant to the Managing Director of Golden Hope Nha Be JVC and the Daewoo Hotel in Hanoi. During his years at Vingroup, Mr. Dang Thanh Thuy has made significant contributions to the development of Vinpearl’s projects as they have become major tourist destinations in Vietnam. He graduated from the University of Languages and Foreign Studies and received an MBA degree from the University of Northern California.

Ms. Nguyen Thi DiuDeputy CEO

Ms. Nguyen Thi Diu was appointed Deputy CEO in 2014. She served as Director of Investment Banking Vietnam at UBS from 2013 to 2014. From 2008 to 2013, she was Chair and CEO of AFH Finance and Investment Consultancy JSC. From 1996 to 2008, she was Chief Representative and Head of Investment Banking at JP Morgan Vietnam. She received her MBA degree in Finance from the University of Hawaii.

Ms. Nguyen Thi Thu Hien Chief Accountant

Ms. Nguyen Thi Thu Hien has been Vingroup’s Chief Accountant since 2008. She was Chief Financial Officer of Ha Viet Investment JSC from 2005 to 2008 and its Chief Accountant from 2003 to 2005. She graduated from Hanoi University of Finance and Accounting. She received a B.A. degree in English from the University of Languages and Foreign Studies. She is also a member of the Association of Chartered Certified Accountants.

01 03

07

04 05

08

02

06

MANAGEment MANAGEment

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SUPERVISORY BOARD MEMBERS

Mr. Nguyen The AnhHead of the Supervisory Board

Mr. Nguyen The Anh was elected to the Supervisory Board in 2007. Prior to joining the Supervisory Board, he worked at the Bank for Foreign Trade of Vietnam’s Secretariat from 1995 to 1997 and at the Vietnam Financial Leasing Co. from 1997 to 2000. From 2001 to 2005, he served as Assistant to the Director General of the Bank for Foreign Trade and from 2005 to 2007 as Deputy Head of the Bank’s Corporate Office. He received a B.S. degree in Economics and a Master of Political Economics from the National University of Vietnam.

Mr. Dinh Ngoc LanMember

Mr. Dinh Ngoc Lan was elected to the Supervisory Board in 2009. Previously, he worked as an auditor at the State Audit Office of Vietnam from 1996 to 2007 and as Regional Office Deputy Head of Business Auditing from 2007 to 2008. Mr. Dinh Ngoc Lan received a B.S. degree in Economics from the Vietnam University of Commerce.

Ms. Nguyen Thi Van TrinhMember

Ms. Nguyen Thi Van Trinh was elected as an Independent Member of the Supervisory Board in 2011. She serves as Managing Director in charge of Commerce and Financial Investment at Asia Star Trading and Investment Pte. Ltd. She was previously Head of Department at Tomen General Commerce from 1996 to 2004. She received a B.S. degree in Economics from the Vietnam University of Foreign Trade and a degree in Executive Administrative Management from the Asian Institute of Technology.

The Supervisory Board is elected by the General Meeting of Shareholders. The Supervisory Board has four members, each of whom serves for a five-year term.

The responsibility of the Supervisory Board is to inspect the validity and legality of the Group’s business activities and financial reports.

Ms. Do Thi Hong Van Member

Ms. Do Thi Hong Van was elected as an Independent Member of the Supervisory Board in 2011. She is currently Chief Accountant at Nghe An Sugar Pte. Ltd (previously known as Tate & Lyle Sugar Nghe An Co. Ltd.) and was a Financial Controller with Shell Vietnam Ltd. from 1998 to 2007. Ms. Do Thi Hong Van holds a B.S. degree in Economics and Accounting and is a senior member of the Association of Chartered Certified Accountants. She is also a licensed auditor recognized by the Vietnam Association of Certified Public Accountants (VACPA).

NAMEMr. Nguyen The Anh

Mr. Dinh Ngoc Lan

Ms. Do Thi Ngoc Van

Ms. Nguyen Thi Van Trinh

POSITIONHead

Member

Member

Member

2011 – 2015 STRATEGYCORPORATE STRATEGY AND IMPLEMENTATION

During the period from 2011 to 2015, the Group emphasized large-scale, mid- to high-end projects in prime locations. This strategy enabled Vingroup to expand its presence throughout Vietnam, increasing awareness of its brands.

By making the quality of its products and services the cornerstone of the Vingroup brand, the Group aimed at increasing customer satisfaction and leading new consumer trends and preferences.

By expanding and diversifying its product offerings, the Group grew its capabilities in sales, leasing, and property management.

During this period of rapid growth in size and complexity, Vingroup adopted best practices in corporate governance, and improved management transparency to meet international standards.

Vingroup was a pioneer in attracting international investments and forming strategic partnerships with leading global organizations in order to become one of largest corporations in the region.

KEY ACHIEVEMENTS DURING THE PERIOD

Business Achievements

From 2011 to 2015, whilst Vietnam’s economy and property market were engaged in recovery from the global financial crisis, Vingroup demonstrated sustained and stable development. The Group not only weathered the economic downturn but took advantage of this opportunity to expand and reform, which allowed it to make significant headways in the following areas:

Property Development

In its property sector, Vingroup concentrated on large, mixed-use projects in prime locations, while simultaneously growing its portfolio of retail real estates.

The hallmarks of Vingroup’s growth during this period were SPEED and CREDIBILITY in carrying out agreements with contractors and customers. Despite the drop in the property market and construction activity, Vingroup building sites did not miss a single day of construction. The focus on speed and delivery on commitments enabled the Group to meet its deadlines for Vinhomes Riverside, Vinhomes Royal City, and Vinhomes Times City and allowed us to add amenities

even exceeding initial plans. These accomplishments further fortified Vingroup’s position as the leading property developer in Vietnam.

As of February of 2016, Vincom Retail operates 22 shopping malls with gross floor area (GFA) of approximately 883,000 square meters. The Group’s urban communities and retail properties incorporate all of the elements that characterize the sought-after modern lifestyle, including shopping, entertainment, and restaurants.


In this segment, the Group’s strategies include expanding the portfolio of high-end hotels and amusement parks in well-known destinations in order to establish Vinpearl as the dominant brand among foreign tourists. Vinpearl also aims to promote the practice of domestic vacations, as a new trend in Vietnam.

Even during the economic slowdown, Vinpearl and Vinpearl Land continued to establish their brand dominance by expanding the scale and quality of their operations.

Vinpearl grew from 840 rooms in 2011 to more than 5,000 rooms across eight hotels and beach villas complexes in 2015. These facilities are now located in Vietnam’s most popular destinations: Ha Long, Da Nang, Nha Trang and Phu Quoc. In Nha Trang and Phu Quoc, Vingroup’s hospitality and entertainment model was enhanced with mixed-use projects that incorporated brands targeting different sub-segments, outdoor amusement parks as large as hundreds of hectares, international-standard golf courses, and Vietnam’s first semi-wild safari park.

From 2011 to 2015, Vinpearl and Vinpearl Land welcomed more than 830,000 hotel guests, and approximately 11 million guests visited the Group's entertainment centers. During this time, the numbers of hotel guests and entertainment center visitors grew by an average of 35% and 30% per year, respectively.

Consumer Retail

Vingroup’s corporate strategy has been to position consumer retail operations as part of an ecosystem of value-added products. Implementation of this strategy has involved the rapid expansion of the Group’s retail network.

Vingroup now participates in Vietnam’s fast-growing retail sector through a comprehensive set of brands: VinMart and VinMart+, VinPro and VinPro+ and VinDS.

DEVELOPMENT STRATEGYSupervisory Board

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While relatively new to the retail sector, Vingroup has already made significant progress.

By the beginning of December, 2015, VinMart+ had become the largest convenience store chain in Vietnam after just one year of operations, and today it boasts a total of 500 stores throughout the country. The VinMart+ network is projected to reach 63 cities by the end of 2016.

VinDS house brands such as ShoeCenter, Beautyzone, and Sportsworld have won the loyalty of customers, thanks to the diversity of well-selected products and a customer-friendly floor plan.

To complete the VinCommerce retail ecosystem, the Group established the Adayroi e-commerce website and the VinExpress delivery service. Together, these operations bring maximum convenience to Vingroup customers throughout the country, with a product line approaching tens of thousands of different items that can be delivered to North, South, and Central Vietnam.

Social Infrastructure Services including Healthcare, Education, and Agriculture

Vingroup’s strategy has been to build a product and service ecosystem that can fulfill the mission of to create “a better life for the Vietnamese people.”

Over the past four years, Vinmec has created three general hospitals and two clinics that meet international standards. Vinmec now serves patients from both domestic and international customer segments.

Vinschool has been in operation for just three years since 2013, but has established its reputation for quality and a progressive educational philosophy. The schools currently enroll a record of nearly 10,000 students.

With VinEco, the Group provides consumers with a trusted source of clean, fresh food at reasonable prices. VinEco is a mass market brand, aimed at serving all consumers living in urban areas.

Governance

In response to the economic fluctuations brought on by the global economic crisis, and to adapt to its growth, Management decided in 2013 to restructure the Group’s organization under the program “Transform To Succeed.” The aims of the restructuring were to improve transparency, sustainability, and efficiency, and to build a solid, decentralized foundation for future growth.

Vingroup completed the decentralization of its management in 2014 with the creation of business segment profit-and-loss centers (P&Ls).

By 2015, Vingroup was organized to operate in six segments; each subsidiary company had its own accounting, operational autonomy, and responsibility for planning and executing its own business strategy. The completion of this transformation enabled the Board of Directors and Management to focus on creating strategies for the Group as a whole. Divisions in the Group’s Corporate Office are responsible for providing operational guidance and supervision to the P&Ls, as well as monitoring the implementation of these strategies.

The current management structure of the Group is based on lessons learned from management experts such as McKinsey, PwC, Ernst & Young, as well as internal studies. This structure is consistent with the latest management thinking about the kinds of management systems required to support continued growth in an organization with such a diverse set of businesses as Vingroup.

Attracting best in class candidates for leadership position and investing in advanced human resource systems have also be adopted as part of the management restructuring. These systems are needed to promote improved training for changing needs, and enable employees to embrace the Group’s business cultures and values.

Regional Leadership

Management believes that globalization brings about fresh opportunities and challenges. Therefore, the Group is constantly preparing itself for the inevitable changes as a result of Vietnam’s increasing integration into the global economy.

One result of the Group’s transformation has been that its Chairman was recognized by Forbes Magazine as Vietnam’s first billionaire, beginning in 2012 and continuing through 2015.

Vingroup became the first local company to attract an investment from international investment fund Warburg Pincus, which invested a total of USD300 million. The Group also raised over USD1 billion from the international financial markets during this period. Several of Vingroup’s transactions were the first of their kinds for a Vietnamese issuer, which created a track record for other local corporates to venture internationally.

Society and Community

By 2015, Vingroup is credited with modernizing the appearance of many cities and communities throughout Vietnam by creating modern urban neighborhoods. In addition, we introduced advanced hospital and educational systems, developed modern retail formats and offered new recreational venues. These are notable contributions to the nation over a short time period.

Employing approximately 30,000 people, and creating thousands of indirect jobs, Vingroup takes pride in its contributions to society and community.

In accordance with its core values of Humanity and

Integrity, the Group devotes an increasing share of its resources to charitable activities, even during periods of slower economic activity. For example, Vingroup supports healthcare checkups at Vinmec, programs to eradicate hunger and poverty, and New Year’s gifts to poor households and families with war heroes and invalids.

Vingroup also created and supports the football talent development fund PVF and Phat Tich Custodial Care and Youth Development Center for the elderly and orphans. Collectively, the Group’s charitable programs produced tangible results and demonstrate our commitment to supporting much-needed social programs.

For the next five years, Vingroup intends to further evolve its business model. One objective is to reduce the share of profits coming from residential sales to less than half of the Group’s total profits by growing recurring revenues, of which consumer and retail businesses are the key focus areas.

Because real estate markets tend to experience greater cyclicality, they can introduce more instability into the Group’s revenue and profits. Overreliance on the property sector may lead to higher cost of financing and limit long-term planning. In contrast, service business such as shopping mall, hotel and amusement park operation, consumer retail, healthcare, and education, tend to be less cyclical and to produce more stable income, contributing more stable cash flows.

With this strategy, the Group expects the regular cash flows from recurring businesses will augment profitability from residential sales. At the same time, we will continue to expand our network of commercial properties, hospitality and consumer retail operations.

Today, the Vincom brand of shopping centers and Vinpearl brand of hotels and resorts are the leaders in their categories in Vietnam. Further expansion of these two brands from 2016 to 2020 will provide the foundation for the Group’s new strategy.

Vingroup’s consumer retail, education, and healthcare segments are on a path to solidify their market position, and will receive more investment to strengthen their quality, efficiency and profitability.

Business segments other than residential sales offer the potential to build an ecosystem in which different businesses supplement and reinforce one another to create greater competitive advantage and protect the Group’s position in the property segment. This strategy requires developments in each business segment as follows:

Shopping Malls Vincom Retail will continue to expand the scale and scope of its retail offerings and adopt best practices to remain the most successful malls in Vietnam.

DEVELOPMENT STRATEGY DEVELOPMENT STRATEGY

CORPORATE STRATEGY FOR THE PERIOD 2016 - 2020

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o Vinpearl aims to enhance service quality and breadth of products to increase revenue per customer and attract new customers.

o The Group also plans to expand into city hotels – international-standard business hotels located at prime locations at economic and population centers in major cities.

o At its Vinpearl Land amusement parks, the Group will continue to upgrade its equipment and game systems to deliver brand-new experiences that have not previously been available in the domestic market.

Consumer Retail The robust expansion of VinMart, VinMart+, VinPro, VinPro+, and VinDS will lead to new store openings and more merchandise while continuing to emphasize product quality. VinEco is strategic to this expansion by enabling our supermarkets and convenience stores to become a trusted and proprietary source of clean and fresh foods. At the same time, VinCommerce will also build strong partnerships with more Vietnamese suppliers.

In Social Infrastructure Services healthcare, education and agriculture will gain greater awareness and complete our ecosystem.

Our investment strategy in core sectors will continue to emphasize the value of the ecosystem, rather than pursuing expansion for its own sake.

ADMINISTRATIVE AND HUMAN RESOURCE DEVELOPMENT

To keep pace with our increasing size and scope, Vingroup will continue to build a lean and efficient management system to produce the best possible results. The goal is to avoid becoming top-heavy or bureaucratic, and to match organization structure to corporate strategy.

These goals will require that Vingroup continue to achieve greater decentralization in the management of the P&Ls, while the Corporate Office becomes more proficient at strategic planning and formulation of strategy. The Group’s internal audit and risk management functions will develop at both the P&Ls and the Corporate Office in order to closely monitor different kinds of threats to the business.

Our aim for human resource is to be lean, resourceful, effective, and professional. The Group will continue to train leaders from our ranks in order to fill the organization with employees who

are committed to for the Group over the long term and who demonstrate the potential to assume greater responsibility as their business segments grow.

Finally, Vingroup sees the need to cultivate a strong corporate culture especially as our operations span industries and geographies. The Group will emphasize start-up values in order to support its expansion throughout Vietnam and enable Vingroup to maintain its market-leading position.

DEVELOPMENT STRATEGY

Speed

“Vingroup is growing throughout Vietnam and continues to surprise the market, from the stature of its products to its development pace and schedule. The real estate industry is anxiously awaiting the market impact from sales of Vingroup’s “mega-project,” Vinhomes Central Park at Tan Cang. All property developers are watching what Vingroup is doing.”

Marc TownsendCEO of CBRE Vietnam and Independent Member

of Vingroup’s Board of Directors

Accelerate to lead market changes



Blueprint for 2016

MANAGEMENT REPORT ON 2015 BUSINESS PERFORMANCE AND 2016 PLAN OF ACTION

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MACROECONOMIC RECOVERY

2015 was a year of volatility in world economic conditions, due to the plunge in oil prices and the depreciation of the Chinese currency. Despite this volatility, there were bright spots in the Vietnamese economy. According to Vietnam’s General Statistics Office (GSO), GDP growth reached a five-year high of 6.68%. Vietnam’s industrial and construction sector grew at an annual rate of 9.64% in 2015, considerably above the growth rates of 5.08% in 2013 and 6.42% in 2014.

Inflation in 2015 fell to 0.63%, the lowest level in 14 years. The Vietnamese government has kept inflation in check, helping enterprises reduce input and production costs, as well as stimulating consumption and boosting growth. Export growth continued at the high rate of 8.1%, and disbursements from foreign direct investment (FDI), rose by 17.4% compared with 2014. Data from the State Bank of Vietnam shows that credit growth of 18% exceeded expectations and reached the highest level in recent years.

2015 – A SOLID FOUNDATION FOR ROBUST PROPERTY DEVELOPMENT AND GROWTH IN RETAIL SPENDING

2015 economic growth fueled a recovery in the property markets while government policy changes also spurred market expansion.

The new Housing and Real Estate laws took effect in July 2015, creating a clearer legal framework for market development. Foreign individuals and enterprises may now own properties in Vietnam, and foreign individuals can lease them to others. These new regulations have been reformed to enhance transparency, fairness, and consistency, and to protect buyers from fraud and misuse of funds. These legal developments provide the basis for sustainable growth in the property market.

Other policy changes aimed at directing capital inflows to the property market have also been implemented. During the first nine months of

2015, real estate credit growth reached 14.6%, a five-year high. The government has agreed to extend the term loan for lenders of the VND30 trillion financing package to 15 years. Both the categories of eligible borrowers and the number of banks that can administer this credit package have been expanded.

Together with funds from commercial banks, external capital was also raised to the maximum level, where FDI and remittances make up the bulk of these funds. According to the Ministry of Planning and Investment, real estate FDI has reached USD2.4 trillion, accounting for 9.9% of total registered FDI. The property market ranks third among sectors attracting FDI.

In addition to more government support, Vietnam’s property market has benefited from actions taken by developers themselves. These actions include improvements in construction quality and product innovations, resulting in record sales especially for centrally located projects. Customer confidence has been restored, particularly for reputable developers. According to a report by the Ministry of Construction, the inventory of properties in January 2016 was valued at VND49 trillion, a drop of 34% from VND74 trillion at the end of 2014.

The number of transactions completed in Hanoi and Ho Chi Minh City, the two largest markets, doubled from the previous year. Prices rose most noticeably in properties with good infrastructure and in prime locations. During 2015, mergers and acquisitions in the property market increased in both quantity and transaction value.

According to the Vietnam Trade Promotion Agency - Ministry of Industry and Trade (VietTrade), there is a lot of potential in the Vietnam retail market. Vietnam has a large population of over 90 million people, a young median age of 30 years, and a growing GDP per capita of approximately USD2,000. GDP per capita is projected to grow swiftly, making way for solid development in retail sales, especially in modern retail stores. A survey conducted by VietTrade indicates that modern trade is currently only 25% of the total retail market in Vietnam. There are

VIETNAM GDP GROWTH

Source: General Statistics O�ce of Vietnam

8.00

6.00

4.00

2.00

0.00

%

6.3

5.35.4

6.0

6.7

2011 2012 2013 2014 2015 Source: Foreign Investment Agency – Ministry of Planning and Investment

2011 2012 2013 2014 2015

billion USD

9.5

10.5

11.5

12.5

13.5

14.5

11.0

10.5

12.4

11.5

14.5

VIETNAM FDI DISBURSEMENT

GDP growth reached a five-

year high of

6.68%Inflation in 2015 fell to

0.63%the lowest level

in 14 years

real estate FDI reached

USD2.4 trillion


only 724 supermarkets, 132 retail centers and a few hundred convenience stores (not including stand-alone traditional stores) in Vietnam. Supermarkets and retail centers can only be found in big cities and at central locations. There is a dearth of modern retail stores in suburban areas or provinces.

The modern retail sector experienced robust growth in 2015 as many new companies entered the market and others expanded through mergers and acquisitions. In addition to VinMart and VinMart+, multinational retail chains such as Aeon Mall, Lotte and Auchan opened supermarkets and hypermarkets in major cities. Collectively, these modern retail chains are helping to accelerate the shift of Vietnam’s consumers away from traditional markets and toward modern retail formats.

2016 OutlookSTABLE MACROECONOMIC OUTLOOK

Vietnam’s economy is forecasted to rebound in 2016, in sync with the world economy. CIEM forecasts that GDP growth will reach 6.82%. CIEM’s inflation target for 2016 is 4.37%. Export growth is forecasted to reach 10.4%, well above the growth rate in 2015. Macroeconomic growth is likely to continue the solid trend in 2015. Household consumption levels are bound to increase, along with private investment and exports. Imports are also projected to rise as Vietnam’s economy increases its integration with ASEAN’s Economic Community and the Trans Pacific Partnership.

During 2015, Vietnam concluded negotiations and entered into a series of bilateral trade agreements with Korea, the European Union and the Trans Pacific Partnership. These agreements are likely to attract additional FDI and strengthen the domestic property market.

NEW OPPORTUNITIES

Forecasters expect the retail sector to expand at a robust pace in 2016. The ANZ-Roy Morgan Vietnam Consumer Confidence Index reached a record level of 144.8 during 2015. With expectations of low inflation and stable growth, consumption is poised to increase rapidly in 2016, leading to positive effects on the consumer retail trade and stimulating the demand for retail space in shopping malls.

The housing, apartment, and residential land sectors will do well in 2016, since the demand for investment opportunities has recovered faster than the supply of available properties. In particular, high-end properties in prime locations with good infrastructure and full utilities are forecasted to attract higher-income domestic and foreign customers.

Vietnam’s hospitality sector is also expected to show signs of recovery and industry observers believe tourism could grow even faster if there are improvements in the quality of service. During 2015, major international and domestic hotel operators have invested heavily at famous beach destinations such as Phu Quoc, Nha Trang, and Ha Long, fuelling further industry development especially in the beach resort and vacation villa segment in the coming years.

2015 Economy

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BUSINESS OPERATIONSPROPERTY

Business Performance In the property segment, 2015 has been a successful year for Vingroup:

Vinhomes initiated construction of numerous mixed-use projects throughout the country. The Group sold a total of 14,000 apartments, villas, and commercial shophouses, the highest in its history. Total presale contract value also set a new record of VND70.8 trillion for the year. Key projects include Vinhomes Central Park in Ho Chi Minh City, Vinhomes Times City – Park Hill in Hanoi, and Vinpearl beach villa projects in Nha Trang, Da Nang, and Phu Quoc.

Contracted sales of VND70.8 trillion will be recognized as revenue once projects are completed and residential units are delivered to customers. Under accounting rules, sale contracts signed in 2015 cannot be recognized as revenue until those projects have been handed over to customers. Effectively this backlog of deferred revenue ensures meaningful increases in residential profits for the next few years.

Vincom Retail achieved breakthrough results with the addition of 15 new shopping malls in 2015, bringing the current total to 22. Vincom shopping malls are now located in 11 provinces and cities in Vietnam. Total gross floor area in Vincom malls is now approximately 883,000 square meters. Of this total, about 662,000 square meters of gross floor area is in Hanoi and Ho Chi Minh City.

Vingroup continues to create new real estate products to lead consumer trends. Vincom’s shophouse format and Vinpearl’s condotel are two examples of cooperation between separate business units such as Vinhomes, Vincom, and Vinpearl.

Vincom shophouse format is a model that combines commercial and residential uses. This new format is currently being offered in Can Tho, Hai Phong, and Thai Binh, and

expanded to other provinces in 2016. Vinpearl condotel format is a combination of hotel and apartment that includes room reservation services and other hotel amenities. The first Vinpearl condotels are currently launching in Nha Trang.

Besides innovative products, Vingroup’s dynamic sales strategy in 2015 demonstrated the Group’s ability to be nimble and creative as it continues distinguish itself as the market pioneer.

In July of 2015, Vingroup signed strategic partnerships with eight world-leading firms in the fields of design, engineering, construction, and fire protection. These firms include Atkin, Gensler, Aedas, Mace, Artelia, Meinhardt, Aurecon, and Arup, whose partnerships ensure Vingroup’s leadership in international design. Progress of Development Projects

During 2015, the Group accelerated the development of its projects, particularly its mega-projects Vinhomes Central Park and Vinhomes Times City – Park Hill. Construction of these two mega-projects has been advancing nonstop to ensure on-time delivery to customers will take place as promised from 2016 to 2018.

Vincom Retail continued to expand its shopping mall network in large cities and provinces. Vincom has further refined a format that combines retail stores, restaurants and entertainment centers conveniently in a single location to create new consumer shopping habits. Key projects completed in 2015 include Vincom Center Nguyen Chi Thanh in Hanoi, Vincom Plaza Ngo Quyen in Da Nang, and Vincom Mega Mall Thao Dien in Ho Chi Minh City.


PROJECT

This project is being developed on a 42.2 hectare site running over one kilometer along the bank of the Saigon River, giving the project a prime location that is convenient for both land and water transport. This location is also a stop on the Ben Thanh - Suoi Tien metro line. Vinhomes Central Park is expected to create a modern and eco-friendly living environment for the city, and to help change the landscape along the Saigon River in downtown Ho Chi Minh City. The project broke ground in 2014 and is scheduled for completion in 2018.

Vinhomes Central Park

Following the success of Vinhomes Times City Phase 1, the Group launched the second phase – Vinhomes Times City – Park Hill. This phase has a total area of 14 hectares. It is inspired by Singapore’s green architecture, combining a condominium complex in an urban environment with a resort lifestyle. This project targets the mid- to high-end segment and is designed for upper-middle-income customers. Vinhomes Times City – Park Hill will begin delivering apartments in 2016 and be completed in 2017.

PROJECT

Vinhomes Times City –Park Hill

Vincom Center Nguyen Chi Thanh is located on Nguyen Chi Thanh Street, a major route that connects central Hanoi to the new Westside urban area. With a condominium that combines shopping malls, offices, and luxury apartments, Vincom Center Nguyen Chi Thanh has a stunning modern design based on an all-in-one model including shopping, entertainment, and healthcare facilities. The project began operation in November of 2015 and added another 50,000 square meters of retail space. The office tower was handed over during the fourth quarter of 2015, while first deliveries of the apartment tower will begin in the first quarter of 2016.

Located on Ngo Quyen Boulevard, the new main route through Da Nang, this shopping mall is close to the Pham Van Dong – Le Duan roundabout and the Han River Bridge. Vincom Plaza Ngo Quyen boasts the first ice rink in Da Nang and a 3,000 square meter VinKE, an edutainment playground for children and another first for the city. The mall began operation in July of 2015 and added 40,000 square meters of retail space for Da Nang.

PROJECT

PROJECT

Vincom Center Nguyen Chi Thanh

Vincom Plaza Ngo Quyen, Da Nang

Vincom Mega Mall Thao Dien is the first Vincom Mega Mall in Ho Chi Minh City, following two successful Mega Mall projects in Hanoi. It is one of the largest shopping malls in Vietnam’s commercial center. Located in the heart of Thao Dien, District 2, the project fronts on major roads, connects to transportation systems, and sits atop the An Phu metro station on the Ben Thanh – Suoi Tien Line. Construction of the Thao Dien Mega Mall began in January 2015 and was completed in December, bringing online 60,000 square meters of Ho Chi Minh City retail space.

PROJECT

Vincom Mega Mall Thao Dien

The group sold a total of

14,000 apartments, villas, and

commercial shophouses

the total number of malls

in operation nationwide is

22

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Business Performance

Vinpearl claimed the leading position in Vietnam’s hospitality market in 2015 with the opening of three new hotels – Vinpearl Nha Trang Bay Resort & Villas, Vinpearl Phu Quoc Resort & Golf, and Vinpearl Ha Long Bay Resort. The 5-star Vinpearl brand now covers eight resort hotels, five resort villa developments, and two golf courses. These are located in Nha Trang, Phu Quoc, Da Nang, and Ha Long.

During 2015, Vinpearl stimulated further development in the hospitality industry by transforming Quang Ninh and Phu Quoc with major new tourist attractions. The opening of Vinpearl Ha Long Bay Resort has made going to the beach in winter a hot new trend for Northerners. Vinpearl further extended its lead in combining vacation destinations with entertainment and discovery activities following the opening of Vinpearl Phu Quoc Resort & Golf.

HOSPITALITY AND ENTERTAINEMENT

The luxury Vinpearl Phu Quoc Resort not only provides hospitality and entertainment facilities, but also includes Vinmec Phu Quoc International Hospital, adding to Phu Quoc’s advantages as an eco-tourism resort complex.

CONSUMER RETAIL


Vingroup’s entered the retail sector in 2015 with the creation of a network of retail brands with all the major store formats, covering 49 provinces and cities throughout Vietnam, plus an online platform. VinCommerce includes the operations described below:

VinMart supermarkets and VinMart+

convenience stores

2015 marked Vingroup’s acquisition of large supermarket chains Vinatexmart and MaxiMark to supplement internal expansion of its existing store network. VinCommerce now operates 50 VinMart supermarkets and 500 VinMart+ stores in all of Vietnam’s large cities such as Hanoi, Ho Chi Minh City, Da

Nang, Can Tho, Bien Hoa, Hai Duong, Ha Long, Ninh Binh, and Ha Tinh.

Adayroi e-commerce

August of 2015 saw the launch of a beta version of Adayroi B-2-C e-commerce website. After 90 days, Adayroi reached a volume of 50,000 orders per month with a network of 4,200 trusted suppliers, paving the way for strong growth in 2016.

Other VinCommerce business units

VinPro and VinPro+ electronics and appliance store network. This unit now operates 15 VinPro ICT centers and 100 VinPro+ stores in key cities and provinces across Vietnam.

VinDS consumer lifestyle retail stores

VinCommerce’s newest retail unit is developing five consumer lifestyle concepts in Vietnam, as well as partnering with more than 200 domestic and international brands. The business unit opened 14 new stores

The 5-star Vinpearl brand now covers

8resort hotels,

5 resort villa

developments, and

2golf courses

as of february 2016, there are

50 VinMart

supermarkets and

500 VinMart+

conveniencestores

Vinpearl took a major step forward in 2015 with the opening of its Vinpearl Safari and Conservation Park in Phu Quoc. The park is now home to 2,000 wild animals representing 140 rare species, and is the only semi-wild zoo in Vietnam.

Progress of Development Projects

During 2015, the Group launched large Vinpearl mixed-use resort and beach villa projects in Phu Quoc, Nha Trang, and Da Nang, including the 300-hectare Vinpearl Phu Quoc. Situated on one of the five most impressive beaches on the planet and with a 3-kilometer beach frontage, the project is one of Vinpearl’s most important in recent years.

In October 2015, Vinpearl Phu Quoc Resort & Golf, phase 2 of the Phu Quoc development, opened with 402 additional rooms. Construction is continuing on 220 international-standard villas which are slated to be delivered during 2016. Villa sales have received enthusiastic reception from buyers throughout 2015.

in December of 2015, bringing its total to 41 VinDS stores. Four of these stores have a total floor area of 24,000 square meters, demonstrating the efficiency and fast store opening capability of the Group.

VinExpress transportation and logistics

This new services provides retail customers in Vietnam with business-to-consumer and business-to-business delivery. VinExpress also manages delivery time and costs for customers of Vingroup with a network of 20 transportation hubs spread throughout the country for fast and safe nationwide delivery.

SOCIAL INFRASTRUCTURE SERVICES

HEALTHCARE


During 2015, Vinmec expanded its hospital network with the opening of Vinmec Phu Quoc International Hospital in June and Vinmec Central Park International Hospital in December. Vinmec’s revenue in 2015 rose to VND771 billion, an increase of 17.4% over 2014.

Vinmec Times City International Hospital in 2015 became the first hospital in Vietnam to obtain certification from the Joint Commission International (JCI), the gold standard in the field of international hospital evaluation. Vietnam’s Ministry of Science and Technology has granted ISO 15189-2012 accreditation to the Laboratory Department of Vinmec Times City International Hospital. This accreditation covers the Hospital’s medical laboratories of Hematology, Biochemistry, and Microbiology.

Project Updates

During the next five years, Vinmec plans to open ten new, high-quality hospitals throughout Vietnam and to establish Vinmec Medical University. In 2016, Vinmec will put into operation new international hospitals at Nha Trang and Ha Long. In addition, Vinmec will work with international educational

vingroup’s network of retail brands

covers

49

provinces and cities throughout Vietnam


institutions to open accredited joint degree programs for Vinmec Medical University.

EDUCATION


Vinschool achieved revenue of VND514 billion in 2015, an increase of 124% over 2014. Student enrollment also rose by 58% from 6,300 students in 2014 to nearly 10,000 students in 2015.

In 2015, Vinschool became the first school system in Vietnam to implement the transformation process known as “The Leader In Me” throughout its K-12 student body. Vinschool fostered a sense of integration by collaborating with domestic and international partners to provide students with opportunities to participate in international competitions. 2015 saw Vinschool students winning major awards at prestigious international competitions.

During the year, Vinschool was the only K-12 school in Vietnam honored with a visit by the Prime Minister of New Zealand.

Last but not least, Vinschool was also one of three schools in Vietnam to be recognized by Microsoft Showcase Schools for its active integration activities.

Project Updates

Vinschool is planning to expand its network to 22 schools nationwide, with all schools located in urban areas.

AGRICULTURE


VinEco was established in 2015. Among its objectives is to conduct research on advanced technology that can be applied to agriculture. New techniques will help VinEco produce and bring to market safe, organic vegetables, fruits, herbs, and flowers that meet VietGAP and GlobalGAP standards.

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Financial Performance in 2015

Source: Vingroup JSC audited consolidated financial statements for 2014 and 2015

* The Annual General Meeting of 23 April 2015 approved the plan to distribute accrued profit after tax. In this plan, the stock dividend payout ratio from profit after tax for 2014 was 1000-to-140, corresponding to VND1,400 per share. The stock dividend payout ratio from profit after tax for the first quarter of 2015 was 1000-to-118, corresponding to VND1,180 per share.

KEY FINANCIAL INDICATORS

of 2014 to VND20.2 trillion at the end of 2015. Other short-term payables rose 190% from VND9.8 trillion at the end of 2014 to VND28.6 trillion at the end of 2015.

Current assets increased by 92% (or VND32.5 trillion), as investments held to maturity, short-term advances to suppliers, inventories and other current assets rose by VND7.1 trillion, VND5.2 trillion, VND11.7 trillion and VND4.3 trillion respectively at the end of 2015.

Investments held to maturity include deposits with terms longer than three months at leading banks in Vietnam. Bank deposits at the end of 2015 increased by VND7.1 trillion, 177% over 2014. The main reasons for this increase were greater cash inflows from deposits and down payments from customers purchasing properties from two Vingroup subsidiaries, Tan Lien Phat Investment and Construction JSC, the developer of the Vinhomes Central Park project and Vinpearl Phu Quoc LLC, the developer of Vinpearl Phu Quoc beach villas.

Short-term advances to suppliers increased by almost 4 times or VND5.2 trillion over 2014. The increase reflects greater advances to contractors due to construction of new projects.

Inventories increased by 72% or VND11.7 trillion during 2015, mostly due to the increase in value of residential properties under construction, where Vinhomes Central Park and Vinhomes Times City – Park Hill are the two largest contributors.

Other current assets rose by VND4.3 trillion, an increase of 343%, reflecting the growth of deposits held for investment in, and acquisition of, other companies and real estate projects.

Fixed assets rose by 80% or VND8.8 trillion from VND11.0 trillion at the end of 2014 to VND19.8 trillion at the end of 2015. During 2015, the group put into operation many new projects, including Vinpearl Nha Trang Bay Resort & Villas, Vinpearl Golf Land Resort & Villas, Vinpearl Phu Quoc, Vinpearl Ha Long Bay Resort, Vinpearl Safari, Vinmec hospitals and the self-service retail areas in newly opened shopping malls. In addition, fixed assets at newly acquired subsidiaries contributed nearly VND350 billion to the increase in fixed assets.

Investment properties increased by 9% or VND1.4 trillion from VND15.4 trillion at the end of 2014 to VND16.8 trillion at the end of 2015 as the Group opened new shopping malls. These included Vincom Center Nguyen Chi Thanh in Hanoi, Vincom Plaza Viet Tri in Phu Tho, Vincom Plaza Le Thanh Tong in Hai Phong, Vincom Plaza Hung Vuong in Can Tho, Vincom Plaza Long Xuyen in An Giang and Vincom Mega Mall Thao Dien in Ho Chi Minh City.

Just six months after its announcement of plans to invest in agriculture, VinEco brought to market its first harvest of fresh vegetables on October 1, 2015. VinEco’s fruits and vegetables are grown on its own farm using high-technology production methods. During the fourth quarter of 2015, VinEco successfully delivered about 2,000 tons of VietGAP-certified produce.

Project Updates

VinEco is now beginning to farm in many provinces throughout the country in order to widen its product offerings. VinEco

farming locations now include Vinh Phuc, Quang Ninh, Ho Chi Minh City, Dong Nai, and Lam Dong with total monthly output of 3,000 tons of fresh produce across Vietnam.

To meet increasing and more stringent nutritional demand, VinEco is negotiating partnerships with local government organizations and farmers in Moc Chau, Hai Phong, and Da Lat. VinEco farms here will produce clean, fresh and organic vegetables on large-scale automated facilities.


Indicators2015

(VND trillion)2014

(VND trillion)% Increase/

decreaseTotal assets 145.5 90.1 62%

Total liabilities 107.9 62.6 72%

Owners' equity 37.6 27.5 37%

Short-term assets 67.7 35.2 92%

Fixed assets 19.8 11.0 80%

Total presale contract value 70.8 17.8 298%

Net revenue 34.0 27.7 23%

Cost of goods sold 22.3 17.3 29%

Selling, general and administrative expenses 6.9 2.9 136%

Operating profit 3.5 5.4 -35%

Profit before tax 2.9 5.4 -47%

Net profit after tax 1.5 3.8 -60%

Stock dividend payout (%)* 11.8% 14.0%

Construction in progress increased by 59% or VND6.7 trillion from VND11.4 trillion at the end of 2014 to VND18.1 trillion at the end of 2015. The increase reflected the ongoing construction activities at new projects such as Vinhomes Star (VND3.0 trillion), Vinhomes Paradise (VND2.0 trillion) Vinhomes Riverside 2 (VND1.1 trillion) and Vinhomes Springlake (VND818 billion).

Investments in associates and jointly controlled entities increased by 552% from VND1.0 trillion at the end of 2014 to VND 6.7 trillion at the end of 2015. The Group’s new investments included Can Gio Urban Tourism JSC (VND4.8 trillion) and Vien Dong Pearl LLC (VND513 billion).

Advances from customers rose by 207% or VND13.6 trillion from VND6.6 trillion at the end of 2014 to VND20.2 trillion at the end of 2015, reflecting a surge in down payments from customers who purchased apartments, shophouses and villas in Vinhomes Times City – Park Hill (an increase of VND6.0 trillion), Vinhomes Central Park (an increase of VND7.4 trillion), and Vinhomes Nguyen Chi Thanh – Hanoi (an increase of VND1.0 trillion). There were also large increases in short-term advances from customers purchasing villas at Vinpearl Phu Quoc, Vinpearl Nha Trang Bay Resort & Villas, and Vinpearl Golf Land Resort & Villas (an increase of VND1.9 trillion).

Other short-term payables increased by 190% from VND9.8 trillion at the end of 2014 to VND28.6 trillion at the end of 2015. This increase came from the growth in deposits and advance payments from customers purchasing homes and villas at Vinhomes Times City – Park Hill (an increase of VND2.8 trillion), Vinhomes Central Park (an increase of VND11.5 trillion), and Vinpearl Phu Quoc (an increase of VND3.6 trillion).

Total debt increased by 13% or VND4.2 trillion from VND 32.7 trillion at the end of 2014 to VND36.9 trillion at the end of 2015. Long-term loans and borrowings increased by 13% or VND4.0 trillion and short-term loans grew by 10%. VND-denominated debt as a percentage of total debt was 80.6% at the end of 2015, an increase over 2014, when VND-denominated debt was 65.8% of total debt. The average maturity of debt at the end of 2015 was 3.6 years, compared to 4.0 years at the end of 2014. The ratio of total debt to total assets declined from 36% in 2014 to 25% in 2015, demonstrating the Group’s ability to reduce leverage.

Long-term unearned revenue grew by 82% or VND1.2 trillion from VND1.5 trillion at the end of 2014 to VND2.7 trillion at the end of 2015. The increase was due primarily to management service revenue for beach villas at Vinpearl Nha Trang and Vinpearl Phu Quoc.

Retained earnings fell by 62% or VND2.6 trillion from VND 4.2 trillion

DISCUSSION AND ANALYSIS OF THE BALANCE SHEET AS AT DECEMBER 31, 2015

Vingroup’s current assets rose by 92%, from VND35.2 trillion at the end of 2014 to VND67.7 trillion at the end of 2015. Current liabilities also increased by 164%, from VND24.6 trillion at the end of 2014 to VND64.8 trillion at the end of 2015. These increases reflect the successful signing of 14,000 sales contracts for apartments and villas across Vingroup projects, including Vinhomes Central Park, Vinhomes Nguyen Chi

Thanh, and Vinhomes Times City – Park Hill, as well as Vinpearl beach villas, a record in terms of units sold for the Group.

The Group’s construction activities were carried out at a rapid pace throughout Vietnam, leading to a significant increase in the value of inventories, as well as advance payments to contractors. Vingroup reported record growth in cash inflows from down payments, deposits, and advances from property buyers. These cash inflows are reflected in two balance sheet items. Advances from customers rose by 207% from VND6.6 trillion at the end


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at the end of 2014 to VND1.6 trillion at the end of 2015, due to a dividend declaration of VND3.8 trillion and equity transactions of VND244 billion.

Net profits attributable to equity holders of the Parent Company reached VND1.2 trillion in 2015. During the year, non-controlling

from VND2.2 trillion in 2014 to VND3.9 trillion in 2015. This increase matched the overall expansion of the Group’s scale and the launch of new businesses. The increase in expenses explains the Group’s decline in net profit after tax, which fell by 60% from 2015. Net profit after tax for 2015 was 50% of the Group’s target. This shortfall is due to the fact that

revenues and profits from contracted property sales are only recognized after the properties have been handed over to purchasers. Projects where contracted sales had not yet been handed over included Vinhomes Times City – Park Hill, Vinhomes Central Park, and Vinhomes Nguyen Chi Thanh in Hanoi.

Indicators 2015 2014

Liquidity ratio (times)

Current ratio: Current assets/Current liabilities 1.04 1.43

Quick ratio: (Current assets – Inventories)/ Current liabilities 0.61 0.77

Capital structure (times)

Total liabilities1/Total assets 0.74 0.70

Total liabilities/Owners’ equity 2.87 2.28

Leverage (times)

Debt ratio: Total debt/Total assets 0.25 0.36

Operating capacity (times)

Asset turnover: Net revenue/Total assets 0.23 0.31

Profitability (times)

Profit after tax/Gross revenue 0.04 0.14

Profit after tax/Net revenue 0.04 0.14

Return on Equity: Profit after tax/Equity 0.04 0.14

Return on Assets: Profit after tax/Total assets 0.01 0.04

Operating income/Net revenue 0.10 0.19

Operating income/Total assets 0.02 0.06

1 Total liabilities include amounts payable to suppliers, deposits from customers, and borrowings. Liabilities also include the proceeds from contracted sales paid for by customers for under-construction properties. These payments will be recognized as revenue once the properties have been delivered to customers.

KEY FINANCIAL RATIOS

The Group’s liquidity ratios for the year ended December 31, 2015 declined as short-term liabilities rose faster than short-term assets. The current ratio fell from 1.43 times to 1.04 times, and the quick ratio decreased from 0.77 times to 0.61 times. Short-term liabilities rose as proceeds increased from contracted sales of under-construction projects paid for by customers.

The ratio of total liabilities to total assets rose from 0.70 to 0.74 times. The ratio of total liabilities to owners’ equity increased from 2.28 times to 2.87 times. These increases are due to the increase in customer deposits. The ratio of total debt to total assets, or the leverage ratio, declined from 0.36 times at the end of 2014 to 0.25 times at the end of 2015.

The Group’s profitability ratios declined in 2015 as compared

Vingroup’s gross profit increased by VND1.3 trillion, representing year-over-year growth of 12%, from VND10.4 trillion in 2014 to VND11.7 trillion in 2015. The gross profit margin in 2015 was 34%.

Finance income rose by VND586 billion, from VND1.3 trillion in 2014 to VND1.9 trillion in 2015. The increase was due largely to an increase in interest income of VND502 billion.

Finance expenses fell by VND209 billion compared to 2014, a decrease of 6%, from VND3.5 trillion in 2014 to VND3.3 trillion in 2015. The drop occurred because capitalized interest on construction-in-progress increased from VND617 billion in 2014 to more than VND1.5 trillion in 2015.

Vingroup’s selling expenses increased by VND2.2 trillion, from VND739 billion in 2014 to VND3.0 trillion in 2015. The increase was due largely to greater advertising and promotion expenses in the property sale segment.

General and administrative expenses rose by VND1.8 trillion,

with 2014, due to an increase in selling, general, and administrative expenses, which, in turn, was due primarily to the Group’s expansion. As has been explained, 2015 profitability ratios do not fully reflect the Group’s operating performance as several projects that have been pre-sold have not been recognized.

Revenue from other business units also increased over the prior year, for example:

Revenue from leasing activities and rendering related services grew by 21%, from VND2.2 trillion in 2014 to VND2.7 trillion in 2015. This increase was due to the opening and acquisition of 15 new shopping malls.

Revenue from rendering hotel, amusement park, and related services increased by 35% or VND734 billion, from VND2.1 trillion in 2014 to VND2.8 trillion in 2015. Powering this growth were three new resorts in Ha Long, Nha Trang, and Phu Quoc, in addition to the Vinpearl Land amusement park and the Vinpearl Safari and Conservation Park .

Revenue from hospital and education segments increased by 45% or VND399 billion over 2014 as Vinmec brought online two new hospitals, one in Phu Quoc and one in Ho Chi Minh City and Vinschool expanded student headcount to approximately 10,000 students.

interests rose by 104% or VND7.4 trillion to VND14.4 trillion at the end of 2015. The increase was due to capital contributed by non-controlling shareholders, and purchase of new subsidiaries.

DISCUSSION AND ANALYSIS OF THE INCOME STATEMENT FOR THE YEAR ENDING DECEMBER 31, 2015

Net revenue increased by VND6.3 trillion, or 23%, from VND27.7 trillion in 2014 to VND34.0 trillion in 2015. Growth was powered largely by expansion in Vingroup’s retail sector.

Item

2015 2014Value (VND

trillion)Percentage

(%)

Value (VND

trillion)Percentage

(%)Sale of inventory property 21.2 62.2 21.8 78.5

Leasing activities and rendering related services 2.7 7.8 2.2 7.9

Rendering hotel, amusement park, and related services 2.8 8.4 2.1 7.6

Rendering hospital and related services 0.8 2.3 0.7 2.4

Sale of goods in supermarkets, convenience stores, and retail outlets 4.3 12.6 0.4 1.5

Rendering education and related services 0.5 1.5 0.2 0.8

Rendering other services 1.7 5.2 0.3 1.2

Total 34.0 100 27.7 100

Source: Vingroup JSC audited consolidated financial statements for 2014 and 2015

NET REVENUE ANALYSIS FOR 2015 AND 2014



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PROPERTY

Vinhomes will maintain its market-leading position in the property development sector by delivering high quality products and premium customer service in all urban areas. Development and expansion of its network of professional agents will also continue.

Vincom Retail shall further increase the geographic coverage of shopping malls to add another 15 malls in key cities and growth provinces.

Improvements in operations management and tenant services will continue as Vincom Retail welcomes additional international brands as tenants in its malls. Vincom’s goal is to make available international brands so that Vietnamese people may purchase conveniently near their homes without the need to travel abroad.

HOSPITALITY AND ENTERTAINMENT

Vinpearl will continue to expand its five-star hotels, resorts, and beach villas at prime locations throughout the country to diversify its sources of revenue. Entertainment centers will be developed for most properties as a means of enhancing amenities and supplementing cash flows for the Group.

CONSUMER RETAIL

Vietnam’s consumer market is being driven by rising spending levels, rapid urbanization, and demands for higher standards of living. These trends make Vietnam one of the

Blueprint for 2016

most dynamic economies in Southeast Asia. With a young population, rising income levels, fast urbanization, and an attractive business environment, Vietnam’s retail market has high development potential. Similarly, Vietnam’s e-commerce industry is undergoing robust growth thanks to high Internet penetration and rapid smartphone adoption.

VinCommerce is growing the network of VinMart and VinPro stores throughout the country to take advantage of these trends. In particular, investments in the VinMart+ convenience store network are aimed at increasing store concentration closer to density seen in other countries in the region. During 2016, the retail line of business will continue its brand building efforts, enhance customer service, and create new customer care strategies around its loyalty program – the Vingroup Card.

SOCIAL INFRASTRUCTURE SERVICES

A forecast by BMI indicates that, as the third most populous country in Southeast Asia and the 14th most populous in the world, Vietnam will increase her spending on healthcare by 13.3% from 2016 to 2018, and by 12.2% from 2018 to 2023.

Vingroup believes that education investments are strongly supportive of economic growth. The goal of education investments is to develop human resources to meet labor force needs while promoting a meritocratic environment at the same time.

As one of the world’s leading agricultural exporters, Vietnam is now applying modern production techniques to boost output.

Vingroup social infrastructure businesses have an action plan for 2016 as follows:

Vinmec International Hospitals will expand its network by opening new hospitals in large cities and will add specialty departments through collaboration with leading healthcare providers around the world.

Vinschool will expand its K-12 education system in urban areas where Vinhomes is located. Vinschool will also increase international cooperation through exchange programs for study abroad.

VinEco plans to increase both the breadth of its product line and the volume of its production. The business unit’s goal for 2016 is to deliver 36,000 tons of more than 100 varieties of fresh produce, and to expand its distribution network both domestically and internationally.

PLANS FOR BUSINESS DEVELOPMENT AND HUMAN RESOURCE

Vingroup plans to grow cashflow from recurring revenue businesses, rationalize management processes and enhance quality and the level of services provided at Vinhomes residences, Vincom shopping centers, Vinpearl Land amusement parks, Vinschool facilities, Vinmec hospitals and clinics and VinCommerce retail outlets.

2016 will be a year of Quality and Efficiency as Vingroup

upgrades its competencies, improves corporate governance, and continues to relentlessly pursue business opportunities in order to maximize profitability across all business lines.

We will continue to evaluate various sources of financing from the international and domestic markets, and ensure our M&A activities are effective, with more attention channelled towards fast integration with the Group’s existing businesses.

The Group will also focus on human resource development with more training and a more streamlined organizational structure to align with corporate goals and strategies.

Our strategy for human resource development tailors advanced training programs to improve technical skills and places emphasis on building a strong, sustainable corporate culture to ensure the Group remains one of the most attractive employers in Vietnam.

2016 BUSINESS strategy

Improving Vingroup’s management and governance is one of the Group’s major goals in 2016. The Company has set a goal of building a strong management system that is based on the application of the best international practices. To manage its growth, the Group needs management systems that can guide its operations in a responsible, transparent, and effective manner.

It is the dream of all businesses to have all employees be constantly Proactive, Responsible and Effective. Thus, it is essential to create and maintain a working environment that nurtures and fosters these characteristics.

Vingroup Board of DirectorsSymposium on the topic of “Proactive,

Responsible, Effective Governance” Vingroup Governance Structure



Governance Report


Risk Management


Corporate Governance

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VINPEARL GOLF NHA TRANGHon Tre, Nha Trang

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VINGROUP GOVERNANCE STRUCTURE

(Extract from Provision No 3, Vingroup Management Code of Conduct – issued on August 16, 2013)

Maintain an e�ective

management structure

Protect the legal rights and ensure equal treatment

of all shareholders

Prevent con�icts among concerned

parties

Provide transparent operations

Vingroup’s Management

Code of Conduct

03

During the five-year period from 2011 through 2015, Vingroup launched a number of initiatives to strengthen its management and governance procedures. These initiatives were aimed at applying best practices in accordance with the Group’s core values and aligning individual total compensation with business results.

Role of the management systems in Vingroup’s developmentVingroup has identified corporate governance as a critical success factor in achieving sustainable growth and profitability. The Group has issued an internal management code of conduct describing the requirements for professional and transparent management of operations. The code of conduct is designed to protect the interests of shareholders, customers, employees, and the community.

PRINCIPLES OF THE MANAGEMENT CODE OF CONDUCT

CORE VALUES OF VINGROUP’S MANAGEMENT MODELS

Vingroup’s governance structure has been developed based on the following core values:

Effectiveness – Fairness –

Accountability – Transparency

Vingroup believes that effective management systems enable the organization to promote its core values, control business operations, and delegate responsibilities among its various business units. The Group constantly looks for ways to realize the synergies among the various business units and P&Ls to help meet its business goals.

Vingroup Management and Governance Structure

Further details can be found in Corporate Profile – Corporate Structure, Page 28.

The Vingroup management and governance system follows standard international practices for publicly listed companies and includes a General Meeting of Shareholders, a Board of Directors, a Supervisory Board, a Chief Executive Officer (CEO), along with functional units and representatives of the Parent Company in the Group’s subsidiaries (the independent profit-and-loss centers, or “P&Ls”). Vingroup’s management and governance structure is used for both the Parent Company – Vingroup JSC – and the P&Ls.

The components of the Vingroup management structure are described below:

The General Meeting of Shareholders (GMS) has the highest level of authority within Vingroup and includes all shareholders with voting rights. The GMS determines key governance structures and has power to appoint members of the Board of Directors and Supervisory Board.

The Board of Directors (BOD) is the Group’s management body, elected by the General Meeting of Shareholders and entrusted with the authority to make business decisions for the Group, and exercise rights and responsibilities that do not fall within the jurisdiction of the General Meeting of Shareholders.

The Board of Directors does not have special committees because the functions of supervision and risk management are already assigned to dedicated Divisions in the Corporate Office. These Divisions supervise the operations of the business units and are empowered to assist take control of operational units as needed.

The Supervisory Board is responsible for carrying out duties assigned by the GMS and for monitoring the business performance, management and operations of the Group. The Supervisory Board is elected by the GMS and works independently from the Board of Directors and Management.

The Management includes the CEO and Deputy CEOs who are appointed by the Board of Directors. The CEO is the legal representative of the Group and has the highest authority in managing the daily operations of the Group. The Management is responsible for overseeing the Group’s business operations by managing and supervising the heads of Divisions in the Corporate Office and the senior executives at each P&L.

The Corporate Office is the body charged with supporting the Board of Directors, the CEO, and the Management of the Company in formulating the Group’s business strategies and direction. The Corporate Office also carries out such functions as brand-building, corporate advertising, capital allocation, fund raising, mergers and acquisitions, investments – all aimed at maximizing benefits for shareholders.

Other corporate management functions assigned to the Corporate Office include setting human resource policies, evaluating business results, and information technology management policies. During 2015, the responsibilities, roles, and objectives of Divisions within the Corporate Office have been recalibrated to reduce overlap and duplication of effort, and to ensure effective supervision of business units.

The P&Ls are responsible for implementing Group decisions, resolving issues not reserved under the jurisdiction of the Management and Corporate Office, running the day-to-day operations of the business units, and reporting to the Group as required and requested. The P&Ls are also responsible for escalating issues to the Group on matters that affect shareholder interests.

VINGROUP GOVERNANCE STRUCTURE

Relationship between the Corporate Office and P&Ls / Affiliates

Relationships between the Corporate Office and the business units are managed in accordance with the Enterprise Law and Vingroup regulations.

When projects require coordination between multiple business units, they are managed under the terms of Vingroup’s responsibility matrix based on the RASCI framework (Recommender, Approver, Supporter, Consultant, and Informee). This framework is used to clarify responsibility, facilitate cooperation and promote transparency.

Mechanism for coordination between the Corporate Office and the business units

Vingroup business units are directed to cooperate with each other for mutual long-term benefit under arm’s length principles.

Representing the Group’s interest and that of other shareholders, the Corporate Office coordinates and mediates to realize synergies and save costs for the units in question as well as the Group as a whole.

The Corporate Office also sets policies and guidelines to ensure that business units work with each other and with the Parent Company to utilize resources efficiently and leverage their individual strengths.

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Evaluation of the Board of Directors on the Management and Business Performance in 2015APPROACH

In compliance with provisions in the Group charter, internal regulations and prevailing law, the Board of Directors has completed the following governance and supervisory activities during 2015:

Supervised capital-raising exercises to finance project development.

Successfully organized the AGM on April 23, 2015.

Ensured the 2014 Financial report, Annual report and the quarterly financial reports provided a timely and comprehensive update of the Group’s business performance and financial state on the reporting date.

Supervised the implementation of GMS and BOD resolutions.

Maintained oversight on activities in order to improve operational performance and meet business targets.

Supervised the disclosure of information to stakeholders.

2015 REPORT

The Board of Directors believes that efforts to restructure and optimize the organization structure and streamline business operations have resulted in a more efficient, and lean corporate structure, without negatively impacting output. Net revenue was VND34.0 trillion for 2015, amounting to 113.5% of the budget approved by the AGM. Although profitability fell short of the budgeted amount at 50% of the approved target of VND3.0 trillion, Vingroup set a record of contracted sales of VND70.8 trillion, a figure which will flow into revenue and profit in the next few years.

Even with more intense competition during 2015, Vingroup’s projects still met their deadlines and achieved outstanding operating results. Revenues also exceeded planned levels and the Group maintained its leadership position in core areas. These achievements are thanks to the hard work and stewardship on the part of Management and senior executives, whose

perseverance and adaptability resulted in timely, innovative strategic adjustments and coordinated execution.

Vingroup continues to maintain its leadership in contributions to the community. Among these contributions are building schools for children in remote and mountainous areas, donating heifers to farmers, and using advanced and environmentally-friendly technologies in all of its projects.

activities of the board of directors during 2015

INTRODUCTION OF THE BOARD OF DIRECTORS

The Board of Directors consists of ten members, including a Chairman and three independent directors.


BOARD MEETINGS AND THE PROMULGATION OF THE GROUP’S MAJOR DECISIONS

During 2015, the Board held a total of 18 meetings with a member participation rate of 100%. The Board issued 95 resolutions, approving important policies that impacted the Group’s operations and prospects. The resolutions can be summarized as follows:

ContentNumber of

resolutions

Reorganizing the corporate management and operational structure, establishing the P&Ls, making executive appointments at the Group and P&L levels

64

Fund raising, issuance of corporate bonds, pledging of assets

11

Investment approval and changes to construction schedules of development projects

9

Increasing charter capital by paying share dividends and converting the international convertible bonds into shares

11

Total 95

Corporate Management and Governance Plans for 2016During 2015, Vingroup restructured its organization to improve overall efficiency and raise the productivity of each employee. In 2016, the Group will undertake a comprehensive management system reform. The comprehensive reform in 2016 aims to build a new system that will improve internal control to ensure sustainability for the long term.

The 2016 comprehensive management system reform includes a number of components aimed at: (1) refining management systems in accordance with best practices and maintaining the Group’s culture and core values, (2) integrating


advanced technology and progressive management tools to improve operational efficiency, (3) empowering and raising the productivity of middle-management executives, and (4) further aligning individual objectives and incentives with those of the team.

Participation of Board members in corporate governance programsDuring 2015, members of the Board of Directors (except for three independent members) participated in all seminars and training sessions on corporate management and governance.

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Activities of the Supervisory Board During 2015During 2015, the Supervisory Board collaborated closely with the Board of Directors and Management. The Supervisory Board frequently monitored resolutions issued by the Board, decisions by Management and audits conducted by the Internal Audit Division. It helped to ensure that resolutions were issued and implemented in compliance with legal regulations and the internal policies of the Group.

The Supervisory Board carried out these functions during 2015:

Supervised implementation of 2015 AGM’s resolutions covering dividends, increasing charter capital, and other AGM actions.

During 2015, the Supervisory Board held four quarterly meetings as follows:

No Date Number of attendees Content Result

1 March 30, 2015 4/4 Evaluated several key resolutions issued by the Board of Directors during the first quarter

The resolutions have been properly executed.

Reviewed the consolidated and separate financial statements, and draft audited financial statements in 2014

Financial statements were accurately prepared in accordance with the standards.

2 June 29, 2015 3/4 Evaluated and reviewed the implementation of resolutions issued by the Board of Directors during the second quarter

The resolutions were made in accordance with the regulations and the charter and they have been correctly executed.

3 September 8, 2015

4/4 Evaluated and reviewed the implementation of resolutions issued by the Board of Directors during the third quarter

The results indicated that the relevant Divisions and businesses had carried out the resolutions correctly.

Reviewed transactions with related parties and the implementation of information disclosure

The implementation of information disclosure and transactions with related parties are in compliance with the law.

Reviewed financial reports of the first 6 months in 2015

The 1H2015 financial report fully reflected the financial position of the Group for the first 6 months and was reviewed by the independent auditor Ernst & Young.

4 December 22, 2015

4/4 Evaluated the implementation of key projects

The projects were implemented on schedule with almost no mistakes regarding financial regulation and asset management. Key regulatory approvals had been obtained, and outstanding documents were being updated or applied for by the relevant Divisions.

Supervised execution of business plans and progress of achieving revenue targets.

Assessed financial investments and advised the Board on ways to minimize risk and maximize returns.

Ensured accuracy of quarterly and annual financial statements in accordance with Vietnamese Accounting Standards and current fiscal policies.

Ensured compliance with laws and regulations on information disclosure.

Reviewed and evaluated key related-party transactions.

The Supervisory Board has not reported any unusual changes in business, investment, or finance during 2015. It did not perform any unscheduled inspections during 2015, due to the stability and transparency of the Group’s business activities.

In addition to these quarterly meetings, the Supervisory Board attended several Board meetings and met the Internal Audit Division, functional Divisions and independent auditors in order to carry out its duties.

Plan of Action of the Supervisory Board for 2016

In 2016, the Supervisory Board plans to continue to carry out its mandated functions and responsibilities, as follows:

Monitor the suitability and legality of the Group’s business activities.

Examine the implementation of Annual General Meeting (AGM) and Board resolutions and decisions.

Review quarterly and annual financial statements for accuracy and completeness.

Advise the Board on ways to increase capital efficiency and improve asset utilization. Examine mechanisms and policies to minimize risk in the Group’s business operations.

Carry out inspection programs in specific business areas based on requests from shareholders.

Coordinate activities among the Supervisory Board, the Board of Directors, Management and shareholders to maximize efficacy.


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Governance Report

2015 Governance Report

The Board of Directors and Management place great emphasis on the role of corporate governance in the management of the Group. During 2015, Vingroup fully complied with prevailing regulations on corporate governance applicable to a publicly listed company regarding information disclosure. We disclosed information related to business activities within the required time in a transparent manner to all stakeholders and investors.

In 2015, Management reorganized certain divisions in order to enhance their administrative and competitive capabilities. We also concentrated on reviewing and establishing a set of internal regulations to streamline processes and strengthen management capability. These regulations will enhance the capacity and efficiency of administration in areas such as business, finance, investment, human resources, risks, brand management, information technology, asset utilization, and internal supervision and audit.

Vingroup is proud to be one of the few enterprises providing shareholders and investors with transparent information through information released to the Stock Exchange and the State Securities Commission in accordance with regulations for listed companies, as well as through financial reports made in line with Vietnamese Accounting Standards (VAS) and International Financial Reporting Standards (IFRS).

Remuneration for the Board of Directors, Supervisory Board and Management

REMUNERATION MECHANISM

The remuneration policy for the members of the Board of Directors, Supervisory Board, and Management complies with the regulations on remuneration, incentives and operating expenses for members of the Board of Directors, the Supervisory Board and the CEO in the Charter. Remuneration is further approved by the Annual General Meeting and complies with relevant laws.

REMUNERATION FOR THE BOARD OF DIRECTORS AND SUPERVISORY BOARD IN 2015

In 2015, there were ten Board members and four members of the Supervisory Board, after one member of the Supervisory

Board resigned in April 2015.

In April 2015, the total remuneration for members of the Board of Directors and the Supervisory Board of Vingroup was approved by the AGM as a percentage of after-tax profit as below:

The remuneration for the Board of Directors not to exceed 0.4% of 2015 after-tax profit.

The remuneration for the Supervisory Board not to exceed 0.1% of 2015 after-tax profit.

2015 remunerations for the Board of Directors and the Supervisory Board are:

The Board of Directors received a total of VND5.5 billion, equivalent to 0.37% of 2015 after-tax profit, and

The Supervisory Board received a total of VND1.5 billion, equivalent to 0.1% of 2015 after-tax profit.

Management received salaries and incentives based on their employment contracts, and did not receive any other form of remuneration.

Other benefits for members of the Board of Directors, Supervisory Board and Management

Regular health check-up Members of the Board of Director, Supervisory Board, and Management receive full reimbursement of actual costs for an annual check-up at one of the Vinmec International Hospitals or another quality medical outlet selected by the Group.

Health insurance In addition to social and medical

insurance according to the law, members of the Board of Directors, Supervisory Board and Management are provided with health insurance for themselves and for direct family members.

Company telephone Members of the Board of Directors, Supervisory Board and Management are supplied with a mobile phone with services plus reimbursement for usage costs.

Discounts when using Group services Members of the

Board of Directors, Supervisory Board, and Management receive discounts for certain Group products and services. Such discounts are applicable for services at Vinmec General

International Hospitals, Vinpearl Hotels and Resorts, Vinpearl Land amusement parks, and Vinschool. Vingroup Cards are also given to members of the Board of Directors, Supervisory Board, and Management to earn loyalty points when using Group services.

Business-related expenses Actual expenses for business trips are reimbursed for members of the Board of Directors, Supervisory Board, and Management as follows:Business class tickets for air, rail, water or road travel both domestically and internationally.

Group hotels for business-related travel, or 4 or 5-star hotels if Group hotels are not available.

Other business expenses are reimbursed based on actual costs.

Changes in membership of the BOarD of directors, Supervisory Board and Management

Ms. Hoang Thuy Mai – a member of the Supervisory Board – resigned on April 23, 2015.

Change in the list of related parties of a public company

None.

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includes the CEO, Divisions of the Corporate Office and the lines of business.

The second line of defense is responsible for building policies, procedures and risk management tools, supporting the implementation of risk management activities at the Corporate Office and P&Ls. The second line of defense consists of the Board of Directors and the Risk Management Division.

The third line of defense is responsible for assessing the effectiveness and efficiency of risk management activities in the Group. The third line of defense encompasses the Internal Audit Division.

Based on the three lines of defense, the risk management responsibilities are assigned to the Board, the Management and the Divisions as follows:

The model of risk management operates throughout the Group, from the Parent Company to P&Ls, to ensure coherent and continuous management of risk.

Risk Management Process

The Group uses a risk management process consisting of six components. This process provides a logical and systematic approach to identify, analyze, assess the level of severity, formulate the risk mitigation measures, monitor and review, and communicate risks to provide information for


Internal Audit Activities in 2015

In 2015, the Internal Audit Division reviewed and evaluated business and compliance activities of the Corporate Office and P&Ls. In particular:

Inspecting and evaluating the quality of real estate products sold to customers and customer care services.

Reviewing compliance in addressing the interests of customers in accordance with the law and terms of sale.

Following up on customers’ feedback and suggestions.

Monitoring relationships between the Group’s construction companies and vendors to ensure that partners are treated with fairness, transparency, timeliness and in the spirit of mutual long-term benefit.

Inspecting the working environment, compensation, employment benefits and training programs, in order to provide equitable incentives and equal development opportunities to Vingroup employees.

Evaluating the use of assets to create returns, regularly comparing the operating metrics of the Group’s business lines with leading regional companies in the same industries.

Cooperating with the Finance Division and International Finance and M&A Division to review the adequacy, reliability, timeliness and transparency of financial and nonfinancial information of each P&L in order to support the management functions of the Corporate Office.

The Internal Audit Division keeps updated on relevant developments in audit practices and functioned as an independent and specialized body to monitor the business operation and financial condition of the P&Ls. In 2016, the Internal Audit Division will also strengthen its advisory role to help the P&Ls achieve their targets.

The aims of Risk Management Vingroup has built a risk management framework in accordance with international rules and standards (ISO 31000), while ensuring that it is suitable to the Group’s corporate structure and the business environment in Vietnam. Risk management at Vingroup is based on these principles:

A consistent risk management framework, coupled with effective risk management tools, should support the Group’s business development strategies.

Risk management should identify risks in a timely manner and help maximize the outcome of favorable opportunities.

Vingroup will clearly allocate responsibilities and ownership in risk management and establish regular supervision and reporting mechanisms.

We will establish a common language in order to strengthen the risk management culture at Vingroup.

The Group recognizes that risk management is not only about threats but also about opportunities. Therefore, risk management is not risk minimization at all costs, but is about optimizing the correlation between risks and opportunities, and accepting risks within a pre-defined risk appetite. Vingroup is prepared to take risks in a prudent manner for justifiable business rationales.

Risk management structure

The model of risk management used at Vingroup is constructed with three lines of defense in order to ensure the independence and objectiveness of the Risk Management Division.

The first line of defense is responsible for risk ownership and management in its operations. The first line of defense

Risk management

1

2

3

Board of Directors

CEO Internal AuditDivision

Corporate Office

P&Ls

Risk Management Division

Responsible party Risk management responsibility

Board of Directors Issues regulations, strategies and policies on risk management, and determines the organization structure, functions and responsibilities of the risk management system.

CEO Supervises and ensures that risk management activities are carried out in line with strategies and policies on risk management.

The Risk Management Division, Internal Audit Division, and Risk Management departments at the P&Ls

Coordinate with other Divisions to manage risks with approved tools, limits, procedures appropriate for the Corporate Office and P&Ls.

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Management to use for decision-making and timely response to both risks and opportunities. This risk management system is constructed based on the principles and guidelines of ISO 31000 standards as well as best risk management practices in the industry.

The CEO and Head of the Risk Management Division submit risk management policies to the Board of Directors for approval at least annually, and the major risk factors of the Group is reviewed and assessed at least quarterly.

Risk Management Activities in 2015During 2015, in line with our approach, Vingroup continued to strengthen the risk management procedures. When there are significant transactions, market volatility or changes in the legal framework, the Corporate Office and P&Ls had consulted with the Risk Management Division, and functional Divisions such as the Legal Division and the Finance Division following the process for timely assessment and resolution.

To improve the risk management system, it was necessary to raise risk management awareness on the part of all the staff at the first line of defense. Therefore, during 2015, the Group frequently organized seminars to disseminate information about new risks and changes in the legal environment for all members in the Management and staff.

MANAGING MATERIAL RISKS IN 2015

In 2015, the following risks have been identified to have material implications on the Group’s operations and prospects, and have been appropriately monitored and controlled as follows:

Macroeconomic risks

Operations in the property, retail and hospitality businesses tend to fluctuate with changing macroeconomic conditions. Important macroeconomic factors such as growth rates, inflation, credit growth, exchange rates, consumer indices, saving rates, investment and unemployment affect Vingroup’s operations and results. The Group manages macroeconomic risks by focusing on recurring income businesses such as commercial and hospitality properties, retail, healthcare and education, and maintaining an investment portfolio comprising many projects in provinces and cities throughout the country, especially

those with promising economic prospects. Specialized divisions monitor the macroeconomic environment and consult with the Management and P&Ls to forecast future macroeconomic trends and their impacts on key business areas, from there working out appropriate strategies and policies.

Financial risks

Financial risks for Vingroup include risks related to liquidity, interest rates and foreign currencies. Quarterly, the Finance Division and International Finance and M&A Division assess conditions in the capital and financial markets to proactively manage the debt portfolio and other commitments of the Group. The Finance Division and International Finance and M&A Division consult with local and international banking and finance experts to propose and implement risk management solutions, such as using derivatives, especially ahead of large transactions or transactions in foreign currencies. In order to manage liquidity risks, Vingroup actively manages our debt maturity profile and ensures that cashflows are carefully controlled.

Competition risks

Vingroup’s businesses, such as real estate, leasing and retail, face a high level of competition. For each line of business, competitors of the Group vary from multi-national groups to domestic rivals offering products and services similar to those of Vingroup. We innovate constantly to launch new, attractive and high-quality products and enhance our competitiveness in the market. Our loyalty program, Vingroup Card, has also been designed to link the ecosystem of products and services, increase value add for customers, and position Vingroup ahead of the competition.

Investment risks

Investments in new projects are implemented based on business strategies that are defined at the beginning of the year. Every investment has to be financially viable compared to our average cost of capital or the relevant P&Ls, or be important to the Group’s strategy. Before an investment is made in a new project, risks such as market, legal, licensing, tax or operational have to be carefully assessed, and mitigating solutions proposed if necessary. The Group frequently consults with financial, legal and tax advisers and follows rigorous due diligence and mergers & acquisitions processes for potential acquisitions.

Risk management

Project development risks

Vingroup maintains a thorough project management system comprising several components for budgeting, cost management, quality control, regulatory compliance and speed of execution. There are stringent procedures to select well-qualified vendors for projects based on criteria such as experience and reputation. We also emphasize close supervision of our contractors. Senior executives in the Construction Supervisory Division are experienced practitioners from the design and engineering industries, well-equipped to evaluate the quality of external contractors.

Personnel risks

The domestic labor market still lacks experienced personnel, especially those with senior roles. We have a competitive compensation framework which is based on results rather

Risk management

than on seniority in order to attract and motivate talent. The Group seeks to build a full leadership pipeline and strong management bench to support our rapid expansion. VinAcademy regularly organizes large-scale training programs for employees. Last but not least, Vingroup places emphasis on growing young talent to become future managers.

Environmental risks

Construction projects may cause air, noise and water pollution. Large-scale mixed-use projects may impact ecological, economic and social environments around them. We pay significant attention to the potential environmental impacts of each project. All projects undertaken by Vingroup goes through rigorous socio and environmental appraisals before development commences, and the Group uses the strictest standards in design and environment-friendly materials in our projects.

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Vingroup Shares During 2015Ticker: VIC

Outstanding shares (as at December 31, 2015): 1,868,188,087 shares

Market capitalization (as at December 31, 2015): VND85.4 trillion

Source: Bloomberg and VCSC

Share performance in 2015

Prior to September of 2015, Vingroup’s share price moved in tandem with the VN-Index, as the market was weighed down by external drivers such as a CNY devaluation and a Fed’s rate hike. After September of 2015, VIC substantially outperformed the

January March May July September December-15%

15%

25%

-5%

5%

CNY devaluation

Fed announced rate hike

VIC VN Index

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

Foreign investors were net sellers due to concerns about a potential Fed hike

SCIC announced privatization of large enterprises and TPP

negotiation concluded

2015 share price

Share price Date Price (VND) Trading volume DateVolume

(‘000)

Closing December 31, 2015 45,700 Closing December 31, 2015 3,400

High December 31, 2015 46,000 High September 18, 2015 7,000

Low April 6, 2015 36,500 Low May 8, 2015 90

Average volume-weighted price 41,200 Average daily volume 1,100

Name Number of shares held

(shares) Ownership percentage (%)

Mr. Pham Nhat Vuong 532,428,120 28.50

Vietnam Investment Group JSC 226,622,964 12.13

Hong Thai Investment and Development Company Limited 103,596,253 5.55

Total 862,647,337 46.18

Founding shareholders

Signi�cant shareholders

Other shareholders - Foreign

Other shareholders - Domestic

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46.18%

16.32%

37.11%0.39%

No ShareholderNumber of shares

held (shares)

Ownership percentage

(%)Number of

shareholders1 Founding shareholders 7,373,208 0.39 1

Domestic 7,373,208 0.39 1

Foreign 0 0 0

2 Significant shareholders (holding above 5%) 862,647,337 46.18 3

Domestic 862,647,337 46.18 3

Foreign 0 0 0

3 Other shareholders 998,167,542 53.43 8,822

Domestic 693,340,899 37.11 8,205

Foreign 304,826,643 16.32 617

Total 1,868,188,087 100 8,826

Domestic shareholders 1,563,361,444 83.68 8,209

Foreign shareholders 304,826,643 16.32 617

Shareholder structure (As at December 31, 2015)

Significant shareholders holding over 5% (As at December 31, 2015)

market index, because investors began to recognize the positive sales prospects which surpassed expectations and provided visibility for future earnings growth as a new hand-over cycle begins in 2H16.


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History of charter capital increase (2011 – 2015)

Time of issuance Transaction Recipients

Capital before the issuance (VND)

Capital mobilized from the issuance

(VND)Capital after the

issuance (VND)

2011 Conversion of international bonds

Convertible bondholders

3,726,252,370,000 185,246,560,000 3,911,498,930,000

2012 Share swap Existing shareholders

3,911,498,930,000 1,582,334,120,000 5,493,833,050,000

Stock dividend Existing shareholders

5,493,833,050,000 1,510,787,500,000 7,004,620,550,000

2013 Public issuance Existing shareholders

7,004,620,550,000 2,276,481,600,000 9,281,102,150,000

Conversion of international bonds


9,281,102,150,000 6,966,640,000 9,288,068,790,000

Share swap Existing shareholders

9,288,068,790,000 7,968,000,000 9,296,036,790,000

2014 Conversion of international bonds


9,296,036,790,000 722,201,960,000 10,018,238,750,000


10,018,238,750,000 4,527,312,230,000 14,545,550,980,000

2015

Conversion of international bonds


14,545,550,980,000 372,690,630,000 14,918,241,610,000


14,918,241,610,000 3,763,639,260,000 18,681,880,870,000

Dividend payment history (2011 - 2015)

Dividend year (%) Form of payment Time of payment2011 12.40 Share 2012

2012 15.10 Share 2012

2013 21.49 Cash 2014

48.70 Share 2014

2014 14.00 Share 2015

Q1 2015* 11.80 Share 2015

* This is the advance dividend for 2015’s first-quarter profit, which was approved by the shareholders at the Annual General Meeting held on April 23, 2015.

Treasury shares (held by the Parent Company): None.

Title Name Position

Number of shares held

(shares)

Ownership percentage

(%)

Board of Directors

Mr. Pham Nhat Vuong Chairman 532,428,120 28.50

Ms. Pham Thuy Hang Vice Chairwoman 61,314,926 3.28

Ms. Pham Thu Huong Vice Chairwoman 91,811,045 4.91

Mr. Le Khac Hiep Vice Chairman cum Independent Board Member

0 0

Ms. Nguyen Dieu Linh Vice Chairwoman cum Deputy CEO 140,853 0.01

Ms. Vu Tuyet Hang Vice Chairwoman cum Deputy CEO 9 0

Ms. Mai Huong Noi Board Member cum Deputy CEO 0 0

Mr. Joseph Raymond Gagnon Board Member 0 0

Mr. Marc Villiers Townsend Independent Board Member 0 0

Mr. Ling Chung Yee Roy Independent Board Member 0 0

Management Ms. Duong Thi Mai Hoa CEO 0 0

Ms. Nguyen Dieu Linh Vice Chairwoman cum Deputy CEO 140,853 0.01

Ms. Vu Tuyet Hang Vice Chairwoman cum Deputy CEO 9 0.00

Ms. Mai Huong Noi Board Member cum Deputy CEO 0 0

Mr. Pham Van Khuong Deputy CEO 1,144,049 0.06

Mr. Dang Thanh Thuy Deputy CEO 177,983 0.01

Ms. Nguyen Thi Diu Deputy CEO 0 0

Ms. Nguyen Thi Thu Hien Chief Accountant 108 0.00001

Supervisory Board

Mr. Nguyen The Anh Head of the Supervisory Board 7,489 0.0004

Mr. Dinh Ngoc Lan Member of the Supervisory Board 1,055 0.0001

Ms. Nguyen Thi Van Trinh Member of the Supervisory Board 0 0

Ms. Do Thi Hong Van Member of the Supervisory Board 0 0

Total 687,025,637 36.77

Insider holdings (As of December 31, 2015)

Name Relationship with insiders

Number of shares held prior to the transaction

Number of shares held after the

transaction

RationaleShares (%) Shares (%)

Vu Tuyet Hang 19,499 0.001 9 0 Selling of shares

Vu Khanh Phuong Sister to Board Member 30,658 0.002 0 0 Selling of shares

Transactions by insiders in 2015

Share Information and Investor Relations Share Information and Investor Relations

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Bonds listed on overseas exchanges

Bond Exchange

Value as at 31.12.2015

(USD)Change

(USD)

Value as at 01.01.2015

(USD)

Convertible bonds (*) Singapore Exchange (SGX-ST) 106,300,000 (56,900,000) 163,200,000

Unsecured International bonds Singapore Exchange (SGX-ST) 200,000,000 0 200,000,000

(*) As of March 16, 2016: All convertible bonds have been converted into common shares

Bond Number of issuance Type of bond CurrencyBond value

(VND billion)

2 year tenor 3 Domestic VND 3,005

3 year tenor 4 Domestic VND 5,605

4 year tenor 1 Domestic VND 800

Bond issuances in 2015


Shareholders and Investor Relations Activities in 2015

Vingroup maintains an active investor relations program to handle inquiries, disclose information, and manage relations with shareholders, investors, analysts and other interested parties. We are committed to equitable treatment of all shareholders, including minority, institutional, domestic and foreign.

The Group provides shareholders and the public timely and accurate information on its businesses through its official website and SGXNet. Investor presentation materials as well as news and financial releases of the Group in both English and Vietnamese are released simultaneously and may be viewed and downloaded from its website www.vingroup.net, under the Investor Relations web page.

In addition to the AGM, quarterly conference calls and investor meetings following the release of financial results, Vingroup also hosts regular briefings and meetings with investors and analysts as well as site visits to keep them updated on the Group’s various projects, financial and operational results. Many of these events feature access to senior management to answer questions regarding strategy and operational focus. During 2015, Vingroup organized 170 events, including meetings, conference calls and site visits for investors. The Group hosted meetings and presented at a number of conferences organized by leading financial institutions and

bulge-bracket investment banks to further ensure access for all investors. These conferences were held in both domestic and overseas locations such as Singapore, Thailand, the UK and the US, where we met hundreds of investors who have interest in Vingroup.

The fourth annual Vingroup Tour took place in November 2015 with the participation of more than 60 investment funds and securities firms, an increase of 50% compared to 2014. This increase reflects growing interest in the Group, and our new projects in major cities and provinces such as Hanoi, Ha Long and Nha Trang.

Efforts to deliver and connect Vingroup to investors have been recognized at the Asian Excellence 2015 Awards, which honored Vingroup with the “Best Investor Relations Company - Vietnam” award. Ms. Duong Thi Mai Hoa also received the “Asia’s Best CEO - Investor Relations” award by the Hong Kong’s Corporate Governance Asia journal in 2015.

Vingroup’s Investor Relations aims to engage in more activities next year. We plan to increase the number of appearances and investor contact opportunities as well as to provide prompt responses to investor and analyst inquiries. Investor Relations can be reached via email at [email protected].

Quý 2


2015 Investor Relations Calendar

HOSE Daiwa Vietnam Corporate Day Singapore

HOSE Investors' Day Ho Chi Minh City

Korea - Vietnam Day Seoul

2Q 2015 Investor Call Hanoi

Euromoney Conference - Vietnam Global Investment Forum Hanoi

Morgan Stanley Fourteenth Annual Asia Pacific Summit

Singapore

Vingroup Tour 2015 Hanoi, Ha Long & Nha Trang

3Q 2015 Investor Meeting Ha Long

Citigroup - 12th Annual Asia Pacific Investor Conference Singapore

Thailand Infrastructure and REIT Conference Bangkok

Release of FY 2014 financial results

Credit Suisse Asia Frontier Markets Conference London & New York

VietCapital Vietnam Access Day Conference Ho Chi Minh City

FY 2014 Investor Meeting and tele video conference Hanoi & Ho Chi Minh City

Annual General Meeting Hanoi

UBS LVMC Conference Bangkok

1Q 2015 Investor Call Hanoi

VCSC - Vietnam Access Day 2015 Ho Chi Minh City

Vingroup Tour 2015 Vietnam Access Day – VCSC

Q1

Q2

Q3

Q4

Vingroup’s Vision for Sustainability

2015 Highlights

Managing Sustainability


“Vingroup will demonstrate corporate social responsibility and patriotism by har-monizing corporate benefits with community contributions.”

Vingroup’s Mission

Invest in a sustainable ecosystem

SUSTAINABLE DEVELOPMENT

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Humanity

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VINHOMES TIMES CITY - PARK HILLHanoi

Sustainability by the numbers

Vingroup’s vision for sustainability

vingroup’s vision for sustainability is expressed in four key commitmentsMarket – Vingroup provides unique, creative, premium products and services that meet international standards and exceed customer expectations while reflecting local tastes and upholding Vietnamese cultural values.

Shareholders and Partners – Vingroup is committed to becoming the most preferred partner by upholding a spirit of

cooperation for mutual benefit in which the Group is respected by our shareholders and partners for creating long-term value.

Employees – Vingroup upholds equal opportunity employment practices based on merit while also striving to be a compassionate employer that offers a creative and dynamic workplace.

Society – Vingroup seeks to demonstrate its leadership in the corporate community and commitment to corporate social responsibility by harmonizing corporate goals with contributions to the community.

18.000 Vinhomes residents received VinEco clean, safe agricultural products during 2015.

4,400 poor families in 7 provinces received free heifers and training in farming techniques to them sustainably escape poverty. To date, a total of 19,400 heifers have been provided to families in 14 provinces.

Vingroup employees received a total of 2.4 million hours of training, including 1.1 million hours for technical skills.

A corporate culture project spearheaded by 60 ambassadors was launched to promote Vingroup values.

56 articles on sustainability and corporate culture published over 52 weeks in 2015 reached all Vingroup employees via internal media channels.

Lunar New Year gifts were given to over 600,000 people in more than 150,000 households.

9,000 members in Vinclub social network, the internal platform built to promote the Vingroup corporate culture.

Vingroup supported construction of 1,581 homes for poor families in areas impacted by storms and floods, bringing to over 20,000 the number of homes built for poor families.

Vingroup employees contributed over 1,000 ideas to improve quality and productivity after a symposium on promoting a responsible, proactive, and effective culture.

Nearly 2,000 tons of clean, fresh vegetables and fruits were supplied through Vinmart supermarkets throughout Vietnam.

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2015 Highlights

VINECO AGRICULTURAL PRODUCTS LAUNCHED, EMPLOYING ADVANCED, SAFE, AND RESOURCE-EFFICIENT TECHNOLOGY

Six months after the announcement of the VinEco brand, the Group’s first agricultural products arrived in stores. Early deliveries were made possible through the use of advanced, mechanized and environmentally friendly production techniques. Some of the production techniques being used by VinEco have been imported from Japan and Israel.

VinEco observes the strictest standards of agricultural production in its selection of input factors such as soil, water, and seeds. The use of modern techniques in growing, harvesting, packaging, preserving, and distributing has also led to a positive reception from customers.

GROUNDBREAKING FOR THE PUBLIC PARK AT VINHOMES CENTRAL PARK, THE LARGEST RIVERSIDE PARK IN THE CENTER OF HO CHI MINH CITY

The park has a total land area of 14 hectares, stretching along the Saigon River. When finished, this park will provide an oasis of green space at the heart of the city, where community activities such as sports and live performances will be held frequently. The large pond at the center of the Park will contribute to a more natural environment.

The park will be one of the select few in Ho Chi Minh City featuring a water music display, wifi service, and complimentary public potable water fountains.

INCREASED EMPHASIS ON HEALTHCARE AND EDUCATION

The Group has given priority to these two sectors to improve the quality of life for residents of Vinhomes communities in particular and the people of Vietnam in general.

During 2015, Vinmec opened two new hospitals in Phu Quoc and Ho Chi Minh City. Construction continues on new hospitals in Quang Ninh, Nha Trang, and Hai Phong. Vinmec is also making preparations for the opening of Vinmec Medical University.

Among 2015 highlights was the expansion of Vinschool enrollment to 10,000 students. During the year, Vinschool continued to update its educational program and teaching methods. VinAcademy is preparing for the launch of its International VinUniversity, which will partner with leading universities around the world.

IN VILLAGES WITH ENVIRONMENTAL POLLUTION, MORE THAN 300 CHILDREN RECEIVED FREE HEALTH EXAMINATIONS FROM VINMEC STAFF

In Bac Ninh, Vinmec International General Hospital provided free health examinations for children in Man Xa village after reports of children with lead exposure. These actions were well received and inspired Vinmec to organize a follow-on series of community events called “Bridge of Hope,” to promote cancer preventive screenings.

“Health examinations by Vinmec helped the residents see the need to have regular checkups to detect cancer at an early stage.”Nguyen Huu Quat, Deputy Party Secretary, Bac Ninh Province

EDURUN 2015 SUCCESSFULLY RAISED VND1.2 BILLION FOR SCHOOLS IN REMOTE MOUNTAINOUS AREAS

The EduRun Race was jointly sponsored by Vinschool, Dan Tri online newspaper, and the Nhan Ai Fund. This event raised funds to build schools for children living in the highland area of Chieng So, Son La Province. Held for the first time on March 30, 2015, the event drew more than 7,000 participants and raised over VND1.2 billion.

After a very successful start, the EduRun Race is being staged annually as a main Vingroup-Vinschool community contribution event.

APARTMENTS CONSTRUCTED WITH “GREEN LIVING” THEME

Vingroup’s experience in creating quality apartments was applied to the creation of automated and environmentally friendly homes in mixed-use urban areas. The “Green Living” concept has since been brought to the forefront in the Group’s latest projects such as Vinhomes Times City – Park Hill, Vinhomes Gardenia, and Vinhomes Central Park.

Vingroup’s new homes emphasize modernity and harmony with nature, where residents can fully recharge after a busy work day.

FIRE PREVENTION PROMOTION AND INVESTMENT

In November of 2015, Vinhomes organized large-scale fire drills to help residents learn about fire prevention and rescue services. Among the buildings covered by the drill were Vinhomes Times City, Vinhomes Royal City, and Vincom Center Dong Khoi. Participants in the fire drill included local fire fighters, police, emergency medical technicians, Vinmec hospital staff, local People’s Committees, residents, and building employees. The event was the biggest fire drill of 2015.

“The fire drill was the largest and most well-organized in 2015, with active participation from the Ho Chi Minh City fire department, rescue forces, building employees at Vincom Center Dong Khoi, the Red Cross and area hospitals.” Lieutenant General Bui Van Thanh, Public Security Deputy Minister

VINPEARL SAFARI ANNOUNCES PROGRAM ON ANIMAL CONSERVATION

In September of 2015, Vingroup announced the Vinpearl Safari Animal Conservation Program to carry out research, education, and fund-raising programs for the conservation of wild animals in order to raise public awareness of environmental issues and promote green tourism. The first programs will study endangered species and their natural habitats, with initial focus on those indigenous to Vietnam.

VINSCHOOL ELEMENTARY SCHOOL - TIMES CITYHanoi

2015 Highlights

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MANAGING SUSTAINABILITY

VINGROUP’S SUSTAINABILITY STRATEGY in 2016 - 2020Vingroup’s economic growth is closely linked to commitments to the Group’s employees, environmental protection and corporate social responsibility. Economic growth is the most important component as it fuels the Group’s operations and allows us to fulfill commitments to our people, society and the environment.

ENGAGING STAKEHOLDERS

METHODOLOGY

Vingroup identifies the key stakeholder groups by assessing the potential impact that they have on the Group’s businesses and impact of stakeholders’ interests in sustainability issues. Our relationship with these stakeholders are managed based on trust, transparency, a principle of long-term mutual benefits and the highest ethical standards.

During the period of 2016–2020, long-term sustainability requires that Vingroup balance among all of the four goals: (1) accomplishing business goals in order to grow effectively and sustainably, (2) constantly developing human resources, (3) maintaining social responsibilities, and (4) protecting the environment.

The following six key stakeholder groups have been identified:

1. Investors2. Customers3. Community

Vingroup maintains close engagement of our stakeholders through various communication channels to ensure their feedback on sustainability issues are promptly addressed. Those issues range from corporate governance, business performance, product innovation and service quality, to contribution to the society and the environment where we do business.


ENGAGEMENT ACTIVITIES WITH STAKEHOLDERS

Management regularly holds direct meetings with shareholders and investors to deliver updates on business performance and important transactions. The Group also organizes timely AGMs and follows corporate governance best practices regarding disclosures. The Investor Relations Quarterly Newsletters, the Vingroup website, periodic meetings and site visits are additional avenues for Management to engage investors.

OUR INVESTORS

• For home-buyers, we develop environmentally-friendly projects with high green density. Customer care includes well laid-out mock-up units, easy-to-follow hand-over minutes and highly-qualified consultants to facilitate transactions.

• For tenants at shopping centers, we optimize the category mix, attract popular anchors and hold periodic large-scale events to attract shoppers.

• For our other customers, our Customer Care Center hotline is available 24/7 to provide information and assistance on any of the Group’s products and services.

OUR CUSTOMERS

Further details can be found in Sustainable Development – 2015 Sustainability Report, Page 85.

OUR EMPLOYEES

The Group participates in conferences organized by our regulators and is a member of many trade associations, including the World Economic Forum, the Vietnamese Association of Enterprises with Foreign Investments (VAFIE) and real estate associations.

OUR REGULATORS

Vingroup works with community organizations to understand the needs of local residents. The Group supports community programs such as local clubs and charity events sponsored by residents in Vinhomes urban areas.

OUR COMMUNITY

The Group maintains relationships with suppliers and business partners based on transparency and mutual benefit. Suppliers are selected based on criteria including compliance with the law, commitment to environment protection and sustainability values.

OUR BUSINESS PARTNERSCONSTANTLY DEVELOPING

HUMAN RESOURCESMAINTAINING SOCIAL RESPONSIBILITIES

ENVIRONMENTAL PROTECTION

ACCOMPLISHING BUSINESS GOALS IN ORDER TO GROW EFFECTIVELY AND SUSTAINABLY

As a responsible corporate citizen, the Group develops products that meet

community standards, improve social wellbeing where we operate, and demonstrate respect for the values of our community, employees, business partners, and customers.

Vingroup intends to develop its human resources in ways that are sustainable, to guarantee employee rights and equal treatment of all employees,

to build a strong corporate culture, to deliver the highest quality of employee training, and to build team spirit within its workforce by organizing community involvement and charitable activities for employees.

Vingroup’s goal is to maximize growth in ways that are sustainable. The Group seeks to maintain its leadership position in the real estate market, as well as to lead in all of the other business segments in which it operates. At the same time, the Group intends to make sustainable contributions to the

economy by observing all of the consumer protection standards that apply, including environmental and social standards.

Protection of the environment is a requirement for success. Vingroup will minimize energy usage in all of its facilities, and will observe environmental protection plans in each of the buildings that the Group manages. Our construction activities will adhere to the highest standards of environmental protection, and our products will be designed with “Green Living” in mind.

4. Regulators5. Employees6. Business partners

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84MATERIALITY MATRIX

0.00.0

0.5

1.0

1.5

2.0

2.5

3.0

3.5

4.0

4.5

5.0

0.5 1.0 1.5 2.0 2.5 3.0 3.5 4.0 4.5 5.0

Materiality to our stakeholders

Economic e�ciency Energy

Waste management

Regulatory compliance

Jobs

Safety and health

Education and training

Diversity and equal opportunity

Fair remuneration

Local community

Public policy

Product responsibility

Supplier evaluation

Human rights

Anti-corruption

Market presence

Mat

eria

lity

to V

ingr

oup


MANAGING MATERIAL ISSUES

In 2015, the Group conducted a materiality analysis by surveying our stakeholders to organize issues into a matrix based on their materiality to us and to our stakeholders. After the issues had been categorized, Management discussed with

the responsible Divisions and agreed on a course of action which was subsequently carried out during the year.


Accomplishing business goals in order to grow effectively and sustainably

MAXIMIZING GROWTH TO MEET SUSTAINABILITY COMMITMENTS

During 2015, Vingroup’s business growth and financial performance have remained strong.

Further details can be found in Report of Management on 2015 Business Performance and 2016 Plan of Action – Vingroup Operations and Financial Performance in 2015, Page 44.

LEADERSHIP IN REAL ESTATE AND ALL OTHER BUSINESS SEGMENTS

Vingroup maintained a leadership position across its business segments, notably in real estate, hospitality and retail.


MAKING SUSTAINABLE CONTRIBUTION TO THE ECONOMY

Contribution to the national budget

Vingroup is a high-ranking contributor to the national budget through its corporate tax payments. The Group ranked 7th in 2015 with a total tax payment of VND4.2 trillion.

This was the second consecutive year in which Vingroup ranked among the top ten corporate taxpayers and was the only privately owned enterprise to achieve this ranking.

Dividends paid to shareholders

Vingroup returns capital to shareholders in the form of dividends and share repurchases. The Group’s prudent balancing of regular dividend payments and investment in growth opportunities has helped to build trust with shareholders and indirectly contributes to the national economy.

Furthers details can be found in Corporate Governance – Share information and Investor Relations, Page 70.

COMPLIANCE WITH PROCUREMENT STANDARDS TO MEET SOCIAL AND ENVIRONMENTAL REQUIREMENTS

True to its pledge, Vingroup gives careful consideration to the impact on sustainability goals in its decision making. Each component in the value chain balances economic, social, and environmental outcomes.

Integrating sustainability in supplier selection

Vingroup places great importance on ESG-related issues by giving preference to suppliers who prioritize ESG elements, in order to promote sustainable development. The selection criteria include capacity to supply, quality, value-added services, cost, innovation, ESG assessments, and adherence to labor rights, human rights, and environmental protection.

Vingroup places great importance on ESG-related issues when choosing suppliers. To promote sustainable development, the Group gives preference to suppliers who prioritize ESG element to be our strategic partners. The selection criteria include capacity to supply, quality, value-added services, cost, innovation, ESG assessments, and adherence to labor rights, human rights, and environmental protection.

For instance, during 2015, Vingroup selected eight leading international firms to be our strategic partners in design, supervision consultancy, project management, mechanical and electrical, engineering, and fire prevention. These companies are also known for their sustainability efforts and experience on developing green and environmentally-friend-ly projects. The design consulting company Aedas won the 2011 GreenDot award for sustainable designs and have had many projects conferred the GreenMark standard – one of the most stringent green building standards in the world from the Ministry of Construction in Singapore. The project management consulting firm Artelia is also one of the best companies in sustainable development with experience implementing hundreds of sustainable projects in France, China, Vietnam and African countries.

Another example of the Group’s supplier selection is the choice of Israel-based Netafim as a source for agricultural technology. Netafim has supplied thousands of projects throughout the world with their water-saving drip irrigation technology. Netafim will also transfer its technology to Vingroup and provide training to VinEco technical staff.

MATERIALITY MATRIX

Vingroup has adopted a materiality matrix approach to identify major sustainability issues and then balance their

materiality to stakeholders with the potential impact on the Group’s businesses and resources.

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Sustainability in project selection and development

Vingroup pays special attention to sustainability issues in project selection. The Group conducts extensive ESG and environmental studies before undertaking a development project.

In project development, our projects are energy-saving and have lots of green and clean space as a result of focusing on green and environmentally-friendly design. Vingroup selects environmentally-friendly construction materials such as insulating materials to save energy, light brick, adobe bricks from industrial waste instead of traditional bricks, man-made wood created from straw, rice husks or wood chips instead of natural wood, and local materials instead of imported materials.

In large-scale development projects, to prepare for long-term demand, Vingroup has partnered with local agencies to develop basic infrastructures such as roads, freeways, power stations, and water treatment facilities.

Sustainable products and services

Vingroup’s aspiration of “to create a better life for the Vietnamese people” underlines our sustainable development strategy, and our ecosystem of products and services is fully aligned with these goals.

Further details can be found in Corporate Profile – Businesses, Page 24.

Sustainable Human Resource Development“Human resource has always been a prime asset of the Group. It is the dream of all businesses to have all employees be constantly Proactive, Responsible and Effective. Thus, it is essential to create and maintain a working environment that nurtures and fosters these characteristics.”

Vingroup Board of DirectorsSymposium on the topic of

“Proactive, Responsible, Effective Governance”

PROTECTING EMPLOYEE RIGHTS

Vingroup’s employees are the driving force behind its success. The Group aims to develop a skilled workforce that includes experts in key fields and cultivate a professional and friendly work environment. We manage and evaluate staff on the basis

2015 Sustainability Report 2015 Sustainability Report

Content 2010 2011 2012 2013 2014 2015

Number of employees (people) 936 2,150 5,562 8,731 17,312 29,192

Average salary (VND milion) 8.5 9.1 7.8 9.1 10.0 9.3*

Total number of employees and average salary

2015 employee distribution by education 2015 employee distribution by age

*2015 average salary declined as a result of a sharp increase in the number of employees, mainly in the service sector.

2015 employee average age: 28 years

(People)

Ph.D and Master

University

Below university - level

629

18,978

9,585

20 - 30

41 - 50 51 - 601,678

19,652

787878787888888888888

Above 6052

31 - 407,413

397

(People)

of performance so that fairness and equality of treatment is upheld for all employees.

Human resource development strategy

Recruitment strategy

Vingroup recruits capable candidates who desire to work in a dynamic, creative and efficient environment.

Development strategy

We pay special attention to employee development through providing extensive training and a robust personal

development scorecard. The Group encourages and sponsors elective education to advance employee career goals. In order to promote adaptability in the workforce, we also create opportunities for job rotation so that staff can gain hands-on exposure and practical training.

Employee rights and work environment

Vingroup protects employee rights and maintains a healthy work environment. We do not discriminate on the basis of ethnic origin, age, gender, or educational background. In addition, we maintain a competitive total compensation scheme aimed at sustainably balancing employee needs with fiduciary responsibility to shareholders.

Vingroup’s work schedule

Vingroup employees work eight hours per day. Non-customer-facing or office employees work five and one-half days per week, whilst customer-facing or service employees work six days per week. All employees receive paid public holidays, vacation and personal days in accordance with the Labor law.

Working conditions

Vingroup is committed to maintaining a work environment in which each employee can realize his or her full potential. We provide all employees with comfortable, modern offices and regular health exams. Customer-facing or service employees are further supplied with uniforms and work in environments that meet safety and sanitation standards.

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• Equal opportunity for recruitment and promotion.

Vingroup encourages women to improve their management, professional, language, and IT skills. The Group establishes favorable conditions for women to participate in training and exchange courses held in Vietnam and overseas, particularly for courses that fit their personal development scorecard.

Demonstrating the success of our efforts, women are represented in high proportion at all levels of management at Vingroup.

BUILDING A SUSTAINABLE CORPORATE CULTURE

Building a rich and inclusive corporate culture

The core values in Vingroup’s corporate culture are valuable assets that connect staff members through different phases of growth, locations and business units to form the basis for common purpose and development.

To promote the corporate culture, Vingroup has developed an awards program called, “Good People, Good Deeds,” and another program known as “Transform To Succeed,” aimed building support for the group core values. These programs have helped employees think and work more effectively, saving time and improving efficiency.

The Group magazine, “Vingroup Home,” published for the past five years, provides news and project updates for employees and serve as a forum for exchanging ideas and information and learning about the Group’s history. In 2015, the magazine was successfully converted into a social network named Vinclub.vn.

A meeting of the minds in terms of culture between an organization and its employees is important in developing a sustainable corporate structure. As a result, corporate culture helps Vingroup continue to grow its businesses. It also plays a crucial role in continuing to attract and retain talented employees.

Vingroup and the “Proactive, Responsible, and Effective” mindset

Internalizing this motto is required for employees to be successful at Vingroup. In turn, this mindset helps the Group to continue to grow.

The “Vingroup Culture Project”

The Vingroup Culture Project has chosen more than 60 culture ambassadors to spread the Vingroup corporate values among all business units.

In November of 2015, Vingroup launched the Culture Project. This effort includes a newsletter distributed

Vingroup's very own social network

VingroupInitiatives

VingroupPortal

VingroupPride

Groups Vingroup360o

P&LsPortal

monthly via email, providing information about community activities organized by the Group and business units during the month. The Culture Project also organized a series of training programs and other activities promoting corporate culture.

During 2015, the Culture Project created an internal communications tool, the social network Vinclub.vn, where there are separate sections for each business unit with information on activities planned for employees of that unit. Within the larger web site, there are sub-sections like Vingroup Pride and innovation contests set up to serve campaigns at the corporate level and to promote greater employee involvement.

2015 employee distribution by gender (people)

Total Male Female

29,192 15,464 13,728

SUSTAINABILITY REPORT SUSTAINABILITY REPORT

Labor regulations

It is Group policy to maintain an Employee Code of Conduct that fully complies with all labor regulations.

Employee allowances

• Mobile phone service, where required for specific jobs• Meals• Vehicle fuel• Transportation to and from work

Compensation and benefits

Vingroup salary levels are higher than for other companies in the real estate sector. We pay competitive salaries for outstanding performance and experience levels.

Social, health, and unemployment insurance are provided in accordance with applicable laws. The Group also provides extra health insurance for all of its employees.

Bonus payments

Vingroup has a coherent incentive system for the Corporate Office and all Group companies. We also reward employee with outstanding achievement awards and bonuses.

Employee benefits

The Group employee benefit programs include recreational and other group programs for employees and their families. Vingroup builds sports and recreation facilities for employees to use and regularly organize sports competition among staff. Recognition and rewards are given to employees’ children who excel in their studies, sports, and the arts. The Group also organizes summer camps with classes in life skills. Last but not least, an assistance fund is available to help employees and their loved ones in cases of extreme hardship.

Fairness in the workplace

Treating employees fairly is a Group policy. Fair treatment encompasses the following standards:

• Non-discrimination of the basis of gender, ethnic group, social group, and religion.

• Respect for employees opinions.• Compensation based on performance and contributions

to the business.

HUMAN RESOURCE TRAINING

Strengthening human resource and building long-term value for employees

Vingroup believes that investing in a capable workforce yields valuable dividends in corporate competitiveness. By offering numerous training programs, the Group plans to create the conditions in which all employees can continue to develop their skills.

In a recent poll conducted by Alphabet, Vingroup climbed 38 notches from the 79th position to the 41st position in the Top 50 Best places to work in Vietnam, based on employee compensation, rewards, and training. The Group was

named “The Best Place To Work” in Real Estate/Architecture/Design and Retail/Wholesale/Commerce. This is the second consecutive year we were named the best place to work in the real estate category. Vingroup also ranked 2nd place in the Tourism/Hotel category.

Vingroup establishes training programs aimed at improving employee skills as a means of raising the capabilities of all the business units.

The Talent Pool project

In the fourth quarter of 2015, Vingroup established the Talent Pool Project to prepare the next generation of leaders.

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Improving the social environment where we does business

As Vingroup expands its operations, we create jobs throughout Vietnam, both during the construction phases and when business operations actually begin. As a result, we help to reduce economic inequality between cities and rural areas.

Vinmec, Vinschool, and VinEco all contribute to ensuring a full and healthy life for Vietnamese people, while helping to increase benefits for all age groups. VinMart and VinMart+ provide reasonably priced, high quality products with full information on product sources. VinEco creates a domino effect by raising the quality of agricultural products.

Responsibility to the community, employees, partners, and customers

Vingroup organizes activities for community development and environmental protection. In addition, we invest in healthcare, education, and agricultural production to raise the living standards of residents of Vingroup communities, as well as citizens in general.

During 2015, Vingroup continued its tradition of contributing to charitable programs, including programs for poor people, wounded veterans, families of martyrs, recipients of the Vietnamese Heroic Mothers Award, orphans, and other social welfare beneficiaries.

Vingroup has also supported the healthcare sector, built cultural facilities, promoted education, and provided incentives for higher learning. Among many programs, we supported the Senior Citizens Center and the Youth Training Program. The Group’s donations to charity exceed VND100 billion each year.

Vingroup sponsors the football talent development fund (PVF), which was established in 2009 to support young athletes. Since 2009, PVF has held seven courses and its teams have won major tournaments including the Vietnam National Youth Championship.

Vingroup’s support of charitable programs has demonstrated the Group’s ongoing commitment to achieving humanitarian, social, and charitable goals.

Environmental protectionVingroup understands that effective and efficient resource utilization is essential to the achievement of sustainable

SUSTAINABILITY REPORT SUSTAINABILITY REPORT

The Talent Pool Project includes the Young Talent Scholarships and Vingroup Future Leaders programs:

• The Young Talent Scholarships are awarded to outstanding students, who also have an opportunity to work as interns at Vingroup.

• Vingroup Future Leaders is a program that seeks recent graduates to work at the grass roots level.

Connecting staff to corporate programs

Participation in Group programs

Vingroup places emphasis on employee participation in all Group activities. Among them, employee activities supporting the Party has been judged to be outstanding, and the Group’s Trade Union has been recognized as a leader in Long Bien District and Hanoi.

Vingroup organizes entertainment and sports activities including soccer, badminton, yoga, and zumba. Other entertainment programs include choirs, Vingroup Pride, art exhibits, Welcome Spring, and running competitions. These entertainment, sports, and culinary programs attract the attendance of many staff members, providing them with meaningful opportunities to relax and work together in ways that reinforce the Group’s culture.

Community activities to promote social welfare

Community activities sponsored by Vingroup enjoy the support and involvement of many employees.

The Group encourages staff members to participate in a wide range of community charitable programs including blood donation, food and clothing drives, book donations for orphans and poor families, especially those in remote, mountainous areas during the Lunar New Year holiday.

Social and environmental responsibility SOCIAL RESPONSIBILITY

Developing products for the benefit of the community


development. As a pioneer enterprise in real estate and hospitality, the Group is determined to observe green, innovative, and eco-friendly standards both for customers and for employees, and to build eco-friendly projects.

Internally, the Group seeks to raise employee awareness of the importance of environmental protection and adaptation to climate change. Our focus includes waste treatment systems, energy utilization, the protection of natural resources, and reducing greenhouse gas emissions in every Vingroup project.

GREEN BUSINESS ACTIVITIES

Vingroup has a program to monitor energy savings in all of our office buildings. We use a variety of methods to raise awareness of energy usage, including contests for energy savings. To control energy usage, Vingroup carried out monthly analysis of gas and water consumption during 2015.

We also launched a “Small Actions Produce Great Results” campaign to generate awareness of environmental protection throughout the Group. Regularly organized initiatives such as “Turn off the PC when not in use”, “Print on both sides”, “Electricity off” have successfully raised awareness of and enforced the habits of energy and resource saving.

GREEN PRODUCTS, GREEN HOMES, AND GREEN ENVIRONMENTS

Vingroup’s emphasis on environmental protection extends from project design through construction and operation at all of our properties: resort complexes, shopping malls, urban areas, offices, and apartment buildings. Our planning and architectural design teams are dedicated to achieving environmental protection in every aspect of their work. Their ideas for protecting the environment include the most efficient use of space, the creation of modern living and resort complexes, and energy efficiency in building design and construction.

In all of Vingroup’s landmark developments: from Vinpearl Nha Trang Resort and Vincom Ba Trieu in the early days to recently completed communities such as Vinhomes Royal City, Vinhomes Times City, Vinhomes Central Park, Vinpearl Da Nang Resort & Villas, and Vinpearl Phu Quoc, we strive for a cutting edge design in properties that are well planned, comprehensive, and sustainably developed.

VAS Consolidated Financial Statements

Summary IFRS consolidatedfinancial statements

Reconciliation between VAS and IFRS consolidated income statements

“Vingroup’s assets grew by leaps and bounds in 2011 – 2015. At the prevailing exchange rates, Vingroup’s total assets grew four times – from USD1.6 billion in 2011 to USD6.5 billion in 2015 – which is equivalent to a compound annual growth rate of 42% p.a.

Vingroup’s 2015 revenue of VND34.0 trillion also grew by an impressive 23% over 2014, of which retail sales at its supermarkets and convenience stores increased to VND4.3 trillion, 987% higher than last year.”

Tri Thuc Tre Journal, April 2015 CONSOLIDATED FINANCIAL STATEMENTS

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VAS consolidated financial statementsVAS consolidated financial statements

VINPEARL NHA TRANG BAY RESORT & VILLASHon Tre, Nha Trang

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VAS consolidated financial statements


THE BOARD OF DIRECTORS

Members of Board of Directors during the year and at the date of this report are:

Mr. Pham Nhat Vuong ChairmanMs. Pham Thuy Hang Vice ChairwomanMs. Pham Thu Huong Vice ChairwomanMr. Le Khac Hiep Vice ChairmanMs. Nguyen Dieu Linh Vice ChairwomanMs. Vu Tuyet Hang Vice ChairwomanMs. Mai Huong Noi Member Mr. Joseph Raymond Gagnon Member Mr. Marc Villiers Townsend MemberMr. Ling Chung Yee Roy Member

SUPERVISORY BOARD

Members of the Supervisory Board during the year and at the date of this report are:

Mr. Nguyen The Anh Head of the Supervisory BoardMs. Dinh Ngoc Lan MemberMs. Do Thi Hong Van MemberMs. Nguyen Thi Van Trinh MemberMs. Hoang Thuy Mai MemberResigned on 23 April 2015

REPORT OF MANAGEMENT The management of Vingroup Joint Stock Company (“the Company”) is pleased to present its report and the consolidated financial statements of the Company and its subsidiaries (collectively referred to as the “Group”) for the year ended 31 December 2015.

MANAGEMENT’S RESPONSIBILITY IN RESPECT OF THE CONSOLIDATED FINANCIAL STATEMENTS

Management is responsible for the consolidated financial statements of each financial year which give a true and fair view of the consolidated financial position of the Group and of the consolidated results of its operations and its consolidated cash flows for the year. In preparing those consolidated financial statements, Management is required to:

Select suitable accounting policies and then apply them consistently;

Make judgements and estimates that are reasonable and prudent;

State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the consolidated financial statements; and

Prepare the consolidated financial statements on the going concern basis unless it is inappropriate to presume that the

Group will continue its business.

Management is responsible for ensuring that proper accounting records are kept which disclose, with reasonable accuracy at any time, the consolidated financial position of the Group and to ensure that the accounting records comply with the applied accounting system. It is also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Management confirmed that it has complied with the above requirements in preparing the accompanying consolidated financial statements.

STATEMENT BY MANAGEMENT

Management hereby state that, in its opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2015 and of the consolidated results of its operations and its consolidated cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory requirements relevant to preparation and presentation of consolidated financial statements.

For and on behalf of Management

Duong Thi Mai HoaChief Executive OfficerHanoi, Vietnam30 March 2016

MANAGEMENT

Members of the Management during the year and at the date of this report are:

Ms. Duong Thi Mai Hoa Chief Executive OfficerMs. Nguyen Dieu Linh Deputy CEOMs. Vu Tuyet Hang Deputy CEO Ms. Mai Huong Noi Deputy CEOMr. Pham Van Khuong Deputy CEOMr. Dang Thanh Thuy Deputy CEOMs. Nguyen Thi Diu Deputy CEO

LEGAL REPRESENTATIVE

The legal representative of the Company during the year and at the date of this report is Ms. Duong Thi Mai Hoa.

AUDITOR

The auditor of the Company is Ernst & Young Vietnam Limited.

THE COMPANY

Vingroup Joint Stock Company (“the Company”) is a joint stock company established in Vietnam in accordance with the Business Registration Certificate No 0103001016 issued by the Hanoi Department of Planning and Investment on 3 May 2002 and the Business Registration Certificate No 0101245486 re-issued on 12 May 2010. The Company also subsequently received the 60th amended Business Registration Certificate dated 18 March 2016.

The Company’s shares were listed on the Ho Chi Minh City Stock Exchange (“HOSE”) from 19 September 2007 in pursuant

to Decision No.106/QD-TTGDHCM issued by the Director of HOSE on 7 September 2007.

The current principal activities of the Company in this year are to invest in, construct and trade real estate properties; to carry out capital mobilization and investment activities; and to provide general administrative services.

The Company’s head office is registered at No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi, Vietnam. Its branch is located at No. 72, Le Thanh Ton and No. 45A, Ly Tu Trong street, Ben Nghe ward, district 1, Ho Chi Minh city, Vietnam.

GENERAL INFORMATION

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To: The Shareholders of Vingroup Joint Stock Company

We have audited the consolidated financial statements of Vingroup Joint Stock Company (“the Company”) and its subsidiaries (collectively referred to as the “Group”) as prepared on 30 March 2016 and set out on pages 6 to 112, which comprise the consolidated balance sheet as at 31 December 2015, the consolidated income statement and consolidated cash flow statement for the year then ended and the notes thereto.

Management’s responsibility

The Company’s management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory requirements relevant to preparation and presentation of consolidated financial statements, and for such internal control as the Company’s management determines is necessary to enable the preparation and presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Vietnamese Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Company’s management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements give atrue and fair view, in all material respects, of the consolidatedfinancial position of the Group as at 31 December 2015, and of the consolidated results of its operations and its consolidated cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory requirements relevant to preparation and presentation of consolidated financial statements.

Tran Phu SonDeputy General DirectorAudit Practising Registration Certificate: 0637-2013-004-1

Hanoi, Vietnam30 March 2016

Nguyen Quoc AnhAuditorAudit Practising Registration Certificate No.: 2584-2013-004-1

CONSOLIDATED BALANCE SHEET as at 31 December 2015

Code ASSETS Notes Ending balanceBeginning balance

(Reclassified)

100 A. CURRENT ASSETS 67,699,619,665,953 35,211,202,920,049

110 I. Cash and cash equivalents 5 6,938,465,104,490 7,607,513,719,673

111 1. Cash 3,771,965,874,567 1,709,677,822,085

112 2. Cash equivalents 3,166,499,229,923 5,897,835,897,588

120 II. Short-term investments 6 11,142,979,590,895 4,088,913,717,901

121 1. Held-for-trading securities 32,369,112,000 105,781,413,500

122 2. Provision for held-for-trading securities (14,958,000,000) (31,336,416,600)

123 3. Held-to-maturity investments 11,125,568,478,895 4,014,468,721,001

130 III. Current accounts receivable 13,848,128,025,192 5,028,809,010,579

131 1. Short-term trade receivables 7.1 2,438,800,372,894 833,001,466,347

132 2. Short-term advances to suppliers 7.2 6,695,026,549,290 1,459,215,551,015

135 3. Short-term loan receivables 8 1,763,123,912,802 2,125,166,122,168

136 4. Other short-term receivables 9 3,165,754,530,947 712,150,024,751

137 5. Provision for doubtful short-term receivables 7.1, 8, 9 (214,577,340,741) (100,724,153,702)

140 IV. Inventories 11 28,027,417,689,166 16,314,883,755,059

141 1. Inventories 28,085,895,835,621 16,321,938,925,683

149 2. Provision for obsolete inventories (58,478,146,455) (7,055,170,624)

150 V. Other current assets 7,742,629,256,210 2,171,082,716,837

151 1. Short-term prepaid expenses 12 1,548,029,401,201 333,307,150,026

152 2. Value-added tax deductible 22 660,027,543,114 549,937,309,384

153 3. Tax and other receivables from the State 22 23,050,885,079 43,148,945,553

155 4. Other current assets 13 5,511,521,426,816 1,244,689,311,874

200 B. NON-CURRENT ASSETS 77,795,052,912,266 54,858,563,585,414

210 I. Long-term receivables 254,324,078,479 1,040,134,586,490

215 1. Long-term loan receivables 8 62,559,839,165 939,532,495,238

216 2. Other long-term receivables 9 191,764,239,314 100,602,091,252

220 II. Fixed assets 19,763,407,382,671 10,985,930,243,582

221 1. Tangible fixed assets 14 19,114,346,085,751 10,526,340,741,649

222 Cost 22,037,695,324,834 12,125,926,443,789

223 Accumulated depreciation (2,923,349,239,083) (1,599,585,702,140)

227 2. Intangible assets 15 649,061,296,920 459,589,501,933

228 Cost 789,293,394,723 570,640,927,890

229 Accumulated amortisation (140,232,097,803) (111,051,425,957)

Currency: VND

Independent auditors’ report

Ernst & Young Vietnam Limited

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Code ASSETS Notes Ending balanceBeginning balance

(Reclassified)

230 III. Investment properties 16 16,827,664,243,533 15,399,141,224,526

231 1. Cost 18,192,494,564,257 16,337,225,559,687

232 2. Accumulated depreciation (1,364,830,320,724) (938,084,335,161)

240 IV. Long-term assets in progress 18,115,293,364,854 11,409,488,269,731

242 1. Construction in progress 18 18,115,293,364,854 11,409,488,269,731

250 V. Long-term investments 9,597,557,595,727 4,009,611,846,975

252 1. Investments in associates, jointly controlled entities 19.1 6,715,538,162,046 1,030,494,731,370

253 2. Investments in other entities 19.2 2,882,019,433,681 1,815,581,443,945

254 3. Provision for long-term investments - (3,000,000,000)

255 4. Held-to-maturity investments 19.2 - 1,166,535,671,660

260 VI. Other long-term assets 13,236,806,247,002 12,014,257,414,110

261 1. Long-term prepaid expenses 12 1,437,896,150,549 1,018,937,547,468

262 2. Deferred tax assets 36.3 170,157,957,461 56,584,412,185

268 3. Other long-term assets 13 3,000,000,000,000 4,800,000,000,000

269 4. Goodwill 20 8,628,752,138,992 6,138,735,454,457

270 TOTAL ASSETS 145,494,672,578,219 90,069,766,505,463

Currency: VND

Code RESOURCES Notes Ending balanceBeginning balance

(Reclassified)

300 C. LIABILITIES 107,917,829,365,182 62,607,077,829,686

310 I. Current liabilities 64,848,780,981,695 24,581,674,916,554

311 1. Short-term trade payables 4,578,748,195,301 1,588,034,984,490

312 2. Short-term advances from customers 21 20,221,096,466,017 6,581,278,862,139

- Down payment from customers for purchase of inventory properties

19,365,321,728,392 3,299,807,295,075

- Advances from other customers 855,774,737,625 3,281,471,567,064

313 3. Statutory obligations 22 1,678,401,228,369 1,037,104,329,754

314 4. Payables to employees 293,440,169,231 146,071,639,639

315 5. Short-term accrued expenses 23 6,920,895,138,980 3,496,546,329,891

- Accrual for bond and loan interests 830,480,551,017 1,412,328,936,912

- Accrual for construction costs 3,833,550,276,538 1,254,563,464,393

- Other accrued expenses 2,256,864,311,425 829,653,928,586

318 6. Short-term unearned revenues 24 1,056,738,019,276 502,313,840,716

319 7. Short-term other payables 25.1 28,554,146,031,679 9,831,629,299,892

- Downpayment from customers under deposit, loan and other agreements

24,902,889,733,089 7,847,174,664,786

- Other payables 3,651,256,298,590 1,984,454,635,106

Code RESOURCES Notes Ending balanceBeginning balance

(Reclassified)

320 8. Short-term loan and finance lease obligations 26.1 1,424,617,794,094 1,299,068,123,531

321 9. Short-term provision 27 120,697,938,748 99,627,506,502

330 II. Non-current liabilities 43,069,048,383,487 38,025,402,913,132

336 1. Long-term unearned revenues 24 2,683,411,532,468 1,471,496,586,240

337 2. Other long-term liabilities 25.2 4,406,204,612,974 4,942,187,209,141

338 3. Long-term loans and finance lease obligations 26.2 33,122,684,524,987 28,101,065,447,242

339 4. Convertible bonds 28 2,382,401,760,582 3,342,284,090,914

341 5. Deferred tax liabilities 36.3 474,345,952,476 168,369,579,595

400 D. OWNERS’ EQUITY 37,576,843,213,037 27,462,688,675,777

410 I. Capital 29.1 37,576,843,213,037 27,462,688,675,777

411 1. Share capital 29.1 18,681,880,870,000 14,545,550,980,000

411a - Shares with voting rights 18,681,880,870,000 14,545,550,980,000

412 2. Share premium 29.1 5,798,727,464,308 4,582,534,150,067

415 3. Treasury shares 29.5 (2,974,924,074,484) (2,974,924,074,484)

420 4. Other funds belonging to owners’ equity 29.1 27,845,114,930 22,845,114,930

421 5. Undistributed earnings 29.1 1,601,415,502,116 4,220,035,125,587

421a - Undistributed earnings of prior year 2,350,786,383,324 1,061,452,449,513

421b - (Accumulated losses)/undistributed earnings of current year

(749,370,881,208) 3,158,582,676,074

429 6. Non-controlling interests 29.1 14,441,898,336,167 7,066,647,379,677

440 TOTAL LIABILITIES AND OWNERS’ EQUITY 145,494,672,578,219 90,069,766,505,463

Currency: VND

Ngo Nguyet Hang Nguyen Thi Thu Hien Duong Thi Mai HoaPreparer Chief Accountant Chief Executive Officer

30 March 2016

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30 March 2016

CONSOLIDATED INCOME STATEMENT for the year ended 31 December 2015

Code ITEMS Notes Current yearPrevious year(Reclassified)

01 1. Revenue from sale of goods and rendering of services

30.1 34,054,968,884,836 27,726,701,600,235

02 2. Deductions 30.1 (7,002,571,734) (3,068,229,199)

10 3. Net revenue from sale of goods and rendering of services

30.1 34,047,966,313,102 27,723,633,371,036

11 4. Cost of goods sold and services rendered 31 (22,338,933,561,491) (17,284,911,479,916)

20 5. Gross profit from sale of goods and rendering of services

11,709,032,751,611 10,438,721,891,120

21 6. Finance income 30.3 1,931,520,080,322 1,346,022,091,036

22 7. Finance expenses 32 (3,282,074,915,976) (3,491,052,587,060)

23 - In which: Interest expense (2,402,860,475,537) (2,711,269,664,974)

24 8. Shares of profit/(loss) of associates, joint-ventures 19.1 39,227,754,200 (8,770,659,254)

25 9. Selling expenses 33 (2,957,825,676,439) (739,332,476,177)

26 10. General and administrative expenses 33 (3,922,773,154,112) (2,170,716,923,462)

30 11. Operating profit 3,517,106,839,606 5,374,871,336,203

31 12. Other income 34 283,039,374,788 241,964,963,890

32 13. Other expenses 34 (948,045,248,993) (207,155,661,595)

40 14. Other (loss)/profit 34 (665,005,874,205) 34,809,302,295

50 15. Accounting profit before tax 2,852,100,965,401 5,409,680,638,498

51 16. Current corporate income tax expense 36 (1,424,642,826,631) (1,653,273,503,894)

52 17. Deferred income tax income 36 74,017,304,681 19,638,606,879

60 18. Net profit after tax 1,501,475,443,451 3,776,045,741,483

61 19. Net profit after tax attributable to shareholders of the parent

29.1 1,215,774,826,080 3,158,582,676,074

62 20. Net profit after tax attributable to non-controlling interests

29.1 285,700,617,371 617,463,065,409

70 21. Basic earnings per share 38 636 1,895

71 22. Diluted earnings per share 38 636 1,895

Currency: VND

CONSOLIDATED CASH FLOW STATEMENT for the year ended 31 December 2015


I. CASH FLOWS FROM OPERATING ACTIVITIES

01 Profit before tax 2,852,100,965,401 5,409,680,638,498

Adjustments for:

02 Depreciation and amortisation 41 2,215,531,092,798 1,582,956,786,204

03 Provisions 180,300,335,624 95,586,098,902

04 Foreign exchange losses arisen from revaluation of monetary accounts denominated in foreign currency

32 392,125,548,103 153,521,258,290

05 Profits from investing activities 41 (1,894,455,580,399) (1,333,188,623,458)

06 Interest expense 32 2,721,940,288,870 2,916,411,635,062

08 Operating profit before changes in working capital 6,467,542,650,397 8,824,967,793,498

09 Increase in receivables (4,510,794,740,749) (236,771,046,585)

10 (Increase)/decrease in inventories (7,424,030,776,827) 7,828,554,877,896

11 Increase/(decrease) in payables (other than interest, corporate income tax)

40,818,058,572,231 (435,168,123,808)

12 Increase in prepaid expenses (1,756,985,859,776) (979,838,213,859)

13 Decrease in held-for-trading securities 112,322,695,000 -

14 Interest paid (4,381,857,928,346) (3,191,276,794,957)

15 Corporate income tax paid (1,421,314,104,431) (1,910,568,513,664)

17 Other cash outflows from operating activities - (3,085,600,466)

20 Net cash flows from operating activities 27,902,940,507,499 9,896,814,378,055

II. CASH FLOWS FROM INVESTING ACTIVITIES

21 Purchase and construction of fixed assets and other long-term assets

(14,514,819,118,699) (12,078,574,548,052)

22 Proceeds from disposals of fixed assets and other long-term assets 38,823,385,497 1,233,509,487,141

23 Loans to other entities and payments for purchase of debt instru-ments of other entities

41 (18,880,888,911,471) (4,394,117,030,716)

24 Collections from borrowers and proceeds from sale of debt instru-ments of other entities

41 8,840,834,375,998 3,944,306,480,156

25 Payments for investments in other entities (net of cash held by entity being acquired)

41 (20,185,422,456,828) (12,714,336,731,816)

26 Proceeds from sale of investments in other entities, (net of cash held by entity being disposed)

41 4,450,260,724,277 2,592,111,751,675

27 Interest and dividends received 1,152,731,210,286 1,017,729,795,067

30 Net cash flows used in investing activities (39,098,480,790,940) (20,399,370,796,545)

III. CASH FLOWS FROM FINANCING ACTIVITIES

31 Capital contribution and issuance of shares 41 7,544,319,623,168 4,359,528,098,609

Currency: VND

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1. CORPORATE INFORMATION

Vingroup Joint Stock Company (“the Company”) is a joint stock company established in Vietnam in accordance with the Business Registration Certificate No. 0103001016 issued by the Hanoi Department of Planning and Investment on 3 May 2002 and the Business Registration Certificate No. 0101245486 re-issued on 12 May 2010. The Company also subsequently received the 60th amended Business Registration Certificate dated 18 March 2016.

The Company’s shares were listed on the Ho Chi Minh City Stock Exchange (“HOSE”) from 19 September 2007 in pursuant to Decision No.106/QD-TTGDHCM issued by the Director of HOSE on 7 September 2007.

The current principal activities of the Company are to invest in, construct and trade real estate properties; to carry out capital mobilization and investment activities; and to provide general administrative services. Principal activities of subsidiaries in this year are presented in Appendix 1.

The Group’s ordinary course of real estate trading business starts at the time of application for investment certificate, commencement of site clearance, construction and ends at the time of completion. Thus, the Group’s ordinary course of real estate trading business is from 12 to 36 months.

The Group’s ordinary course of business cycle for other business activities is 12 months.

The Company’s head office is registered at No. 7, Bang Lang 1 street, Vinhomes Riverside eco-urban Area, Viet Hung ward, Long Bien district, Hanoi, Vietnam. Its branch is located at No. 72, Le Thanh Ton and No. 45A, Ly Tu Trong street, Ben Nghe ward, district 1, Ho Chi Minh city, Vietnam.

The number of the Group’s employees as at 31 December 2015 là: 482 (31 December 2014: 532).

As at 31 December 2015, the Company has 75 subsidiaries. The information on these subsidiaries, along with the Company’s voting rights and equity interest in each subsidiary are detailed in the Appendix 1.

As at 31 December 2015, the Group also holds investments in a number of associates as disclosed in Note 19.1.

2. BASIS OF PREPARATION

2.1 Accounting standards and system

The consolidated financial statements of the Company and its subsidiaries (the “Group”) expressed in Vietnam dong (“VND”) are prepared in accordance with Vietnamese Enterprise Accounting System and Vietnamese Accounting Standard issued by the Ministry of Finance as per:

Decision No. 149/2001/QD-BTC dated 31 December 2001 on the Issuance and Promulgation of Four Vietnamese Accounting Standards (Series 1);

Decision No. 165/2002/QD-BTC dated 31 December 2002 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 2);

Decision No. 234/2003/QD-BTC dated 30 December 2003 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 3);

Decision No. 12/2005/QD-BTC dated 15 February 2005 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 4); and

Decision No. 100/2005/QD-BTC dated 28 December 2005 on the Issuance and Promulgation of Four Vietnamese Accounting Standards (Series 5).

Accordingly, the accompanying consolidated financial statements, including their utilisation are not designed for those who are not informed about Vietnam’s accounting principles, procedures and practices and furthermore are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles and practices generally accepted in countries other than Vietnam.

For the purpose of preparing the consolidated balance sheet, the Group has also supplemented details of certain line items in the balance sheet, i.e. “Advances from customers” (Code 312), “Accrued expenses” (Code 315), and “Other short-term payables” (Code 319). The purpose of presenting these additional details in the consolidated balance sheet is to provide more relevant information to the users of these consolidated financial statements. These changes were approved by the Ministry of Finance in accordance with the Official Letter No. 5966/BTC/CDKT dated 4 May 2012 on supplementing details to the forms of the financial statements.


33 Drawdown of borrowings 20,664,801,635,454 17,264,986,730,202

34 Repayment of borrowings (16,711,194,036,085) (8,682,400,989,542)

36 Dividends paid to equity holders 41 (974,185,674,300) (2,366,476,025,105)

40 Net cash flows from financing activities 10,523,741,548,237 10,575,637,814,164

50 Net (decrease)/ increase for the year (671,798,735,204) 73,081,395,674

60 Cash and cash equivalents at the beginning of the year 7,607,513,719,673 7,534,048,703,295

61 Impact of exchange rate fluctuation 2,750,120,021 383,620,704

70 Cash and cash equivalents at the ending of the year 5 6,938,465,104,490 7,607,513,719,673

Currency: VND NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS as at 31 December 2015 and for the year then ended


30 March 2016

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2.2 Applied accounting documentation system

The Company’s applied accounting documentation system is the General Journal system.

2.3 Fiscal year

The Group’s fiscal year applicable for the preparation of its consolidated financial statements starts on 1 January and ends on 31 December.

2.4 Accounting currency

The consolidated financial statements are prepared in VND which is also the Company’s accounting currency.

2.5 Basic of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries for the year ended 31 December 2015.

Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtains control, and continued to be consolidated until the date that such control ceases.

The financial statements of the subsidiaries are prepared for the same reporting year as the parent company, using consistent accounting policies.

All intra-company balances, income and expenses and unrealised gains or losses resulting from intra-company transactions are eliminated in full.

Non-controlling interests represent the portion of profit or loss and net assets not held by the Group and are presented separately in the consolidated income statement and within equity in the consolidated balance sheet, separately from parent shareholders’ equity.

Impact of change in the ownership interest of a subsidiary, without a loss of control, is recorded in retained earnings. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3.1 Changes in accounting policies and disclosures

The accounting policies adopted by the Group in preparation of the consolidated financial statements are consistent with those followed in the preparation of the Group’s annual consolidated financial statements for the year ended 31 December 2014 except for the changes in the accounting

policies in relation to the followings:

3.1.1 Circular No. 200/2014/TT-BTC providing guidance on enterprise accounting system

On 22 December 2014, the Ministry of Finance issued the Circular No. 200/2014/TT-BTC providing guidance on enterprise accounting system (“Circular 200”) replacing Decision No. 15/2006/QD-BTC dated 20 March 2006 (“Decision 15”) and Circular No. 244/2009/TT-BTC dated 31 December 2009 of the Ministry of Finance (“Circular 244”). Circular 200 is effective for the financial year beginning on or after 1 January 2015.

The effects of the change in accounting policies in accordance with Circular 200 to the Group are applied on a prospective basis as Circular 200 does not required for retrospective application. The Group also reclassifies certain corresponding figures of prior year following the presentation of the current year’s consolidated financial statements in accordance with Circular 200 as disclosed in Note 42.

3.1.2 Circular No. 202/2014/TT-BTC providing guidance on preparation and presentation of consolidated financial statements

On 22 December 2014, the Ministry of Finance issued the Circular No. 200/2014/TT-BTC providing guidance on preparation and presentation of consolidated financial statements (“Circular 202”) replacing section XIII of Circular No. 161/2007/TT-BTC dated 31 December 2007. Circular 202 is effective for the preparation and presentation of consolidated financial statements for the financial years beginning on or after 1 January 2015.

The effects of the change in accounting treatment in accordance with Circular 202 are applied on a prospective as this Circular does not require for restropective application.

3.2 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, cash at banks and short-term, highly liquid investments with an original maturity of no longer than three months that are readily convertible into known amounts of cash and that are subject to an insignificant risk of change in value.

3.3 Inventories

Inventory property

Property acquired or being constructed for sale in the ordinary course of business or for long-term lease qualified for

recognition of outright sales, rather than to be held for rental or capital appreciation, is held as inventory and is measured at the lower of cost incurred in bringing the inventories to their present location and condition, and net realisable value

Cost includes:

Freehold and leasehold rights for land;

Amounts paid to contractors for construction; and

Borrowing costs, planning and design costs, costs of site preparation, professional fees for legal services, property transfer taxes, construction overheads and other related costs.

Net realisable value is the estimated selling price in the ordinary course of the business, based on market prices at the reporting date and less estimated costs to completion and the estimated costs of sale.

The cost of inventory recognised in profit or loss on disposal is determined with reference to the specific costs incurred on the property sold and an allocation of any non-specific costs based on the appropriate basis.

Other inventories

Inventories are carried at the lower of cost incurred in bringing each product to its present location and condition and net realisable value.

Net realisable value represents the estimated selling price in the ordinary course of business less the estimated costs to complete and the estimated costs necessary to make the sale.

The perpetual method is used to record the costs of other inventories, cost of other inventories is valued at the cost of purchase, on weighted average basis.

Provision for obsolete inventories

An inventory provision is created for the estimated loss arising due to the impairment of value (through diminution, damage, obsolescence, etc.) of raw materials, finished goods, and other inventories owned by the Group, based on appropriate evidence of impairment available at the consolidated balance sheet date. Increases and decreases to the provision balance are recorded into the cost of goods sold account in the consolidated income statement.

3.4 Receivables

Receivables are presented in the consolidated financial statements at the carrying amounts due from customers and

other debtors, after provision for doubtful debts.

The provision for doubtful debts represents amounts of outstanding receivables at the balance sheet date which are doubtful of being recovered. Increases and decreases to the provision balance are recorded as general and administrative expense in the consolidated income statement.

3.5 Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation.

The cost of a tangible fixed asset comprises its purchase price and any directly attributable costs of bringing the tangible fixed asset to working condition for its intended use.

Expenditures for additions, improvements and renewals are added to the carrying amount of the assets and expenditures for maintenance and repairs are charged to the consolidated income statement as incurred.

When tangible fixed assets are sold or retired, any gain or loss resulting from their disposal (the difference between the net disposal proceeds and the carrying amount) is included in the consolidated income statement

3.6 Leased assets

The determination of whether an arrangement is, or contains a lease is based on the substance of the arrangement at inception date and requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset and the arrangement conveys a right to use the asset.

A lease is classified as a finance lease whenever the terms of the lease transfer substantially all the risks and rewards of ownership of the asset to the lessee. All other leases are classified as operating leases.

Where the Group is the lessee

Assets held under finance leases are capitalised in the consolidated balance sheet at the inception of the lease at the fair value of the leased assets or, if lower, at the net present value of the minimum lease payments. The principal amount included in future lease payments under finance leases are recorded as a liability. The interest amounts included in lease payments are charged to the consolidated income statement over the lease term to achieve a constant rate on interest on the remaining balance of the finance lease liability.

Capitalised financial leased assets are depreciated on a

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straight-line basis over the shorter of the estimated useful lives of the assets and the lease term, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term.

Rentals under operating leases are charged to the consolidated income statement on a straight-line basis over the lease term.

Where the Group is the lessor

The net investment under finance lease contracts is included as a receivable in the consolidated balance sheet. The interest amount of the leased payments are recognized in the consolidated income statement over the period of the lease contracts to achieve a constant rate of interest on the net investment outstanding.

Assets subject to operating leases are included as the Group’s investment properties in the consolidated balance sheet. Initial direct costs incurred in negotiating an operating lease are recognised in the consolidated income statement as incurred.

Lease income is recognised in the consolidated income statement on a straight-line basis over the lease term.

3.7 Intangible assets

Intangible assets are stated at cost less accumulated amortisation.

The cost of an intangible fixed asset comprises of its purchase price and any directly attributable costs of preparing the intangible fixed asset for its intended use. Expenditures for additions, improvements are added to the carrying amount of the assets and other expenditures are charged to the consolidated income statement as incurred.

When intangible fixed assets are sold or retired, any gain or loss resulting from their disposal (the difference between the net disposal proceeds and the carrying amount) is included in the consolidated income statement.

Land use rights

Definite and indefinite land use rights are recorded as intangible assets based on land use right certificates issued by governing bodies.

The advance payment for land rental, of which the land lease contracts have effectiveness prior to 2003 and Land use right certificate being issued, are recorded as intangible asset according to Circular No. 45/2013/TT-BTC issued by the Ministry of Finance on 25 April 2013 guiding the management,

use and depreciation of fixed assets (“Circular 45”).

Research and development costs

Research costs and development costs that do not meet the capitalisation criteria are expensed as incurred.

Development expenditure on an individual project is recognized as an intangible asset only if the Group can demonstrate all of the following conditions:

The technical feasibility study of completing the intangible asset so that it will be available for use or sale;

The intention to complete and use or sell the intangible asset;

The ability to use or sell the intangible asset;

The asset will generate probable future economic benefits;

The availability of resources to complete the development and to use or sell the intangible asset;

The ability to measure reliably the expenditure during the development; and

They are estimated to meet all criteria for use duration and value prescribed for intangible fixed asset.

Development costs capitalised as asset are stated at cost less accumulated amortisation. Amortisation of the asset begins when development is completed and the asset is available for use.

3.8 Depreciation and amortisation

Depreciation and amortisation of tangible fixed assets and intangible assets are calculated on a straight-line basis over the estimated useful life of each asset as follows:

Buildings and structures 5 - 50 yearsMachineries and equipment 3 - 15 yearsMeans of transportation 3 - 12 yearsOffice equipment 4 - 8 yearsE-commerce website 20 years Computer software 3 - 8 yearsLand use rights with definite term 36 - 48 yearsDistribution rights, copyright and others 3 - 15 years

No amortisation is charged on the land use rights with indefinite terms.

3.9 Investment properties

Investment properties are stated at cost, including transaction costs, less accumulated depreciation. Subsequent expenditure relating to an investment property that has already been recognized is added to the net book value of the investment property when it is probable that future economic benefits, in excess of the originally assessed standard of performance of the existing investment property, will flow to the Group.

Depreciation of investment properties are calculated on a straight-line basis over the estimated useful life of each asset as follows:

Buildings and structures 25 - 48 yearsMachinery and equipment 8 - 15 years

Amortization of definite land use rights presented as investment properties are calculated on a straight-line basis over granted period from 25 to 48 years.

No amortisation is charged on the land use rights presented as investment properties with indefinite terms.

Investment properties are derecognised when either they have been disposed of or when the investment properties are permanently withdrawn from use and no future economic benefit is expected from its disposal. The difference between the net disposal proceeds and the carrying amount of the assets is recognised in the consolidated income statement in the period of retirement or disposal.

Transfers are made to investment properties when, and only when, there is a change in use, evidenced by ending of owner-occupation or readiness for sale, commencement of an operating lease to another party or ending of construction or development. Transfers are made from investment properties when, and only when, there is change in use, evidenced by commencement of owner-occupation or commencement of development with a view to sale. The transfer from investment property to owner-occupied property or inventories does not change the cost or the carrying value of the property for subsequent accounting at the date of change in use.

3.10 Borrowing costs

Borrowing costs consist of interest and other costs that the Group incurs in connection with the borrowing of funds.

Borrowing costs are recorded as expense during the period in which they are incurred, except to the extent that they are capitalized as explained in the following paragraph.

Borrowing costs that are directly attributable to the acquisition, construction or production of an asset that necessarily take a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective asset.

3.11 Prepaid expenses

Prepaid expenses are reported as short-term or long-term prepaid expenses on the consolidated balance sheet and amortised over the period for which the amounts are paid or the period in which economic benefits are generated in relation to these expenses.

Long-term prepaid expenses include long-term prepaid land rental, pre-operation expenditure, tools and supplies, and other prepaid expenses that bring future economic benefits for more than one year period.

Prepaid land rental expenses include unallocated prepaid land rental expenses that were paid pursuant to Land Rental Contract signed with authorities. Such prepaid land rental is classified as long-term prepaid expenses for allocation to the consolidated income statement over the remaining lease period, according Circular 45.

3.12 Business combinations and goodwill

Business combinations are accounted for using the purchase method. The cost of a business combination is measured as the fair value of assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange plus any costs directly attributable to the business combination. Identifiable assets and liabilities and contingent liabilities assumed in a business combination are measured initially at fair values at the date of business combination.

Goodwill acquired in a business combination is initially measured at cost being the excess of the cost the business combination over the Group’s interest in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities. If the cost of a business combination is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated income statement. After initial recognition, goodwill is measured at cost less any accumulated amortisation. Goodwill is amortised over 10-year period on a straight-line basis. The Group annually carries out test of impairment of goodwill, and if there is indicator that the impairment amount is higher than the annual amortisation, the excess of goodwill impairment over annual amortisation shall be expended in the period.

Assets acquisitions and business combinations

The Group acquires subsidiaries that own real estate projects.

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At the time of acquisition, the Group considers whether the acquisition represents the acquisition of a business. The Group accounts for an acquisition as a business combination where an integrated set of activities is acquired in addition to the property.

When the acquisition of subsidiaries does not represent a business, it is accounted for as an acquisition of a group of assets and liabilities. The cost of the acquisition is allocated to the assets and liabilities acquired based upon their relative fair values, and no goodwill or deferred tax is recognised.

Business combinations involving entities or businesses under common control

Business combinations involving entities or businesses under common control are accounted for as follows:

The assets and liabilities of the two combined entities are reflected at their carrying amounts on the date of business combination;

No goodwill is recognised from the business combination;

The consolidated income statement reflects the results of the combined entities from the date of the business combination; and

Any difference between the consideration paid and the net assets of the acquiree is recorded in equity.

3.13 Investments

Investment in associates

The Group’s investment in its associate is accounted for using the equity method of accounting. An associate is an entity in which the Group has significant influence that are neither subsidiaries nor joint ventures. The Group generally deems they have significant influence if they have over 20% of the voting rights.

Under the equity method, the investment is carried in the consolidated balance sheet at cost plus post-acquisition changes in the Group’s share of net assets of the associates. Goodwill arising on acquisition of the associate is included in the carrying amount of the investment. The Group does not charge any amortisation on the goodwill, but annually carries out test of impairment of goodwill. The consolidated income statement reflects the Group’s share of the post-acquisition results of operation of the associate.

The share of post-acquisition profit/(loss) of the associates is presented on face of the consolidated income statement

and its share of post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. Dividend/profit sharing receivable from associates reduces the carrying amount of the investment.

The financial statements of the associates are prepared for the same reporting year as the Group and using the consistent accounting policies with the Group. Where necessary, adjustments are made to bring the accounting policies in line with those of the Group.

Investments in securities and other investments

Investments in securities and other investments are stated at their acquisition costs

Provision for trading security and investment in securities

Provision is made for any diminution in value of the held-for-trading securities and investments in capital of other entities at the balance sheet date in accordance with the guidance under Circular 228/2009/TT-BTC dated 7 December 2009 and Circular 89/2013/TT-BTC dated 26 June 2013 issued by the Ministry of Finance. Increases and decreases to the provision balance are recorded as finance expense in the consolidated income statement.

Held to maturity investment

Held-to-maturity investments are stated at their acquisition costs. After initial recognition, these investments are measured at recoverable amount. Any impairment loss incurred is recognised as expense and deducted against the value of such investments.

3.14 Payables and accruals

Payables and accruals are recognised for amounts to be paid in the future for goods and services received, whether or not billed to the Group.

3.15 Accrual for severance pay

The severance pay to employee is accrued at the end of each reporting period for all employees who have been more than 12 months in service up to balance sheet date at the rate of one-half of the average monthly salary for each year of service up to 31 December 2008 in accordance with the Labour Code, the Law on Social Insurance and related implementing guidance. Commencing 1 January 2009, the average monthly salary used in this calculation will be revised at the end of each reporting period following the average monthly salary of the 6-month period up to the

reporting date. Any changes to the accrued amount will be taken to the consolidated income statement.

This accrued severance pay is used to settle the termination allowance to be paid to employee upon termination of their labour contract following Article 48 of the Labour Code.

3.16 Provisions

General provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

When the Group expects some or all of a provision to be reimbursed by a third party, for example under an insurance contract, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the consolidated income statement net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Provision for warranty expenses for apartments and villas

The Group estimates provision for warranty expenses based on revenues and available information about the repair of apartments and villas sold in the past.

3.17 Foreign currency transactions

Transactions in currencies other than the Group’s reporting currency of VND are recorded at the actual transaction exchange rates at transaction dates which are determined as follows:

Transaction resulting in receivables are recorded at the buying exchange rates of the commercial banks designated for collection;

Transactions resulting in liabilities are recorded at the selling exchange rates of the transaction of commercial banks designated for payment; and

Payments for assets or expenses without liabilities initially

being recognised is recorded at the buying exchange rates of the commercial banks that process these payments.

At the end of the period, monetary balances denominated in foreign currencies are translated at the actual transaction exchange rates at the balance sheet dates which are determined as follows:

Monetary assets are translated at buying exchange rate of the commercial bank where the Group conduct transactions regularly;

Monetary liabilities are translated at selling exchange rate of the commercial bank where the Group conduct transactions regularly.

All realised and unrealised foreign exchange differences are taken to the consolidated income statement.

3.18 Treasury shares

Own equity instruments which are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised upon purchase, sale, issue or cancellation of the Group’s own equity instruments.

3.19 Appropriation of net profits

Net profit after tax (excluding gain from bargain purchases) is available for appropriation to shareholders after approval in the annual general meeting, and after making appropriation to reserve funds in accordance with the Company’s Charter and the Vietnamese regulatory requirements.

The Group maintains the reserve funds which are appropriated from the Group’s net profit as proposed by the Board of Directors and subject to approval by shareholders at the annual general meeting.

3.20 Advances from customers

Payments received from customers as deposits for the purchase of residential properties in the future that do not meet the conditions for revenue recognition, are recognised and presented as “Advances from customers” in the liability section of the consolidated balance sheet.

Payments received from customers under deposits, loan and other agreements are recognised and presented as “Other short-term payables” in the liability section of the consolidated balance sheet.

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3.21 Revenue recognition

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable, excluding trade discount, rebate and sales return. The following specific recognition criteria must also be met before revenue is recognised.

Revenue from sale of inventory property

Revenue from sale of inventory property is recognised when the significant risks and rewards incident to ownership of the properties have passed to the buyer.

Revenue from sale of inventory property also includes long-term lease of inventory property qualified for recognition of outright sales. If the lease-term is greater than 90% of the asset’s useful life, the Group will recognize the revenue for the entire prepaid lease payment if all of the following conditions are met:

Lessee is not allowed to cancel the lease contract during the lease term, and the lessor is not reponsible for reimbursing the prepaid lease payments under any circumstances;

The prepaid lease payment is not less than 90% of the total estimated lease payment collected under contract over the lease period and lessee must pay all rental within 12 months from the commencement of the lease;

Almost all risks and rewards associated with the ownership of leased assets are transferred to the lessee;

Lessor must estimate the full cost of leasing activity.

Revenue from leasing of investment properties

Rental income arising from leased investment properties is recognized in the consolidated income statement on a straight line basis over the lease terms on ongoing leases.

Sale of goods

Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, usually upon the delivery of the goods.

Rendering of services

Revenue from hotel, amusement park, education, beauty, hospital, real estate management and other related services is recorded when the services are rendered. When the outcome

of the contract is certainly determined, revenue will be recognised based on percentage of completion.

Gains from securities trading/capital transfer

Gains from securities trading and capital transfer are determined as the excess of selling prices against the cost of securities sold. Such gains are recognised on the trade date when the relevant contracts are executed.

Interest

Revenue is recognised as the interest accrues (taking into account the effective yield on the asset) unless collectability is in doubt.

Dividends

Income is recognised when the Group’s entitlement as an investor to receive the dividend is established.

3.22 Construction contract

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the consolidated balance sheet date based on the construction works as certified by customers. Variations in contract work, claims and incentive payments are included to the extent that they have been agreed with the customer.

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred that is probably recoverable. Contract costs are recognised as expenses in the period in which they are incurred.

Difference between the cumulative revenue of a construction contract recognised to date and the cumulative amount of progress billings of that contract is presented as construction contract receivable/payable based on agreed progress billings in the consolidated balance sheet.

3.23 Taxation

Current income tax

Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted as at the consolidated balance sheet date.

Current income tax is charged or credited to the consolidated

income statement, except when it relates to items recognised directly to equity, in which case the current income tax is also dealt with in equity.

Current income tax assets and liabilities are offset when there is a legally enforceable right for the Group to offset current tax assets against current tax liabilities and when the Group intends to settle its current tax assets and liabilities on a net basis.

Deferred income tax

Deferred tax is provided on temporary differences at the consolidated balance sheet date between the tax base of assets and liabilities and their carrying amount for financial reporting purposes.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

Where the deferred tax liability arises from the initial recognition of an asset or liability in a transaction which at the time of the transaction affects neither the accounting profit nor taxable profit or loss; and

In respect of taxable temporarily differences associated with investments in subsidiaries and associates, and interests in joint ventures where timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, carried forward unused tax credit and unused tax losses, to the extent that it is probable that taxable profit will be available against which deductible temporary differences, carried forward unused tax credit and unused tax losses can be utilised, except:

Where the deferred tax asset arises from the initial recognition of an asset or liability which at the time of the related transaction, affects neither the accounting profit nor taxable profit or loss at the time transaction incurred;

In respect of deductible temporarily differences associated with investments in subsidiaries and associates, and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profits will be available against which the temporary differences can be utilised.

The carrying amount of deferred income tax assets is reviewed at each consolidated balance sheet date and reduced to the

extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Previously unrecognised deferred income tax assets are re-assessed at each consolidated balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax assets to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset realised or the liability is settled based on tax rates and tax laws that have been enacted at the consolidated balance sheet date.

Deferred tax is charged or credited to the consolidated income statement, except when it relates to items recognised directly to equity, in which case the deferred tax is also dealt with in the equity account.

Deferred tax assets and liabilities are offset when there is a legally enforceable right for the Group to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority on:

Either the same taxable entity; or

When the Group intends either settle current tax liabilities and assets on a net basis or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

3.24 Convertible bond

Bonds that are convertible by the holder into a fixed number of ordinary shares of the entity are separated into financial liability (a contractual arrangement to deliver cash or another financial asset) and equity instrument (a call option granting the holder the right, for a specified period of time) based on the terms of the contract. In cases where the numbers of ordinary shares to be converted is not fixed, the entire convertible bonds are classified as a financial liability.

On issuance of the convertible bond, the fair value of the liability component is determined by discounting the future payment (including principal and interest) to present value at the market rate for an equivalent non-convertible bond less issuance cost. This amount is classified as a financial liability measured at amortised cost (net of transaction costs) until it is extinguished on conversion or redemption.

The remainder of the proceeds is allocated to the conversion option that is recognised and included in shareholders’ equity. The carrying amount of the conversion option is not re-measured in subsequent years.

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Transaction costs are allocated over the lifetime of the bond on a straight line basis. At initial recognition, issuance costs are deducted from the liability component of the bond.

4. SIGNIFICANT ACQUISITIONS AND DISPOSALS OF SUBSIDIARIES

4.1 Acquisition of groups of assets

During the year, the Group has acquired shares of the following companies from individuals and corporate counterparties. Management has reviewed and assessed that the acquisition of shares of these companies is the acquisition of groups of assets, rather than business combinations. The total consideration for each of these acquisitions was allocated to the assets, liabilities acquired based on their relative fair values on acquisition date. Accordingly, a part of consideration was allocated to land use rights or land rental rights and recognised in construction in progress (Note 18). The non-controlling interests were also recognised at their relative proportion of the interests in the assets and liabilities acquired. These assets and liabilities are presented in the same categories as other similar assets and liabilities held by the Group.

Acquisition of Suoi Hoa JSC, a new subsidiary

On 6 January 2015, the Group acquired 88% of voting shares of Suoi Hoa JSC from individuals with total consideration of VND225 billion and thereby, Suoi Hoa JSC became a subsidiary of the Group. Suoi Hoa JSC is the owner of a potential real estate project in Bac Ninh city, Bac Ninh province, Vietnam.

Acquisition of SuperHigh-speed JSC, a new subsidiary

On 17 March 2015, the Group acquired 100% voting shares of Superhigh-speed JSC from individuals with total consideration of VND158 billion and thereby, Superhigh-speed JSC became a subsidiary of the Group. The principal activity of Superhigh-speed JSC is to provide transportation services.

Acquisition of Anh Sao Real Estate Joint Stock Company (“Anh Sao JSC“), a new subsidiary

On 13 May 2015, the Group acquired 94% of voting shares of Anh Sao JSC from individuals with total consideration of VND1,575 billion and thereby, Anh Sao JSC became a subsidiary of the Group. Anh Sao JSC is the owner of a potential real estate project in Nha Be district, Ho Chi Minh city, Vietnam.

On 31 July 2015, the Group disposed its entire voting shares held in Anh Sao JSC (Note 4.3).

Acquisition of Vin Tay JSC, a new subsidiary

On 12 June 2015, the Group acquired 95% voting shares of Vin Tay JSC from corporate and individual counterparties with total consideration of VND248 billion and thereby, Vin Tay JSC became a subsidiary of the Group. As at the acquisition date, Vin Tay JSC owned a vacant building in Ninh Kieu district, Can Tho city, Vietnam.

Acquisition of Blue Star JSC, a new subsidiary

On 21 August 2015, the Group acquired 100% voting shares of Blue Star JSC from corporate counterparties with total consideration of VND2,031 billion, including VND2,149 billion in cash and VND152 billion of the investment in Ocean Thang Long Investment JSC (Note 19.2). Thereby, Blue Star JSC became a subsidiary of the Group. Blue Star owns a potential real estate project in Cau Giay district, Hanoi, Vietnam.

Acquisition of Me Tri JSC, a new subsidiary

On 1 December 2015, the Group acquired 67.17% voting shares of Me Tri JSC from individuals with total consideration of VND1,811 billion and thereby, Me Tri JSC became a subsidiary of the Group. Me Tri JSC owns a potential real estate in Nam Tu Liem district, Hanoi, Vietnam.

Acquisition of Metropolis Hanoi, a new subsidiary

On 18 December 2015, the Group acquired 100% voting shares of Metropolis Hanoi JSC from a corporate counterparty with total consideration of VND1,484 billion and thereby, Metropolis Hanoi JSC became a subsidiary of the Group. Metropolis Hanoi owns a potential real estate project in Nam Tu Liem district, Hanoi, Vietnam.

4.2 Business combination

Acquisition of Hop Nhat Vietnam Corporation JSC, a new subsidiary

On 25 April 2015, the Group acquired 80% voting shares of Hop Nhat Vietnam Corporation JSC from an individual with total consideration of VND245 billion. Hop Nhat Vietnam Corporation JSC was subsequently renamed to Vinlinks JSC. Through this transaction, the Group also indirectly acquired 99.92% and 99.80% voting shares of Hop Nhat Express JSC and Hop Nhat Trading JSC, the two (2) existing subsidiaries of Vinlinks JSC at the acquisition date. Thereby, Vinlinks JSC, Hop Nhat Express JSC and Hop Nhat Trading JSC became subsidiaries of the Group. Hop Nhat Express JSC was subsequently merged to Vinlinks JSC.

The principal activity of Vinlinks JSC is to provide door-to-

door delivery service. The Group has acquired Vinlinks JSC for the purpose of providing logistics services to entities with the Group, especially to those operating in retail business.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or

contigent liabilities of Vinlinks JSC, Hop Nhat Express JSC and Hop Nhat Trading JSC at the date of acquisition. Therefore, the Group applies provisional accounting method to consolidate these companies. The provisional fair values of identifiable assets and liabilities of these companies are presented below:

Provisional fair value recognised at acquisition date

Assets

Cash and cash equivalents 5,609,442,957

Trade receivables and other receivables 45,045,182,377

Other current assets 24,571,725,620

Fixed assets 43,556,750,874

Other assets 18,386,404,339

137,169,506,167

Liabilities

Trade payables 29,422,930,049

Other long-term liabilities 44,462,097,434

Long-term loans and borrowings 35,401,556,609

Total identifiable net assets at fair value 27,882,922,075

Non-controlling interests (5,595,845,341)

Goodwill from business combination (Note 20) 224,637,199,866

In which, allocation to:

- Vinlinks JSC 212,916,929,493

- Hop Nhat Express JSC 9,198,103,041

- Hop Nhat Trading JSC 2,522,167,332

Total purchase consideration 246,924,276,600

Analysis of cash flows on acquisition

Net cash acquired with the subsidiaries 5,609,442,957

Cash paid (246,924,276,600)

Net cash flow used in acquisition (241,314,833,643)

Total consideration was VND247 billion and was fully paid in cash. Total loss before tax of Vinlinks JSC, Hop Nhat Express

JSC and Hop Nhat Trading JSC for the period from the date of acquisition to 31 December 2015 is VND27 billion.

Currency: VND

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Acquisition of VEFAC JSC, a new subsidiary

On 6 May 2015, the Group acquired 89.42% voting shares of VEFAC JSC from equitisation of Vietnam Exhibition Fair Center One-member Limited Liability Company with total consideration of VND1,497 billion and thereby, VEFAC JSC

became a subsidiary of the Group. The principal activities of VEFAC JSC are organizing trade advertisements and promotions in the form of domestic and overseas trade fairs, exhibitions and conference. The Group has acquired VEFAC JSC for the purpose of having opportunities to develop potential real estate projects.

Total consideration is VND1,497 billion that has been fully paid in cash. Profit before tax of VEFAC JSC for the period from

the date of acquisition to 31 December 2015 is VND37 billion.

Currency: VND


Assets

Cash and cash equivalents 1,620,080,973,532



1,698,729,127,567

Liabilities

Statutory obligation 6,350,768,122

Other liabilities 21,609,425,915

Total identifiable net assets at fair value 1,670,768,933,530



Total purchase consideration 1,497,451,967,250


Net cash acquired with the subsidiary 1,620,080,973,532

Cash paid (1,497,451,967,250)

Net cash flow from acquisition 122,629,006,282

Total consideration is VND230 billion that has been fully paid in cash. Loss before tax of Vinatexmart LLC from acquisition

date to 1 June 2015 is (the merger date between Vinatexmart LLC and Vincommerce JSC) VND11 billion.

Currency: VND


Assets


Trade receivables and other receivables 43,845,206,277

Inventories 192,492,807,035

Prepaid expenses 86,891,655,435

Fixed assets 204,060,520,400


598,597,433,937

Liabilities

Trade payables and other payables 288,796,207,424

Other long-term liabilities 11,764,122,382



Non-controlling interests 38,865,008,796




Cash acquired with the subsidiary 18,616,703,249

Cash paid (229,500,000,000)


Acquisition of Vietnam Textile Fashion Trading Company Limited (“Vinatexmart LLC”), a new subsidiary

On 8 May 2015, the Group acquired 100% voting right in Vinatexmart LLC from a corporate counterparty with total consideration of VND230 billion. Thereby, Vinatexmart LLC became a subsidiary of the Group and was subsequently merged into Vincommerce JSC, another subsidiary of the Group.

Vinatexmart LLC operates in the retail sector with supermarket

chains and branded stores in many provinces nationwide. The acquisition of Vinatexmart LLC is a part of the Group’s investment strategy in the retail market.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or contingent liabilities of Vinatexmart LLC at the date of acquisition and applies provisional accounting method to consolidate Vinatexmart LLC. The provisional fair values of identifiable assets and liabilities of Vinatexmart LLC are presented below:

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Assets

Cash and cash equivalents 500,041,229

Held-to-maturity investment 9,595,498,578

Other receivables 3,929,918,043


Construction in progress 9,028,609,602


39,343,202,965

Liabilities

Other short-term payables 8,344,551,179

Other liabilities 486,186,940



Goodwill arising on acquisition -

Total purchase consideration (*) -


Cash acquired with the subsidiary 500,041,229

Cash paid -

Net cash flow from acquisition 500,041,229

Currency: VND

(*) Total consideration of VND267 billion is settled with the capital contribution by the Group to VinEco Tam Dao LLC. Up to 31 December 2015, the Group has made a capital

contribution of VND138 billion to VinEco Tam Dao LLC. Loss before tax of VinEco Tam Dao LLC from acquisition date to 31 December 2015 is VND16 billion.

Acquisition of VinEco Tam Dao LLC, a new subsidiary

On 1 June 2015, the Group acquired 89.02% voting shares of VinEco Tam Dao LLC. According to the Decision No. 1431/QD-UBND of the People’s Committee of Vinh Phuc on the transformation from Industrial and Agriculture Tam Dao One-member Limited Liability Company to VinEco Tam Dao LLC, the Group has become the owner with 89.02% voting shares of VinEco Tam Dao LCC with the committed capital of VND267 billion out of the charter capital of VND300 billion. The principal activities of VinEco Tam Dao are to produce and trade

agricultural products. The Group has acquired VinEco Tam Dao LLC for the purpose of providing safe fruits and vegetables to the market by applying advanced technologies.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or contingent liabilities of VinEco Tam Dao LLC at the date of acquisition and applies provisional accounting method to consolidate VinEco Tam Dao LLC. The provisional fair values of identifiable assets and liabilities of VinEco Tam Dao LLC are presented below:

Acquisition of Hanoi Entertainment Culture Sport Center JSC, a new subsidiary

On 15 September 2015, the Group acquired 100% voting shares of Hanoi Entertainment Culture Sport Center JSC from corporate counterparties with total consideration of VND330 billion. The principal activities of Hanoi Entertainment Culture Sport Center JSC are investing, developing, providing service

and leasing of shopping and entertainment centers. The acquisition of Hanoi Entertainment Culture Sport Center JSC is a part of the Group’s strategy to expand into real estate leasing business.

The fair values of identifiable assets and liabilities of Hanoi Entertainment Culture Sport Center JSC at the date of acquisition are presented below:

Currency: VND

Fair value recognised at acquisition date

Assets


Construction in progress (i) 539,200,497,956


563,894,391,708

Liabilities

Deferred tax liabilities (ii) (Note 36.3) 106,823,200,000

Other liabilities 728,818,991


Non controlling interests (2,392,988,461)

Gain on bargain purchase (Note 34) (123,824,134,645)




Cash paid (330,125,249,611)


(i) Construction in progress includes fair value at the date of acquisition of the right to develop Vincom Trung Tu project (Note 18) in Dong Da district, Hanoi city. The right to develop this project is represented by the construction permit and land rental contract of Hanoi Entertainment Culture Sport Center JSC. The fair value of this project development right is VND534 billion which was determined by an independent valuer;

(ii) Deferred tax liabilities arise from temporary difference between tax base and accounting base of the right to develop Vincom Trung Tu project. Total consideration is VND330 billion that has been fully paid in cash. Loss before tax of Hanoi Entertainment Culture Sport Center JSC from acquisition date to 31 December 2015 is VND18 billion.

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Acquisition of An Phong JSC, a new subsidiary

On 15 November 2015, the Group acquired 100% voting shares of An Phong JSC from individuals with total provisional consideration of VND1,835 billion. Thereby, An Phong JSC became a subsidiary of the Group. The principal activities of An Phong JSC are providing retail premises for rent and operating in the retail sector with a supermarkets chain under the brand-name of MaxiMark. The acquisition of An Phong JSC is a part of the Group’s investment strategy in retail market, increase the supply of retail premises for rent, in

combination with other subsidiaries of the Group, especially the subsidiaries in the retail business.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or contingent liabilities of An Phong JSC at the date of acquisition and applies provisional accounting method to consolidate An Phong JSC. The provisional fair values of identifiable assets and liabilities of An Phong JSC at the acquisition date are presented below:


Assets


Trade receivables 478,708,889,693


Construction in progress (i) 578,374,391,499

Investment properties (i) 1,079,177,000,000


2,364,298,250,543

Liabilities


Accrued expenses 18,612,140,433

Other short-term payables 33,242,103,778

Short-term loans 209,578,380,731

Deferred tax liability (ii) (Note 36.3)

265,728,153,616

Other non-current liabilities 29,098,368,798



Non controlling interests 8,509,350,703

Goodwill arising on acquisition (Note 20) 437,342,855,521




Cash paid (1,002,000,000,000)


Currency: VND

(i) The investment properties includes the fair value of shopping malls determined by an independent valuer of VND1,658 billion.

(ii) Deferred tax liability arises from business combination.

Total consideration is provisionally measured at VND1,835 billion, in which, VND1,002 billion was paid in cash. Loss before tax of An Phong JSC from the acquisition date to 31 December 2015 is VND400 million.

Acquisition of Dong Phu Hung – Binh Thuan JSC, a new subsidiary

On 28 December 2015, the Group acquired 100% of voting shares of Dong Phu Hung – Binh Thuan JSC from individuals with total consideration of VND874 billion. Thereby, Dong Phu

Hung – Binh Thuan JSC became a subsidiary of the Group. The principal activities of Dong Phu Hung – Binh Thuan JSC are investing, constructing and trading real estate properties. The acquisition of Dong Phu Hung – Binh Thuan JSC is to develop a number of potential real estate and tourism projects that owned by Dong Phu Hung – Binh Thuan JSC in Ham Tan district, Binh Thuan province.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or contingent liabilities of Dong Phu Hung – Binh Thuan JSC at the date of acquisition and applies provisional accounting method to consolidate Dong Phu Hung – Binh Thuan JSC. The provisional fair values of identifiable assets and liabilities of Dong Phu Hung – Binh Thuan JSC at the acquisition date are presented below:


Assets


Other receivables 108,614,869,455



Investment in associates 4,798,892,080,000

Other non-current assets 8,245,657,556

5,540,679,154,451

Liabilities


Accrued expenses 69,333,777,190

Short-term loans and borrowings 4,975,000,000,000




Goodwill arising on acquisition (Note 20) 452,448,609,116




Cash paid (874,000,000,000)


Currency: VND

Total consideration is VND874 billion that has been fully paid in cash. Loss before tax of Dong Phu Hung – Binh Thuan

JSC from the acquisition date to 31 December 2015 is VND5 billion.

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Assets


Advance to suppliers 2,263,830,722,441

Construction in progress 28,996,050,149


3,055,341,423,850

Liabilities

Short-term loans and borrowings 280,000,000,000




Goodwill arising on acquisition (Note 20) 2,231,894,716,370

In which, allocation to:

- Sunflower JSC 11,157,547,476

- Vinaconex – Viettel JSC 2,220,737,168,894




Cash paid (5,680,420,000,000)

Net cash flow used in acquisition (4,926,745,623,006)

Acquisition of Sunflower JSC, a new subsidiary

On 30 December 2015, the Group acquired 100% voting shares of Sunflower JSC from individuals with total consideration of VND5,680 billion. Through this acquisition, the Group also acquired 98.3% voting right in Vinaconex – Viettel JSC, an existing subsidiary of Sunflower JSC at the date of acquisition. Thereby, Sunflower JSC and Vinaconex – Viettel JSC became subsidiaries of the Group.

The principal activities of Sunflower JSC and Vinaconex – Viettel JSC are investing, constructing and trading real

estates. The acquisition of these companies is for the purpose of development of potential real estate projects in Hoan Kiem district and Nam Tu Liem district, Hanoi.

On 31 December 2015, the Group is in the process of determining the fair value of identifiable assets, liabilities or contingent liabilities of Sunflower JSC and Vinaconex – Viettel JSC at the date of acquisition and applies provisional accounting method to consolidate these companies. The provisional fair values of identifiable assets and liabilities of Sunflower JSC and Vinaconex – Viettel JSC at the acquisition date are presented below:

Currency: VND

Loss before tax of Sunflower JSC and Vinaconex – Viettel JSC from the acquisition date to 31 December 2015 is VND660 million.

4.3 Significant disposal transactions

Disposal of Anh Sao JSC, an existing subsidiary

On 31 July 2015, the Group disposed the entire 94% voting shares of Anh Sao JSC to a corporate counterparty with total consideration of VND1,668 billion. Thereby, the profit from this disposal, which is the difference between the consideration and the carrying amount net assets transferred, is recognised in the consolidated income statement (Note 30.3).

Partial disposal of voting shares of Emigo Vietnam Fashion Joint Stock Company, an existing subsidiary

On 10 December 2015, the Group disposed of 31% voting shares of Emigo Vietnam Fashion Joint Stock Company,

previously known as Vinfashion Joint Stock Company, to individuals with a total consideration of VND31 billion, and thus reducing the Group’s voting shares of Emigo Vietnam Fashion Joint Stock Company to 39%. Thereby, Emigo Vietnam Fashion Joint Stock Company became an associate of the Group, and was subsequently renamed to M.Y.M Fashion JSC as presented in Note 19.1. As the result, profit from this disposal, which is the difference between: (1) the consideration and the fair value of the investment in Emigo Vietnam Fashion Joint Stock Company which is determined by equity method; and (2) carrying amount of net assets disposed, was recognised in the consolidated income statement (Note 30.3).

5. CASH AND CASH EQUIVALENTS

Ending balance Beginning balance

Cash on hand 34,915,215,231 9,220,874,607

Cash at banks 3,717,308,507,824 1,697,280,782,527

Cash in transit 19,742,151,512 3,176,164,951

Cash equivalents 3,166,499,229,923 5,897,835,897,588

TOTAL 6,938,465,104,490 7,607,513,719,673


Foreign currencies:

- United States dollar 3,038,673 1,322,830

- Euro 8,567 300

- Singapore dollar - 20

- Japanese Yen 75,000 70,000

- British Pound 20 150

- Canadian dollar - 15

- Hong Kong dollar 1,000 300

- Australian dollar 200 -

Cash equivalents include bank deposits in VND with terms ranging from 1 to 3 months and earn interest rates ranging

from 3.5% to 5% per annum on 31 December 2015 (31 December 2014: 4% to 7.5% per annum).

Currency: VND

Details of foreign currencies:

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VAS consolidated financial statementsVAS consolidated financial statements6.

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001 7. TRADE RECEIVABLES AND SHORT-TERM ADVANCE TO SUPPIERS

7.1 Short-term trade receivables

Ending balanceBeginning balance

(reclassified)

Sale of inventory properties 1,220,757,401,526 454,341,472,019

Leasing activities and rendering related services 256,588,553,650 222,348,822,022

Rendering hotel, amusement park and related services 91,852,450,219 46,193,370,495

Rendering hospital and related services 42,697,629,658 24,415,240,296

Sale of goods in supermarkets, convenience stores and other retail outlets 100,442,622,389 2,824,255,316

Rendering education and related services 703,673,277 2,969,286,736

Rendering construction and related services 601,465,507,260 23,039,563,914

Others 124,292,534,915 56,869,455,549

TOTAL 2,438,800,372,894 833,001,466,347

In which:

Trade receivables from customers 2,362,083,197,049 640,279,529,209

Trade receivables from related parties (Note 37) 76,717,175,845 192,721,937,138

Provision for doubtful debts (111,652,055,514) (36,049,751,247)

Details of receivables which account for more than 10% of balance

Sale of inventory properties to a corporate counter party 628,772,614,597 -

Rendering construction and related services to a corporate counter party 344,852,318,673 -

Sale of inventory properties and management service to a corporate counter party - 185,928,942,639

Sale of inventory properties to a related party (Note 37) - 163,028,002,628

7.2 Short-term advances to suppliers

Short-term advances to suppliers at 31 December 2015 mainly

includes advances to suppliers, construction contractors and consultants of the real estate projects of the Group.

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(reclassified)

Short-term:

Loans to corporate counterparties (i) 698,668,376,862 2,026,383,376,328

Current portion of long-term loans to customers and individuals (ii) 1,009,251,354,122 82,578,564,022

Loans to related parties (Note 37) 55,204,181,818 16,204,181,818

1,763,123,912,802 2,125,166,122,168

Long-term:

Loans to individuals (ii) 904,533,000,000 904,533,000,000

Loans to customers (ii) 112,278,193,287 117,578,059,260

Loans to a corporate counterparty 55,000,000,000 -

In which: current portion of long-term loans to customers (1,009,251,354,122) (82,578,564,022)

62,559,839,165 939,532,495,238

Provision for doubtful loan receivables (67,064,381,376) (45,908,601,100)

8. LOAN RECEIVABLES

(i) These are loans to counterparties, which are unsecured and earn interest at rates ranging from 7% to 10% per annum, which include a convertible loan provided by Tan Lien Phat JSC, a subsidiary, to a corporate counterparty, which grants Tan Lien Phat JSC with the right to convert these loans into shares of borrower.

(ii) This comprises:

Loans to tenants of the Group’s shopping malls with terms ranging from 3 to 5 years. These loans are secured by the

tenant’s shares held by major shareholders, or by the entire assets and inventories of tenants at retail location.

Loans to individuals for their acquisition of shares of an associate. These loans have term of 3 years from 26 July 2013 to 22 November 2013 and earn interest of 13% per annum. These loans are secured by the entire shares of the associate which had been acquired by these individuals.

Currency: VND

(i) This amount mainly includes deposit receivables of VND1,050 billion to a corporate counterparty for the purpose

of developing a potential real estate project in Hanoi.

10. BAD DEBTS

Bad debts of the Group mainly include overdue trade receivables, loan receivables and interest receivables from customers:

Debtor


Cost Receivable amount Cost Receivable amount

Receivables 676,500,521,674 526,657,154,382 103,462,990,153 35,567,855,897

Loans 82,578,564,023 17,844,590,574 82,578,564,023 49,749,544,577

Unrecognized interest 19,169,910,308 - - -

TOTAL 778,248,996,005 544,501,744,956 186,041,554,176 85,317,400,474

Details of overdued receivables which account for more than 10% of total overdue receivables:

Thai Kieu Limited Liabilities Company 129,395,946,169 32,816,589,711 129,395,946,169 64,721,543,714

Ocean Group Joint Stock Company 30,751,857,534 30,751,857,534 - -

Ocean Thang Long Joint Stock Company 94,697,103,485 94,697,103,485 - -

Currency: VND

Ending balance Beginning balance(reclassified)

Short-term:

Interests 890,625,661,389 428,978,175,621

Deposits for opening Letter of Credits 66,841,542,654 38,078,268,211

Deposit for the purpose of project development, selling apartments 532,479,238,433 26,180,124,801

Dividends 36,115,522,222 36,115,522,222

Advances to employees 59,515,702,495 13,722,309,095

Disposal of equity investments 93,448,998,244 -

Receivables from the ex-shareholders of subsidiaries 220,279,946,923 -

Deposit for a business co-operation contract (i) 1,050,000,000,000 -

Others 216,447,918,587 169,075,624,801

TOTAL 3,165,754,530,947 712,150,024,751

In which:

Other receivables 3,154,795,491,628 601,667,953,367

Other receivables from related parties (Note 37) 10,959,039,319 110,482,071,384

Long-term:

Long-term deposits for outlet rentals 179,574,004,529 99,679,218,417

Others receivables 12,190,234,785 922,872,835

TOTAL 191,764,239,314 100,602,091,252

Provision for doubtful other receivables (35,860,903,851) (18,765,801,355)

9. OTHER RECEIVABLES Currency: VND

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(reclassifed)

Inventory properties under construction 23,916,488,173,756 12,981,426,785,251

Completed inventory properties (*) 2,254,855,916,792 2,983,199,417,908

Inventories for hospital, supermarkets, hotel and retail outlets 1,417,091,695,671 233,060,588,602

Goods in transit 297,671,215,241 14,404,215,653

Construction and garment raw materials 91,902,736,933 25,068,106,693

Tools and equipment 78,385,314,913 84,779,811,576

Others 29,500,782,315 -

28,085,895,835,621 16,321,938,925,683


(reclassifed)

Beginning balance 7,055,170,624 8,938,534,347

Add: Provision made during the year 55,111,612,196 3,366,534,260

Less: Utilisation and reversal of provision during the year (3,688,636,365) (5,249,897,983)

Ending balance 58,478,146,455 7,055,170,624

11. INVENTORIES

(*) Including inventory properties acquired with a view to sale amounting to VND501 billion.

Detail of inventory properties used as collaterals for borrowings and corporate bonds of the Group are disclosed in Note 26.


(reclassifed)

Short-term:

Selling expenses related to apartments not yet handed over 1,141,536,744,894 125,717,369,317

Tools and supplies 102,913,017,914 92,926,354,559

Interest expense 23,446,929,828 20,667,325,201

Corporate income tax 207,807,092,577 42,770,778,456

Others 72,325,615,988 51,225,322,493

TOTAL 1,548,029,401,201 333,307,150,026

Long-term:

Land rental 163,520,735,608 193,397,545,649

Expenditures for overhaul 37,798,336,027 22,715,049,107

Tools and supplies 1,018,070,710,745 558,191,520,089

Pre-operating expenses 106,227,531,032 136,731,575,820

Rental fee for supermarket areas 36,999,995,943 34,668,669,724

Others 75,278,841,194 73,233,187,079

TOTAL 1,437,896,150,549 1,018,937,547,468

12. PREPAID EXPENSES Currency: VND

Currency: VND

Currency: VND

Detail of movements of provision for obsolete inventories:


(reclassifed)

Short-term:

Deposits for investment purpose (i) 4,629,328,253,727 783,166,666,670

Dividend advanced to non-controlling shareholders holding preference shares (ii)

598,725,944,622 178,055,416,737

Others 283,467,228,467 283,467,228,467

TOTAL 5,511,521,426,816 1,244,689,311,874

Long-term:

Deposits for investment purpose (iii) 3,000,000,000,000 4,800,000,000,000

TOTAL 3,000,000,000,000 4,800,000,000,000

(i) This mainly consists of:

A deposits of VND3,000 billion to individual counterparties for the adittional acquisition of shares in an other long-term investments of the Group;

Other deposits of VND1,405 billion for acquisition of shares.

(ii) These are dividends advanced to non-controlling shareholders holding preference shares of Vincom Retail JSC and Vinmec JSC, subsidiaries of the Group.

(iii) A deposit of VND3,000 billion to a corporate counterparty for securing the right to the investment in a potential real estate project in Hung Yen province.

Currency: VND

13. OTHER CURRENT AND NON-CURRENT ASSETS

These mainly include deposits for the development of potential projects or for acquiring shares of other entities.

Balances of other current and non-current assets as at 31 December 2015 are as below:

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Buildings andstructures

Machineries and equipment

Means of transportation Office equipment Others Total

Cost:

Beginning balance 7,806,549,253,427 3,445,191,671,253 374,143,917,903 295,322,685,148 204,718,916,058 12,125,926,443,789

Additions 7,202,558,715,241 2,529,020,605,821 371,036,139,163 326,019,292,247 234,157,949,540 10,662,792,702,012

In which:

Newly purchased 76,914,043,132 619,400,835,581 286,012,511,642 250,880,025,806 228,420,853,437 1,461,628,269,598

Newly constructed 4,329,578,327,508 1,139,964,536,458 - - - 5,469,542,863,966

Acquisition of subsidiary 398,273,676,070 187,932,819,737 85,023,627,521 75,139,266,441 2,592,267,400 748,961,657,169

Transfer from investment properties (Note 16) 2,276,750,334,874 507,573,629,692 - - - 2,784,323,964,566

Other additions 121,042,333,657 74,148,784,353 - - 3,144,828,703 198,335,946,713

Decreases (462,508,074,364) (160,764,605,894) (29,177,990,572) (78,133,353,460) (20,439,796,677) (751,023,820,967)

In which:

Sold, disposed (7,673,728,458) (45,135,084,127) (16,656,185,449) (23,913,701,354) (1,700,449,836) (95,079,149,224)

Reclassify to investment properties (Note 16) (175,014,638,913) (68,240,168,645) - - - (243,254,807,558)

Other reductions (279,819,706,993) (47,389,353,122) (12,521,805,123) (54,219,652,106) (18,739,346,841) (412,689,864,185)

Ending balance 14,546,599,894,304 5,813,447,671,180 716,002,066,494 543,208,623,935 418,437,068,921 22,037,695,324,834

In which:

Fully depreciated 4,470,134,982 75,815,842,272 3,422,680,248 18,029,313,880 15,080,906,177 116,818,877,559

Accumulated depreciation:

Beginning balance 529,681,981,112 810,925,875,132 119,027,352,551 67,612,705,058 72,337,788,287 1,599,585,702,140

Additions 662,178,035,906 529,209,016,598 84,041,288,124 100,114,306,356 49,066,587,838 1,424,609,234,822

In which:

Depreciation for the year 397,405,057,909 363,193,085,221 54,363,382,832 32,484,118,306 47,726,234,178 895,171,878,446

Acquisition of subsidiary 217,929,931,558 95,725,252,815 29,677,905,292 67,630,188,050 108,011,140 411,071,288,855

Reclassify from investment properties (Note 16) 46,810,903,271 68,825,891,971 - - - 115,636,795,242

Other additions 32,143,168 1,464,786,591 - - 1,232,342,520 2,729,272,279

Decreases (41,218,069,460) (39,833,838,443) (4,056,384,465) (13,540,789,689) (2,196,615,822) (100,845,697,879)

In which:

Sold, disposed (3,925,679,821) (9,036,726,983) (2,544,697,166) (3,357,798,987) (543,402,907) (19,408,305,864)

Reclassify to investment properties (Note 16) (6,902,821,258) (13,197,155,544) - - - (20,099,976,802)

Other reductions (30,389,568,381) (17,599,955,916) (1,511,687,299) (10,182,990,702) (1,653,212,915) (61,337,415,213)

Ending balance 1,150,641,947,558 1,300,301,053,287 199,012,256,210 154,186,221,725 119,207,760,303 2,923,349,239,083

Net carrying amount:

Beginning balance 7,276,867,272,315 2,634,265,796,121 255,116,565,352 227,709,980,090 132,381,127,771 10,526,340,741,649

Ending balance 13,395,957,946,746 4,513,146,617,893 516,989,810,284 389,022,402,210 299,229,308,618 19,114,346,085,751

14. TANGIBLE FIXED ASSETSCurrency: VND

Details of tangible fixed assets used as collaterals for borrowings and corporate bonds of the Group are disclosed in Note 26.

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Indefinite land use rights Distribution right

Definite land use rights Land rental rights

E-commercewebsite (i) Copyrights Computer software Total

Cost

Beginning balance (Reclassified) 37,127,969,964 94,000,000,000 201,161,797,247 184,938,875,055 - 2,580,563,961 50,831,721,663 570,640,927,890

Additions - - 23,100,660,791 - 275,936,512,654 13,553,500,317 129,088,954,751 441,679,628,513

In which:

Newly purchased - - 4,918,159,829 - - 13,553,500,317 124,128,831,562 142,600,491,708

Newly constructed - - - - 275,936,512,654 - - 275,936,512,654

Acquisition of subsidiary - - 18,182,500,962 - - - 4,960,123,189 23,142,624,151

Decreases - - (31,547,071,966) (184,938,875,055) - - (6,541,214,659) (223,027,161,680)

In which:

Transfer to construction in progress and inventories - - (31,547,071,966) (184,938,875,055) - - (216,485,947,021)

Other reductions (6,541,214,659) (6,541,214,659)

Ending balance 37,127,969,964 94,000,000,000 192,715,386,072 - 275,936,512,654 16,134,064,278 173,379,461,755 789,293,394,723

In which:

Fully depreciated - - - - - 530,358,400 15,910,683,465 16,441,041,865

Accumulated amortization

Beginning balance (Reclassified) - 18,277,777,778 14,928,792,874 50,104,974,480 - 2,065,791,345 25,674,089,480 111,051,425,957

Additions - 31,333,333,333 16,318,365,949 - 5,299,744,420 1,052,239,853 27,096,498,593 81,100,182,148

In which:

Amortization for the year - 31,333,333,333 6,039,380,610 - 5,299,744,420 1,052,239,853 25,163,206,889 68,887,905,105

Acquisition of new subsidiaries - - 10,278,985,339 - - - 1,933,291,704 12,212,277,043

Decreases - - (764,039,410) (50,104,974,480) - - (1,050,496,412) (51,919,510,302)

In which:

Transfer to construction in progress and inventories - - (764,039,410) (50,104,974,480) - - - (50,869,013,890)

Other reductions - - - - - - (1,050,496,412) (1,050,496,412)

Ending balance - 49,611,111,111 30,483,119,413 - 5,299,744,420 3,118,031,198 51,720,091,661 140,232,097,803


Beginning balance 37,127,969,964 75,722,222,222 186,233,004,373 134,833,900,575 - 514,772,616 25,157,632,183 459,589,501,933

Ending balance 37,127,969,964 44,388,888,889 162,232,266,659 - 270,636,768,234 13,016,033,080 121,659,370,094 649,061,296,920

15. INTANGIBLE ASSETS

(i) This is the value of Adayroi.com, an e-commerce website of the e-commerce project developed by Vinecom LLC.

Details of intangible assets used as collaterals for borrowings and corporate bonds of the Group are disclosed in Note 26.

Currency: VND

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Land use rights Buildings and structures Machineries and equipment Total

Cost:

Beginning balance (Reclassified) 4,900,170,072,460 9,561,123,746,332 1,875,931,740,895 16,337,225,559,687

Additions 3,332,611,432,929 3,148,005,396,101 1,003,806,281,857 7,484,423,110,887

In which:

Newly constructed 2,468,696,107,481 2,707,798,798,859 934,729,313,414 6,111,224,219,754

Reclassify from tangible fixed assets (Note 14) 18,144,719,369 156,869,919,544 68,240,168,645 243,254,807,558

Increase due to acquisition of subsidiary 845,770,606,079 283,336,677,698 836,799,798 1,129,944,083,575

Decreases (658,939,414,165) (4,236,836,698,845) (733,377,993,307) (5,629,154,106,317)

In which:

Reclassify to inventories (502,635,280,742) (2,116,390,497,394) (225,804,363,615) (2,844,830,141,751)

Reclassify to tangible fixed assets (Note 14) (156,304,133,423) (2,120,446,201,451) (507,573,629,692) (2,784,323,964,566)

Ending balance 7,573,842,091,224 8,472,292,443,588 2,146,360,029,445 18,192,494,564,257

Accumulated depreciation:

Beginning balance (Reclassified) 128,186,307,039 438,015,791,263 371,882,236,859 938,084,335,161

Additions 87,435,729,368 323,843,501,321 219,168,155,437 630,447,386,126

In which:

Depreciation/amortisation for the year 39,788,099,616 313,237,530,574 205,905,638,306 558,931,268,496

Reclassify from tangible fixed assets (Note 14) 2,584,135,475 4,318,685,783 13,197,155,544 20,099,976,802

Increase due to acquisition of subsidiary 45,063,494,277 6,287,284,964 65,361,587 51,416,140,828

Decreases (11,032,219,955) (117,089,132,456) (75,580,048,152) (203,701,400,563)

In which:

Reclassify to inventories - (81,310,449,140) (6,754,156,181) (88,064,605,321)

Reclassify to tangible fixed assets (Note14) (11,032,219,955) (35,778,683,316) (68,825,891,971) (115,636,795,242)

Ending balance 204,589,816,452 644,770,160,128 515,470,344,144 1,364,830,320,724


Beginning balance 4,771,983,765,421 9,123,107,955,069 1,504,049,504,036 15,399,141,224,526

Ending balance 7,369,252,274,772 7,827,522,283,460 1,630,889,685,301 16,827,664,243,533

16. INVESTMENT PROPERTIES

Currency: VND

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Investment properties VND Billions

Residential apartments at Royal City project under long-term lease contract (*) 119

Villas in Vinhomes Riverside eco-urban area 2,448

As at 31 December 2015, the fair value of the Group’s investment properties is determined as follows:

(i) By an independent valuer in its draft reports:

(*) Land use right and assets on the land of residential apartments of Vinhomes Royal City project under a long-term lease contract are being used as collaterals for the loan of a corporate counterparty.

Details of remaining investment properties used as collaterals for borrowings and corporate bonds of the Group are presented in Note 26.

(i) Estimated by the Group:

17. CAPITALISED BORROWING COSTS

During the year, the Group capitalised borrowing costs amounting to VND1,481 billion (for period ended 31 December 2014: VND617 billion). These costs related to specific and general borrowings to finance the real estate projects of the Group.

The capitalised borrowing costs in relation to general borrowings are determined by applying a capitalisation rate of 10.69% per annum on the accumulated weighted average expenditure of the real estate projects. The capitalisation rate used is the weighted average of the borrowing costs applicable to the borrowings of the Group that are outstanding during the year.

18. CONSTRUCTION IN PROGRESS

Details of construction in progress of the Group are presented as below:


(reclassified)

Vinhomes Star project (*) 3,010,584,175,105 -

Vinhomes Paradise project (*) 1,987,225,173,391 -

Vinhomes Central Park project (*) 1,818,156,762,596 2,663,931,085,123

Vinhomes Riverside 2 project 1,135,894,144,276 40,801,352,790

Thao Dien project (*) 844,666,731,848 1,623,262,808,291

Vinhomes Springlake project (*) 817,972,759,456 -

Vinpearl Premium Golf Land project 668,363,446,429 62,659,288,859

Vincom Xuan Khanh Can Tho project 622,457,582,346 501,086,251,562

Vincom Trung Tu project (*) 586,183,027,208 -

Vinhomes Smart City project (*) 561,485,481,324 442,467,019,372

Vinmec Hospital project 509,750,176,708 65,900,291,896

Vincom Plaza Go Vap project 490,336,000,000 -

Vu Yen island eco-urban area project 410,632,423,817 -

Vinpearl Quy Nhon project (*) 400,452,118,618 377,985,958,115

Vinpearl Phu Quoc project 395,053,725,772 222,041,798,848

Vinhomes Riverside Hai Phong project 309,249,657,518 -

Golf Con Au, Can Tho project 264,421,179,531 -

Vincom Bac Ninh project (*) 261,266,168,755 -

Lang Van project 255,707,579,088 232,705,632,840

Times City project 244,612,364,031 784,581,629,027

Hon Mot project (*) 222,061,969,695 193,759,570,979

Vinpearl Condotel Nha Trang project 215,967,772,182 -

Agricultural projects 197,525,140,937 -

Vinhomes Riverside Hotel project 174,164,560,811 169,299,017,912

Vinpearlland amusement park project 152,192,079,793 -

Tay Ho View project 152,852,323,368 136,450,339,308

Vinpearl Premium Golf Land and Vinpearl Nha Trang Spa projects 137,233,168,277 -

Upgrading system of Vinmart supermarket projects 122,032,432,940 12,721,694,241

Investment properties VND Billions

Vincom Dong Khoi (office component) 4,971

Vincom Dong Khoi (retail component) 4,839

Vincom Mega Mall Royal City 4,754

Vincom Mega Mall Times City 2,612

Vincom Ba Trieu – Tower A & B (retail component) 2,172

Vinhomes Nguyen Chi Thanh (retail component) 1,711

Vincom Mega Mall Thao Dien 1,341

Vincom Ba Trieu – Tower C (retail component) 1,204

Vincom Thu Duc 495

Vincom Ngo Quyen, Da Nang 365

MaxiMark Cong Hoa 318

Vincom Ha Long 311

Vincom Long Bien 293

Vincom Le Thanh Tong, Hai Phong (retail component) 259

Vinhomes Riverside (school component) 251

Vincom Plaza Viet Tri 209

Vincom Plaza Long Xuyen, An Giang 194

Vincom Center Hung Vuong, Can Tho 173

Building 307-309 Vo Van Ngan 140

Vinhomes Royal City (school component) 140

Hoan My Hospital 136

MaxiMark 3/2 128

MaximMark Nha Trang 110

Vinpearl Shopping Mall at Hon Tre island, Vinh Nguyen ward, Khanh Hoa province 84

MaxiMark Phan Rang 41

MaxiMark Cam Ranh 24

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(reclassified)

Vincom Buon Me Thuot project 101,113,430,230 -

Vincom Plaza Bien Hoa project 100,694,000,000 -

Vinpearl Hoi An project 82,574,687,134 77,195,990,564

Vincom Ha Tinh project 79,461,006,322 -

Vincom Hung Vuong, Hue project 71,638,460,640 -

Vincom Ly Bon Thai Binh project 60,826,885,884 -

E-commerce project 25,899,738,346 96,888,466,776

Vinhomes Gardenia project (*) - 943,994,136,107

Future Property Invest project - 85,922,322,766

Vinpearl Ha Long project - 67,929,253,870

Vinhomes Nguyen Chi Thanh project (*) - 1,315,763,194,052

Vincom Plaza Long Xuyen An Giang project - 101,750,000,000

Vincom Thu Duc project - 602,433,027,000

Vinpearl Premium Nha Trang Bay project - 168,844,771,919

Other projects 624,585,030,478 419,113,367,514

TOTAL 18,115,293,364,854 11,409,488,269,731

(*) The construction in progress above include the project development right.

Long-term assets in progress used as collaterals for borrowings and corporate bonds of the Group are disclosed in Note 26.

19. LONG-TERM INVESTMENTS

Notes Ending balanceBeginning balance

(reclassified)

Investments in associates 19.1 6,715,538,162,046 1,030,494,731,370

Other long-term investments 19.2 2,882,019,433,681 1,815,581,443,945

Provision for diminution of long-term investments - (3,000,000,000)

TOTAL 9,597,557,595,727 2,843,076,175,31519

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arl U

rban

D

evel

opm

ent

Inve

stm

ent

Com

pany

Li

mit

edM

.Y.M

Fa

shio

n JS

C N

ha T

rang

Po

rt JS

C (ii

)

Can

Gio

To

uris

t Cit

y Co

rpor

atio

n (ii

i)To

tal

As

at 1

Ja

nuar

y 20

15

13,3

52,6

90,1

8894

3,02

2,01

9,91

920

,659

,825

,905

-47

,351

,350

,371

6,10

8,84

4,98

7-

--

1,03

0,49

4,73

1,37

0

Tran

sfer

from

su

bsid

iary

to

asso

ciat

e

--

-53

,040

,424

,665

--

11,2

32,1

07,8

06-

-64

,272

,532

,471

Inve

stm

ent

durin

g th

e ye

ar

6,30

0,00

0,00

0-

150,

000,

000,

000

--

513,

232,

500,

000

78,0

00,0

00,0

0088

,532

,600

,000

4,79

8,89

2,08

0,00

05,

634,

957,

180,

000

Shar

ed

profi

t/(lo

ss)

in th

e ye

ar

4,7

57,7

30,3

14

36,

650,

307,

406

646,

595,

225

373,

611,

330

53,5

09,3

162,

986,

615,

920

(7,6

32,0

93,8

55)

1,39

1,47

8,54

4 -

39,2

27,7

54,2

00

Dis

posa

l of

asso

ciat

e -

--

(53,

414,

035,

995)

--

--

-(5

3,41

4,03

5,99

5)

As a

t 31

Dec

embe

r 20

15

24,

410,

420,

502

979,

672,

327,

325

171,

306,

421,

130

-47

,404

,859

,687

522,

327,

960,

907

81,6

00,0

13,9

5189

,924

,078

,544

4,79

8,89

2,08

0,00

06,

715,

538,

162,

046

(i)

On

19 J

une

2015

, Gen

eral

mee

ting

of s

hare

hold

ers

of H

o Ta

y Re

al E

stat

e JS

C (“

Ho

Tay

JSC”

) ap

prov

ed t

he i

ncre

ase

in i

ts c

hart

er c

apita

l fr

om V

ND

75 b

illio

n to

VN

D20

0 bi

llion

. As

the

Gro

up r

efus

ed t

o su

bscr

ibe

for

the

new

sha

res,

the

Gro

up’s

equi

ty in

tere

st in

Ho

Tay

JSC

decr

ease

d fr

om 7

0% to

26.

25%

. As

a re

sult,

H

o Ta

y JS

C be

cam

e an

ass

ocia

te o

f the

Gro

up. O

n 30

Dec

embe

r 201

5, th

e G

roup

di

spos

ed it

s w

hole

equ

ity in

tere

st in

Ho

Tay

JSC

to a

cor

pora

te c

ount

erpa

rty

with

to

tal c

onsi

dera

tion

of V

ND

53 b

illio

n.

(ii)

On

24 J

uly

2015

, the

Gro

up a

cqui

red

34.6

4% e

quity

inte

rest

in N

ha T

rang

Por

t JS

C th

roug

h U

PCO

M s

tock

exc

hang

es w

ith a

tota

l con

side

ratio

n of

VN

D89

bill

ion.

O

n 31

Dec

embe

r 201

5, th

e G

roup

is in

the

proc

ess

of d

eter

min

ing

the

fair

valu

e

of n

et a

sset

s of

the

com

pany

at t

he d

ate

of a

cqui

sitio

n, a

nd a

pply

ing

prov

isio

nal

acco

untin

g m

etho

d to

det

erm

ine

good

will

aris

en fr

om th

is tr

ansa

ctio

n.

(ii

i) O

n 28

Dec

embe

r 20

15, t

he G

roup

acq

uire

d 10

0% e

quity

inte

rest

in D

ong

Phu

Hun

g - B

inh

Thua

n JS

C as

pre

sent

ed in

Not

e 4.

On

31 D

ecem

ber 2

015,

the

Gro

up

is in

the

pro

cess

of d

eter

min

ing

the

fair

valu

e of

iden

tifiab

le n

et a

sset

s of

Don

g Ph

u H

ung

- Bin

h Th

uan

JSC

at th

e ac

quis

ition

dat

e, w

hich

incl

udes

the

inve

stm

ent

in C

an G

io T

ouris

t City

Cor

pora

tion,

an

asso

ciat

e, w

ith a

boo

k va

lue

of V

ND

4,79

9 bi

llion

. The

inve

stm

ent i

n Ca

n G

io To

uris

t City

Cor

pora

tion

is cu

rren

tly p

rovi

sion

ally

ac

coun

ted

for i

n th

e 20

15 c

onso

lidat

ed fi

nanc

ial s

tate

men

ts.

Currency: VND

Currency: VND

Curr

ency

: VN

D

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

139

138

VAS consolidated financial statementsVAS consolidated financial statementsD

etai

ls o

f the

ass

ocia

te a

nd th

e G

roup

’s vo

ting

right

and

equ

ity in

tere

st in

eac

h en

tity

as a

t 31

Dec

embe

r 201

5 ar

e pr

esen

ted

as fo

llow

s:

19.2

Oth

er lo

ng-t

erm

inve

stm

ents

Det

ails

of o

ther

long

-ter

m in

vest

men

t of t

he G

roup

into

oth

er e

ntiti

es a

re p

rese

nted

as

follo

ws:

No.

Ass

ocia

teVo

ting

ri

ght (

%)

Equi

ty

inte

rest

(%)

Hea

d offi

cePr

inci

pal a

ctiv

itie

s

1Fo

reig

n Tr

ade

Conc

rete

JSC

(“Fo

reig

n Tr

ade

JSC”

)30

.00

30.0

022

3 N

guye

n Tr

ong

Truy

en, W

ard

10, P

hu N

huan

D

istric

t , H

o Ch

i Min

h Ci

tyM

anuf

actu

ring

and

trad

ing

conc

rete

2G

reen

City

Dev

elop

men

t JSC

(“G

reen

City

JSC”

)

49

.10

46.7

5N

o.72

Le

Than

h To

n, B

en N

ghe

War

d, D

istr

ict 1

, H

o Ch

i Min

h Ci

tyRe

al e

stat

e de

velo

pmen

t

3Th

ang

Long

Rea

l Est

ate

Trad

ing

Inve

stm

ent J

SC

(“Th

ang

Long

JSC”

) 35

.00

35.0

0N

o. 1

3, H

ai B

a Tr

ung,

Tra

ng T

ien

War

d, H

oan

Kiem

Dis

tric

t, H

anoi

Real

est

ate

deve

lopm

ent

4H

anoi

Bre

eds

JSC

(“H

anoi

Bre

eds

JSC”

) 37

.63

19.5

3N

o. 7

7 Le

Hon

g Ph

ong,

Ngu

yen

Trai

War

d, H

a D

ong

Dis

tric

t, H

anoi

Bree

ding

live

stoc

k

5Vi

en D

ong

Pear

l Urb

an D

evel

opm

ent I

nves

tmen

t Co

mpa

ny L

imite

d (“

Vien

Don

g Pe

arl L

LC”)

45.0

045

.00

No.

72

Le T

hanh

Ton,

Ben

Ngh

e W

ard,

Dis

tric

t 1,

Ho

Chi M

inh

City

Re

al e

stat

e de

velo

pmen

t

6N

ha T

rang

Por

t JSC

(“N

ha T

rang

Por

t JSC

”)34

.64

30.5

9N

o. 0

5 Tr

an P

hu, V

inh

Ngu

yen

War

d, N

ha T

rang

Ci

ty, K

hanh

Hoa

Se

apor

t ope

ratio

n

7M

.Y.M

. Fas

hion

JSC

(“M

.Y.M

. Fas

hion

JSC”

)39

.00

39.0

0N

o. 0

7, B

ang

Lang

1 S

tree

t, Vi

nhom

es R

iver

side

Ec

o-ur

ban

area

, Vie

t Hun

g W

ard,

Lon

g Bi

en

Dis

tric

t, H

anoi

Man

ufac

turin

g cl

othe

s, fa

bric

s w

hole

sale

r, re

adym

ade

garm

ent

and

shoe

s

8Ca

n G

io To

uris

t City

Cor

pora

tion

(“Ca

n G

io To

uris

t JSC

”)34

.90

34.3

6N

o. 7

2 Le

Tha

nh To

n, B

en N

ghe

War

d, D

istr

ict 1

, H

o Ch

i Min

h Ci

ty

Real

est

ate

deve

lopm

ent

Endi

ng b

alan

ceBe

ginn

ing

bala

nce

Num

ber o

f sha

res

Valu

e (V

ND

)N

umbe

r of s

hare

sVa

lue

(VN

D)

Fore

ign

Trad

e JS

C

1,

800,

000

24,

410,

420,

502

900,

000

13,3

52,6

90,1

88

Gre

en C

ity JS

C73

,650

,000

9

79,6

72,3

27,3

25

73,6

50,0

0094

3,02

2,01

9,91

9

Than

g Lo

ng JS

C1,

750,

000

1

71,3

06,4

21,1

30

1,75

0,00

020

,659

,825

,905

Nha

Tra

ng P

ort J

SC8,

500,

000

89,9

24,0

78,5

44-

-

Han

oi B

reed

s JS

C67

6,80

047

,404

,859

,687

676,

800

47,3

51,3

50,3

71

Vien

Don

g Pe

arl L

LC (*

)(*

)52

2,32

7,96

0,90

7(*

)6,

108,

844,

987

M.Y

.M F

ashi

on JS

C (*

*)11

,700

,000

81,6

00,0

13,9

51(*

*)(*

*)

Can

Gio

Tour

ist J

SC 6

9,79

8,65

1 4,

798,

892,

080,

000

--

TOTA

L6,

715,

538,

162,

046

1,03

0,49

4,73

1,37

0

(*)

Thes

e ar

e lim

ited

liabi

lity

com

pani

es.

(**)

At 3

1 D

ecem

ber 2

014,

this

is a

sub

sidi

ary

of th

e G

roup

.

Endi

ng b

alan

ceBe

ginn

ing

bala

nce(

Recl

assi

fied)

N

umbe

r of

sha

res

Vo

ting

ri

ght (

%)

Eq

uity

in

tere

st (%

)

Valu

e (V

ND

)

Num

ber o

f sh

ares

Vo

ting

ri

ght (

%)

Eq

uity

in

tere

st (%

)

Valu

e (V

ND

)

Ecol

ogy

Dev

elop

ing

Inve

stm

ent

JSC

(i)54

,741

,497

18

.25

18.2

556

4,72

8,91

8,33

680

,470

,000

18.2

518

.25

1,09

3,49

6,44

3,94

5

Than

h N

ien

Med

ia JS

C40

0,00

0 3.

873.

8712

,400

,000

,000

40

0,00

03.

873.

8712

,400

,000

,000

8/3

Inve

stm

ent J

SC-

--

-30

0,00

010

.00

10.0

03,

000,

000,

000

Thua

n Ph

ong

Ener

gy

Dev

elop

men

t JSC

300,

000

3.00

3.00

3,00

0,00

0,00

0 30

0,00

03.

003.

003,

000,

000,

000

The

Viet

nam

Nat

iona

l Tex

tile

and

Gar

men

t Gro

up50

,000

,000

10

.00

10.0

055

2,39

5,00

0,00

0 50

,000

,000

10.0

010

.00

551,

685,

000,

000

Oce

an T

hang

Lon

g JS

C-

--

-15

,200

,000

13.1

013

.10

152,

000,

000,

000

Hoc

him

inh

City

Ser

vice

Tra

ding

JS

C (ii

)56

,985

,344

19.0

019

.00

1,74

9,49

5,51

5,34

5-

--

-

TOTA

L2,

882,

019,

433,

681

1,81

5,58

1,44

3,94

5

(i)

In 2

015,

Eco

logy

Dev

elop

ing

Inve

stm

ent J

SC (“

Ecol

ogy

JSC”

) was

dem

erge

d in

to t

hree

com

pani

es o

f Eco

logy

Dev

elop

ing

Inve

stm

ent

JSC

(the

sur

vivi

ng

entit

y), H

ong

Thai

Dev

elop

ing

Trad

ing

Inve

stm

ent L

LC (“

Hon

g Th

ai L

LC”)

and

N

am T

hai D

evel

opin

g Tr

adin

g In

vest

men

t LL

C (“

Nam

Tha

i LLC

”). T

he G

roup

th

en c

ontr

ibut

ed a

dditi

onal

cap

ital t

o Ec

olog

y JS

C w

ith a

mou

nt o

f VN

D48

8 bi

llion

and

tran

sfer

red

all e

quity

inte

rest

in H

ong

Thai

LLC

and

Nam

Tha

i LLC

to in

divi

dual

cou

nter

part

ies.

(ii)

On

5 O

ctob

er 2

015,

the

Gro

up a

cqui

red

56,9

85,3

44 sh

ares

, equ

ival

ent t

o 19

%

of c

hart

er c

apita

l in

Than

h Ph

o H

o Ch

i Min

h In

vest

men

t Ser

vice

Tra

ding

JSC

fr

om in

divi

dual

cou

nter

part

ies.

Not

eEn

ding

bal

ance

Begi

nnin

g ba

lanc

e (R

ecla

ssifi

ed)

Long

-ter

m d

epos

its (*

)1,

522,

570,

241,

813

1,66

4,15

7,05

0,27

1

In w

hich

: cur

rent

por

tion

of lo

ng-t

erm

dep

osits

6.2

(1,5

22,5

70,2

41,8

13)

(497

,621

,378

,611

)

TOTA

L-

1,16

6,53

5,67

1,66

0

(*)

Curr

ent

port

ion

of lo

ng-t

erm

dep

osits

as

at 3

1 D

ecem

ber

2015

rep

rese

nts

bank

dep

osits

with

term

s fro

m 1

9 m

onth

s to

25 m

onth

s and

ear

n in

tere

st ra

ngin

g fr

om 7

.5%

to

7.8%

per

ann

um. T

he h

isto

rical

cos

ts o

f the

se d

epos

its e

qual

s to

th

eir b

ook

valu

e.

Curr

ency

: VN

D

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

141

140


20. GOODWILL

21. ADVANCE FROM CUSTOMERS

Goodwill on acquisition of subsidiaries

Cost Accumulated amortisation Net carrying amount

Beginning balance (reclassified) Additions Disposed Ending balance

Beginning balance(reclassified) Amortisation Disposed Ending balance

Beginning balance (reclassified) Ending balance

Hanoi South JSC 2,246,022,053,760 - - 2,246,022,053,760 677,817,874,772 224,602,205,376 - 902,420,080,148 1,568,204,178,988 1,343,601,973,612

PFV JSC (1) 567,441,137,177 - - 567,441,137,177 183,201,261,541 56,744,113,718 - 239,945,375,259 384,239,875,636 327,495,761,918

Sai Dong JSC 2,251,823,291,311 - - 2,251,823,291,311 357,403,239,420 225,182,329,131 - 582,585,568,551 1,894,420,051,891 1,669,237,722,760

Royal City JSC 1,262,707,762,179 - - 1,262,707,762,179 412,288,964,308 126,270,776,218 - 538,559,740,526 850,418,797,871 724,148,021,653

Vinpearl Da Nang LLC (2) 221,392,584,812 - (12,001,862,555) 209,390,722,257 88,491,186,148 21,356,960,498 (5,208,189,785) 104,639,956,861 132,901,398,664 104,750,765,396

Tan Lien Phat JSC 498,584,453,672 - - 498,584,453,672 4,154,870,447 49,858,445,367 - 54,013,315,814 494,429,583,225 444,571,137,858

Vincommerce JSC (2) 553,898,715,800 - (132,190,896,880) 421,707,818,920 13,050,764,263 54,440,694,748 (6,454,590,537) 61,036,868,474 540,847,951,537 360,670,950,446

Khanh Gia LLC (3) 219,657,806,517 82,216,262,278 (83,392,604,500) 218,481,464,295 1,143,424,198 21,764,408,313 (230,036,330) 22,677,796,181 218,514,382,319 195,803,668,114

Vinlinks JSC (4) - 212,916,929,493 - 212,916,929,493 - 14,676,805,602 - 14,676,805,602 - 198,240,123,891

An Phong JSC (4) - 437,342,855,521 - 437,342,855,521 - 5,783,311,684 - 5,783,311,684 - 431,559,543,837

Vinaconex – Viettel JSC (4) - 2,220,737,168,894 - 2,220,737,168,894 - 555,184,292 - 555,184,292 - 2,220,181,984,602

Dong Phu Hung – Binh Thuan JSC (4) - 452,448,609,116 - 452,448,609,116 - 377,040,508 - 377,040,508 - 452,071,568,608

Others 63,532,698,829 116,582,929,237 (172,775,220) 179,942,852,846 8,773,464,503 14,751,899,940 (1,427,894) 23,523,936,549 54,759,234,326 156,418,916,297

TOTAL 7,885,060,504,057 3,522,244,754,539 (227,758,139,155) 11,179,547,119,441 1,746,325,049,600 816,364,175,395 (11,894,244,546) 2,550,794,980,449 6,138,735,454,457 8,628,752,138,992

Currency: VND

(1) In 2013, PFV Investment and Trading Joint Stock Company (“PFV JSC”), a subsidiary, was merged into the Company.

(2) In 2015, the Group’ s equity interest in these subsidiaries decreased through restructuring transactions, resulting adjustments in the goodwill accordingly.

(3) In 2015, Khanh Gia LLC was merged into Vincom Thu Duc LLC. This company was then merged into South Vincom Retail LLC (previously known as Vincom Center B HCMC LLC).

(4) These goodwill are arisen from business combination transactions during the year as presented in Note 4. As at 31 December 2015, the Group applied provisional accounting method to recognise these goodwill.


(reclassified)

Downpayment from customers under real estate sale and purchase agreement

19,365,321,728,392 3,299,807,295,075

Advance from customers under other contracts 855,774,737,625 3,281,471,567,064

Purchase of resettlement apartments - 7,908,840,016

Long-term lease of apartments (i) 191,433,541,758 3,110,184,032,352

Hospitality services 168,147,343,315 113,443,693,274

Medical services 32,924,875,970 17,150,880,830

General construction contracts 417,955,827,622 12,000,000,000

Education services and others 45,313,148,960 20,784,120,592

TOTAL 20,221,096,466,017 6,581,278,862,139

In which:

Advance from customers 20,221,096,466,017 6,575,973,160,023

Advance from related parties (Note 37) - 5,305,702,116

Currency: VND

(i) This represents an advance under the long-term apartment lease contract signed between Royal City JSC and a corporate customer on 1 August 2013 with term of 50 years since the

contract date. In case of finding customers who have demand of purchasing apartments, this contract will be amended or terminated.

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

143

142


22. STATUTORY OBLIGATIONS

23. SHORT-TERM ACCRUED EXPENSES

24. UNEARNED REVENUE

Beginning balancePayables for

the yearPayment made

in the year Ending balance

Payables

Value added tax 128,974,462,211 2,425,085,574,674 (1,910,883,738,142) 643,176,298,743

Corporate income tax (Note 36) 503,959,105,076 1,578,521,354,312 (1,421,314,104,431) 661,166,354,957

Personal income tax 25,209,166,721 305,891,355,779 (278,024,237,438) 53,076,285,062

Land use fee and land rental fee payable

371,099,590,034 1,899,169,627,264 (2,099,659,452,048) 170,609,765,250

Foreign contractor tax arising from acquring of shares transactions

- 112,752,577,813 - 112,752,577,813

Others 7,862,005,712 212,089,133,933 (182,331,193,101) 37,619,946,544

TOTAL 1,037,104,329,754 6,533,509,623,775 (5,892,212,725,160) 1,678,401,228,369

Beginning balanceReceivables for the year

Collected in the year Ending balance

Receivables

Value added tax 549,937,309,384 193,717,192,768 (83,626,959,038) 660,027,543,114

Overpayment of corporate income tax

23,626,601,879 (5,196,237,134) - 18,430,364,745

Others 19,522,343,674 (14,901,823,340) - 4,620,520,334

TOTAL 593,086,254,937 173,619,132,294 (83,626,959,038) 683,078,428,193

Currency: VND

Currency: VND

Currency: VND

Currency: VND


(reclassified)

Construction costs 3,833,550,276,538 1,254,563,464,393

Accrued costs for properties transferred 1,481,238,686,362 709,720,429,437

Interests 830,480,551,017 1,412,328,936,912

Commission fee 170,787,321,201 8,989,887,304

Severance allowance 15,976,951,769 9,361,134,676

Other accrued expenses 588,861,352,093 101,582,477,169

TOTAL 6,920,895,138,980 3,496,546,329,891

Of which:

Short-term accrued expenses due to related parties (Note 37) 6,476,650,924 301,388,889

Other short-term accrued expenses 6,914,418,488,056 3,496,244,941,002


(reclassified)

Short-term

Apartments/villas management services 194,671,051,737 36,276,517,999

Education services 365,247,876,157 303,886,910,031

Lease of villa management services 148,083,223,337 -

Office leasing 97,876,548,628 115,135,246,409

Others 250,859,319,417 47,015,166,277

TOTAL 1,056,738,019,276 502,313,840,716

Long-term

Apartments/villas management services 1,198,094,154,929 1,074,639,325,548

Education services 90,716,093,933 296,574,236,223

Lease of villa management services 1,319,975,110,242 -

Office leasing 7,668,595,322 58,815,202,020

Others 66,957,578,042 41,467,822,449

TOTAL 2,683,411,532,468 1,471,496,586,240

25. OTHER PAYABLES

25.1 Other short-term payables


(reclassified)

Payment from customers under deposit, loan and other agreements (i) 24,902,889,733,089 7,847,174,664,786

Other short-term payables 3,651,256,298,590 1,984,454,635,106

Deposits by tenants to be refunded within the next 12 months (Note 25.2) 198,735,029,285 126,677,298,798

Deposits by counterparties for purchase of the Group’s investments 1,142,312,091,675 494,312,091,675

Payables for acquisition of shares (ii) 1,082,421,151,363 -

Payables for collection on behalf 226,536,581,710 150,466,699,390

Dividends payable 66,146,583,977 38,062,015,345

Social insurance payable 12,765,259,655 6,572,609,862

Payable to customers due to cancellation of contracts 189,536,276,226 104,206,086,965

Apartment maintenance fund held on behalf of customers 460,188,180,130 604,895,150,936

Payables to customers due to early termination of lease contracts 23,010,241,318 271,317,937,777

Others 249,604,903,251 187,944,744,358

TOTAL 28,554,146,031,679 9,831,629,299,892

In which:

Other short-term payables 28,517,060,118,470 9,830,007,590,431

Other short-term payables to related parties (Note 37) 37,085,913,209 1,621,709,461

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

145

144


25.2 Other long-term liabilities

Currency: VND


(reclassified)

Long-term

Deposits from tenants 585,877,406,008 415,027,848,581

In which: Deposits from tenants to be refunded within the next 12 months (Note 25.1)

(198,735,029,285) (126,677,298,798)

387,142,376,723 288,350,549,783

Payment under the office lease contract at Vincom Center Dong Khoi (i) 3,988,274,000,000 4,612,274,000,000

Other long-term liabilities 30,788,236,251 41,562,659,358

TOTAL 4,406,204,612,974 4,942,187,209,141

(i) This is the advance from a customer under the Vincom Center Dong Khoi Office Lease Contract signed between

Times Trading LLC and a corporate customer with lease term to 2058.

(i) Including:

Deposit and loan contracts with total amount of VND16,567 billion from customers for the purpose of signing apartment/villas sale and purchase contracts in real estate projects of the Group;

Deposits with total amount of VND8,130 billion from corporate counterparties under Deposit Agreements for the purpose of signing Business Cooperation Contract in relation to the development of Vinhomes Central Park project. Following terms of Deposit Agreements, the Group has used a number of apartments being developed in Vinhomes Central Park project as collaterals for these deposits.

(ii) Including:

Payables to a third party with total amount of VND670 billion to purchase shares of An Phong JSC, after offsetting receivables from this counterparty;

Payables to a corporate counterparty with total amount of VND413 billion to acquire equity interest in Metropolis Hanoi LLC.

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(i) These loans are guaranteed by the Company to pay irrevocable letter of credit of VinEco LLC and VinEco Tam Dao LLC.

(ii) This loan is secured by term deposit contract under asset collateral contract owned by An Phong JSC.

26.1.2 Other short-term loans

Including unsecured loans from an individual counterparty

and a related party (Note 37) bearing interest rates of 15% and 7% per annum respectively.

26.2 Long-term loans

26.2.1 Long-term loans from banks

Notes

Beginning balance Movement during the year Ending balance

Balance (reclassified) Payable amount Increase Decrease Balance Payable amount

Long-term loans from bank 26.2.1 8,068,650,703,392 8,068,650,703,392 6,417,772,995,895 4,090,186,743,855 10,396,236,955,432 10,396,236,955,432

Convertible loan 26.2.1 413,789,273,050 413,789,273,050 25,489,669,349 - 439,278,942,399 439,278,942,399

International syndicated loan 26.2.1 2,408,630,311,357 2,408,630,311,357 141,197,472,852 2,549,827,784,209 - -

Corporate bonds 26.2.2 17,209,995,159,443 17,209,995,159,443 9,778,699,214,831 4,701,525,747,118 22,287,168,627,156 22,287,168,627,156

TOTAL 28,101,065,447,242 28,101,065,447,242 16,363,159,352,927 11,341,540,275,182 33,122,684,524,987 33,122,684,524,987

Currency: VND

Lender

Ending balance

Maturity date Interest rate CollateralUSD VND equivalentBank for Investment and Development of Vietnam – Quang Trung Branch

535,448,500,948 From 18 January 2019 to 31 December 2024

12-month VND saving rate + 1% to 4.5% per annum

(i)

In which: current portion (147,363,803,719)

Bank for Investment and Development of Vietnam – Khanh Hoa Branch

298,931 86,822,061,438 12 March 2017 Fixed rate 6.5% and 12-month VND saving rate

+ 4% per annum

(ii)

In which: current portion (200,400) (64,196,199,349)

Vietnam Joint Stock Commercial Bank for Industry and Trade

4,825,888,573,496 From 6 January 2016 to 29 July 2024

Equivalent VND saving rate + 3.5% to 6% per annum

(iii)


Joint Stock Commercial Bank for Foreign Trade of Vietnam

4,158,076,407,775 From 7 May 2020 to 30 May 2029

Fixed rate 7% and equivalent VND saving rate

+ 3% to 3.6% per annum

(iv)


Saigon Thuong Tin Joint Stock Commercial Bank

1,394,471,330,500 23 May 2019 Fixed rate 11.5% in the first 12 months.

From 13th month onwards: equivalent VND saving rate

+ 4% per annum

(v)

Foreign convertible loan 20,000,000 439,278,942,465 24 October 2019 Fixed rate 8.75% (vi)

TOTAL 20,098,531 10,835,515,897,831

(i) Bank for Investment and Development of Vietnam – Quang Trung Branch

The first loan is secured by the land use right and the assets on the land, real estates, medical equipments of Vinmec International General Hospital at 458 Minh Khai street, Vinh Tuy ward, Hai Ba Trung district, Hanoi.

The second loan is secured by the land use right and the assets on the land, real estates, rights and other benefits relating to Vinmec International General Hospital Nha Trang project and financial guarantee from a subsidiary.

(ii) Bank for Investment and Development of Vietnam – Khanh Hoa Branch

This loan is secured by 19,502,210 shares owned by the Company in Vinpearl JSC and 10,103,098 shares owned by Vinpearl Hoi An LLC (Note 29.5).

(iii) Vietnam Joint Stock Commercial Bank for Industry and Trade

The first loan is secured by all asset rights, benefits, compensation and other payments in relation to Vinhomes Central Park project at present and in the future, excluding those collateral assets presented in Note 26.2.1 - (iv).

The second loan is secured by all properties of Vinhomes Riverside project developed and owned by Sai Dong JSC, a subsidiary, a real estate developer including all renovation and other assets already constructed, or to be formed in future, excluding the villa, shopping mall areas, school and

other components belong to the project; land use right for the 145 ha of land at Vinhomes Riverside project but do not include E3, E6, G1, G2 and a part of G3; all assets formed by the project expenditure; all asset rights, benefits, compensation and other payments in relation to Vinhomes Riverside project at present and in the future; 25,281,780 shares of Vingroup JSC owned by a subsidiary (Note 29.5); land use right and assets on the land at No.7 Tran Phu street, Nha Trang city, Khanh Hoa province; all rights arising from the transfer agreement of land use rights with attached infrastructure between Sai Dong JSC and a number of secondary investors.

The third loan is secured by land use rights and assets on land at No. 4A Hoang Viet street, Ward 04, Tan Binh district, Ho Chi Minh city; and assets rights arising from a business cooperation contract signed between An Phong JSC and Dong Hai One Member LLC. The fourth loan is secured by land use rights and assets attached to it, as well as all machineries, equipments under MaxiMark Phan Rang shopping mall project of An Phong JSC.

(iv) Joint Stock Commercial Bank for Foreign Trade of Vietnam

The first loan is secured by the land use rights and assets on the land of Tan Cang Sai Gon Complex project (“Vinhomes Central Park project”); Buildings constructed on the land area of Vinhomes Central Park project, including B5.1-3; B5.2 areas and other assets constructed on these areas, exluding the apartment component belong to B5.1-1, B5.1-2, B5.1-3, B5.1-5, B5.1-6, B5.3 and other assets which are constructed permanently on these areas; All other rights, benefits,

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

149

148


reimbursements and other payments received or will be received in exchange or replacement for any rights and assets mentioned above.

The second loan is secured by the rights, ownership and benefits of an owner in relation to its charter capital contribution in Vinpearl Phu Quoc LLC; Any dividends declared by Vinpearl Phu Quoc LLC but not yet paid to an owner; The construction works of Project Stage 1 of the Vinpearl Phu Quoc project excluding the villa component; Mortage assets under loan contract No. 01/2010/HDTC/VCB-VPLDN (“Primary contract”) dated 6 September 2010 and appendix PL01-01/2014/HDTC/VCB.HGM-VPLDN after being released from all liabilities associated to the Primary contract; Mortgage contracts relating to Project Vinpearl Phu Quoc Stage 1 along with the entire accounts receivable and contract rights arising from the mortgage contracts; The entire rental and other fees that customers or users of services in the components of Phase 1 of the Project have to pay; Insurance contracts and proceeds from insurance contracts; The entire bank accounts and their balances; All approvals issued now or in the future for the benefit of Vinpearl Phu Quoc LLC; Machineries and equipment owned by Vinpearl Phu Quoc LLC; Intellectual property rights and all other intangible assets of Vinpearl Phu Quoc LLC not belong to intellectual property rights.

The third loan is secured by machineries and equipments associated with Vinpearl Ha Long Luxury Resort project; Rights to receive the insurance benefits according to insurance contracts related to Vinpearl Ha Long Luxury Resort; and financial guarantee from the Company.

The fourth loan is secured by machineries used in business operations of MaxiMark District 2 and all assets associated with Homyland 2 project of An Phong JSC.

(v) Saigon Thuong Tin Joint Stock Commercial Bank

Collateral for this loan includes property rights arising from the sales and purchase contracts of 111 villas in Vinhomes Riverside Eco-urban Area owned by Vinhomes 1 LLC and conveyance documents of these sale and purchase contracts.

(vi) Convertible loan from WP Investments III B.V. (“Warburg Pincus”) and Credit Suisse AG, Singapore Branch (“Credit Suisse”)

These are loans from Credit Suisse and Warburg Pincus under Convertible Loans Agreement between Vincom Retail JSC, a subsidiary and two counterparties in 2013 and 2014 with the amount of USD15 million and USD5 million respectively, equivalent to VND376,600,000,000 and VND112,250,000,000, respectively (not excluding borrowing costs incurred). These convertible loans bear an interest rate of 8.75% per annum and can be fully or partially converted into preference shares of Vincom Retail JSC three months after the earlier of (i) the completion date of issuing preference shares of Vincom Retail JSC to Credit Suisse and Warburg Pincus; and (ii) 31 March 2014. As at 31 December 2015, this loan has not been converted into preference shares of Vincom Retail JSC.

Lender Ending balance Term and maturity Interest rate Collaterals

Vietnam Joint Stock Commercial Bank for Industry and Trade

3,484,743,905,651 From 3 years to 4.5 years

12-month interest paid-in-arrears VND saving rates (+) 3% to 6% per

annum

(i)

Bank for Investment and Development of Vietnam

981,666,450,740 From 3 years to 5 years

12-month interest paid-in-arrears VND saving rates (+) 5.5% per annum

(ii)

Vietnam Technological and Commercial Joint Stock Bank

11,694,039,772,462 From 2 years to 5 years

12-month interest paid-in-arrears VND saving rates (+) 4% to 5% per

annum

(iii)

Bank for Foreign Trade of Vietnam

1,787,037,548,000 5 years 6-month interest paid-in-arrears VND saving rates (+) 4% per annum

(iv)

TOTAL 17,947,487,676,853

Currency: VND

(i) Vietnam Joint Stock Commercial Bank for Industry and Trade

The first bond is secured by assets owned by subsidiaries, including (*) 2 schools in T35, T36 at the Vinhomes Times City Project; (**) Land lot No. 01 under the map No. 171/2014/TD.BD with an area of 4,302m2, land lot No. 01 under the map No. 172/2014/TD.BD with an area of 6,949m2, land lot No. 01 under the map No. 173/2014/TD.BD with an area of 2,138m2 at An Vien project, Vinh Nguyen ward, Nha Trang city, all assets, rights and benefits formed and to be formed on and related to these lands; (***) Land lot with an area of 151,362m2 at Area 7, Hon Tre island, Vinh Nguyen ward, Nha Trang city, all assets, rights, benefits formed and to be formed on and related to these lands including construction work for 6-star Luxury hotel, Spa Luxury complex and other supporting components; and other rights, benefits related to the land and its associated assets.

The second bond is secured by assets on the land which are part of the shopping mall (including parking areas) at Tower A, B, and C of Vincom Ba Trieu project, owned by North Vincom Retail LLC, a subsidiary.

(ii) Bank for Investment and Development of Vietnam

This bond is secured by: the asset on the land of Vincom Mega Mall Royal City including parking areas; Vincom Mega Mall Royal City’s revenue account and all incomes and benefits arising from employing the assets on the land.

(iii) Vietnam Technological and Commercial Joint Stock Bank

The first bond is secured by the trading center, service and underground parking of Vincom Dong Khoi Tower, 11,322,000 shares of the Company owned by Vinpearl JSC, a subsidiary (Note 29.5);

The second bond is secured by real estates, estates and rights

arising from: (*) land lot No. 00 at CC-1 and CC-2 (KT-A Area) at the An Vien project, Vinh Nguyen - Vinh Truong ward, Nha Trang city, Khanh Hoa province with total area of 3,997m2; (**) land lot No.01, under the map No. 673/2011/TD.BD, land lot No. 01 (Area C, D, E, F, G), under the map No 1702/2015SDD, land lot No. 01 (Area B), under the map No 1703/2015SDD at Hon Tre Island, Vinh Nguyen ward, Nha Trang city, Khanh Hoa province with total area of 1,603,910m2; (***) all associated assets on land of VAP Project and 5-star hotel Project (including mortgaged land), which are not exclusively reserved for Vinpearl Luxury Nha Trang and Villas area at Hon Tre island, Nha Trang city, Khanh Hoa province; and (****) all asset rights (excluding asset rights related to Vinpearl Luxury Nha Trang Project and Villas area), and all other rights, benefit, reimbursement right on other payments granted to these subsidiaries;

The third bond is secured by guarantee obligation of a subsidiary.

(iv) Joint Stock Commercial Bank for Foreign Trade of Vietnam

This bond is secured by land use rights of Vinpearl Nha Trang Bay Resport & Villas and Vinpearl Premium Land (except for the villas areas of these projects), all machineries, equipment of Vinpearl Nha Trang Bay Resort & Villas, as well as financial guarantee of the Company.

(b) International bonds

International bonds with face value of USD200 million were issued in November 2013 for a maturity term of 4.5 years. These bonds are unsecured, bearing fixed interest rate of 11.625% per annum and the interest is paid twice a year.

The Group issued these bonds to meet the needs of working capital and providing capital for real estate projects and other projects of the Group.

Warranty provision

Based on the past experience of the level of repairment for

apartments and villas sold, the Group recognised a warranty provision for expenses which may occur in relation to apartments and villas sold during the year.

27. SHORT-TERM PROVISION


(reclassified)

Warranty provision 120,697,938,748 99,627,506,502

TOTAL 120,697,938,748 99,627,506,502

Currency: VND

26.2.2 Corporate bonds

(a) Domestic corporate bonds

CO

NSO

LIDA

TED

FINA

NC

IAL ST

AT

EMEN

TS

151

150


During the year, the bondholders converted bonds amounting to USD59,900,000 into 37,269,063 ordinary shares at VND39,000/share for the period from 1 January to 25 April 2015 and at VND31,000/share from thereon. Consequently, issued share capital of the Company increased by VND372,690,630,000 and share premium of the Company increased by VND710,507,720,930.

As at 31 December 2015, the remaining balance of unconverted bonds was USD106,300,000. From 22 January to

25 February 2016, the bondholders have converted all of these remaining bonds balance into ordinary shares of the Company. Accordingly, USD106,300,000 are converted into 71,666,764 ordinary shares at the conversion price of VND31,000/share. Consequently, share capital of the Company increased by VND716,667,640,000 (equivalent to 71,666,764 ordinary shares at par value of VND10,000/share).

Currency: VND

Current year Previous year (Reclassified)

Initial recognition of convertible bond after deducting issuance costs

5,939,186,943,335 5,939,186,943,335

Equity component - -

Liability component at initial recognition 5,939,186,943,335 5,939,186,943,335

Add: Accumulated amortisation of bond issuance costs

Beginning balance 162,522,147,579 87,116,756,481

Amortisation in the year 132,515,669,668 75,405,391,098

Ending balance 295,037,817,247 162,522,147,579

Minus: Accumulated conversion at the end of the year (4,048,330,000,000) (2,859,120,000,000)

Add: Unrealised foreign exchange loss arising from revaluation of ending balance

182,189,341,667 89,583,200,000

Add: Realised foreign exchange loss during the year 14,317,658,333 10,111,800,000

Liability component at the end of the year 2,382,401,760,582 3,342,284,090,914

28. CONVERTIBLE BOND

Convertible bonds amounting to USD300 million were issued in April and July 2012 with a term of 5 years. This type of bond is unsecured, bearing fixed interest rate of 5% per annum.

Management has assessed that there is no equity component in these convertible bonds (since there is no known fixed number of shares to be converted on issue date) and as a result, has recognised the entire convertible bonds as financial liabilities.

Following the terms of these convertible bonds, the bondholders have the right to convert the bonds into ordinary shares of the Company at the price which is subject to annual adjustment on 3 October, starting on 3 October 2012 until 3 October 2016. The balance of these bonds as at 31 December 2015 is USD106,300,000.

Currency: USD

VINCOM MEGA MALL ROYAL CITYHanoi

Movement during the year

Beginning balance New issuance Converted to shares Due but not yet converted Ending balance

Value 163,200,000 - (56,900,000) - 106,300,000

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Currency: VND

29. OWNERS’ EQUITY

29.1 Increase and decrease in owners’ equity

Issued share capital Share premium Treasury sharesOther funds belonging

to owners’ equity Undistributed earnings Non-Controlling

Interests (reclassified) Total

Previous year (Reclassified)

Beginning balance 9,296,036,790,000 1,781,641,494,624 (4,351,625,014,572) 17,845,114,930 7,727,938,813,282 4,314,823,590,896 18,786,660,789,160

Net profit for the year - - - - 3,158,582,676,074 617,463,065,409 3,776,045,741,483

Increase from convertible bonds 722,201,960,000 2,095,118,040,000 - - - - 2,817,320,000,000

Other funds - - - 5,000,000,000 (5,000,000,000) - -

Capital contribution from non-controlling interests - - - - - 2,948,518,325,753 2,948,518,325,753

Re-issuance of treasury shares - 29,926,107,875 1,376,700,940,088 - - 1,110,846,866 1,407,737,894,829

Investment in new subsidiaries - - - - - 1,771,122,364,556 1,771,122,364,556

Piecemeal acquisition of equity interest in existing subsidiaries - - - - - (1,683,527,470,290) (1,683,527,470,290)

Partial disposal of existing subsidiaries - 675,848,507,568 - - - (453,311,293,506) 222,537,214,062

Disposal of subsidiaries - - - - - (3,223,906,441) (3,223,906,441)

Stock dividends 4,527,312,230,000 - - - (4,527,312,230,000) - -

Dividend declared to non-controlling interests - - - - - (735,179,143,566) (735,179,143,566)

Cash dividends - - - - (1,844,966,743,620) - (1,844,966,743,620)

Dividends advanced to non-controlling interests in 2013 - - - - (288,851,000,000) 288,851,000,000 -

Other decreases - - - - (356,390,149) - (356,390,149)

Ending balance 14,545,550,980,000 4,582,534,150,067 (2,974,924,074,484) 22,845,114,930 4,220,035,125,587 7,066,647,379,677 27,462,688,675,777

Current year

Beginning balance 14,545,550,980,000 4,582,534,150,067 (2,974,924,074,484) 22,845,114,930 4,220,035,125,587 7,066,647,379,677 27,462,688,675,777

Net profit for the year - - - - 1,215,774,826,080 285,700,617,371 1,501,475,443,451

Increase from convertible bonds (Note 28) 372,690,630,000 710,507,720,930 - - - - 1,083,198,350,930

Other funds - - - 5,000,000,000 (5,000,000,000) - -

Stock dividends (ii) 3,763,639,260,000 - - - (3,763,639,260,000) - -

Capital contribution from non-controlling interests - - - - - 7,544,319,623,168 7,544,319,623,168

Investment in new subsidiaries - - - - - 635,327,457,691 635,327,457,691

Piecemeal acquisition of equity interest in existing subsidiaries - - - - (172,893,467,524) 47,496,474,797 (125,396,992,727)

Partial disposal of existing subsidiaries without loss of control - 477,565,957,602 - - (70,917,138,764) (273,278,149,441) 133,370,669,397

Disposal of subsidiaries - - - - - (136,460,041,659) (136,460,041,659)

Dividend declared to non-controlling interests - - - - - (553,515,146,415) (553,515,146,415)

Adjustment for profit after tax attributable to non-controlling interest in prior year

- - - - 178,055,416,737 (178,055,416,737) -

Deferred taxed assets arising from treasury shares held by subsidiaries (Note 36.3)

- 28,119,635,709 - - - 3,715,537,715 31,835,173,424

Ending balance 18,681,880,870,000 5,798,727,464,308 (2,974,924,074,484) 27,845,114,930 1,601,415,502,116 14,441,898,336,167 37,576,843,213,037

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Current year Previous year

Issued share capital

Beginning balance 14,545,550,980,000 9,296,036,790,000

Increase 4,136,329,890,000 5,249,514,190,000

Decrease - -

Ending balance 18,681,880,870,000 14,545,550,980,000

(i) Included:

Capital contributions of VND5,925 billion (equivalent to USD279 million) from Warburg Pincus and Credit Suisse into Vincom Retail JSC, a subsidiary, in accordance with the agreements signed between the Company, Vincom Retail JSC and other companies within the Group with Warburg Pincus and Credit Suisse on 28 May 2013 and 12 July 2013 together with subsequent amendments. In which, capital contribution in the year is VND2,152 billion (equivalent to 99 million USD). Vincom Retail JSC issued preference shares and ordinary shares to Warburg Pincus and Credit Suisse. Preference shares issued by Vincom Retail JSC are dividend preference shares, convertible into the ordinary shares of Vincom Retail JSC and entitled to other privileges.

Pursuant to the Mortgage Agreement between Vincom Retail JSC, Warburg Pincus and Credit Suisse dated 12 July 2013 and subsequent amendments in relation to the issuance of preference shares by Vincom Retail JSC and convertible loans as presented in Note 26.2.1, the entire equity interest of Vincom Retail JSC in Vincom Center Ba Trieu LLC, Vincom Center B HCMC LLC, Hai Phong Land LLC and 50% equity interest in Vincom Mega Mall Times City LLC have been used as collaterals for irrevocably guaranteeing the Group‘s obligations under the transaction documents and Founders and the Group’s obligations in relation to the put options granted to Warburg Pincus and Credit Suisse. As at 31 December 2015, the Group is in discussion with Warburg Pincus and Credit Suisse on the replacement of the collaterals mentioned above with the entire equity

interest held by Vincom Retail JSC in North Vincom Retail LLC since the above companies have been merged into North Vincom Retail LLC.

Captial contributions of VND3,235 billion from Continental Pacific Invesment LLC (“Continental Pacific LLC”) in Vinmec JSC, a subsidiary, in accordance with the agreements signed between Vinmec JSC and other companies with Continental Pacific LLC on 10 December 2015. Vinmec JSC issued preference shares and ordinary shares to Continental Pacific LLC. Preference shares issued by Vinmec JSC are dividend preference shares, convertible into ordinary shares of Vinmec JSC and entitled to other privileges. Pursuant to the Mortgage Agreement between Royal City JSC, a subsidiary, and Continental Pacific LLC on 10 December 2015 in relation to the issuance of preference shares of Vinmec JSC, all investments of Royal City JSC in Vincom Retail JSC are used as collaterals to guarantee Vinmec JSC’s obligations under the transaction documents and for the Founders and a corporate counterparty’s obligations in relation to put options granted to Continental Pacific LLC.

(ii) On 23 April 2015, the General Shareholder Meeting of the Company adopted the Resolution No. 01/2015/NQ-DHDCD-VINGROUP on the declaration of stock dividends at the ratio of 1,000:258 (each existing shareholder owning 1,000 shares will receive dividends of 258 shares). Accordingly, the number of additional shares that the Company issued was 376,363,926 under the Notification No. S26/2015-VIC/VSD dated 6 July 2015 of the Securities Depository Center.

Currency: VND

Currency: VND

Currency: VND

29.3 Dividend


Dividend declared and paid during the year 3,763,639,260,000 6,372,278,973,620

Dividend declared after the date of reporting period and not yet recognised as liability as at 31 December 2015

- -

Cash dividend per ordinary share - 1,844,966,743,620

Stock dividend per ordinary share (in 2015: VND2,580 per share, in 2014: VND4,870 per share)

3,763,639,260,000 4,527,312,230,000

29.4 Ordinary and preference shares

29.5 Treasury shares

As at 31 December 2015, the number of shares of the Company held by the subsidiaries and associates is as follows:

Vinpearl JSC held 66,217,327 shares, in which 19,502,210 shares are used as collaterals for the loan of Vinpearlland LLC, a subsidiary (Note 26.2.1) and 11,322,000 shares are used as collaterals for the bond obligation as presented in Note 26.2.2.

Royal City JSC, a subsidiary, held 44,439,583 shares; in which 25,281,780 shares are used as collaterals for the loan of Sai Dong JSC, a subsidiary, from Vietnam Joint Stock

Commercial Bank for Industry and Trade (Note 26.2.1) and 3,045,214 shares are used as collaterals for the loan obligations of the Company and the Groups’s subsidiaries.

Vinpearl Hoi An LLC, a subsidiary, held 13,642,392 shares, in which 10,103,098 shares are used as collaterals for the bank loan of Vinpearlland LLC (Note 26.2.1).

Xavinco JSC, a subsidiary, held 8,731,930 shares; in which 3,793,000 shares are used as collaterals for future contractual obligations of the Company.


Authorised shares 1,868,188,087 1,454,555,098

Issued shares 1,868,188,087 1,454,555,098

Ordinary shares 1,868,188,087 1,454,555,098

Preference shares - -

Shares in circulation 1,735,156,855 1,348,806,899

Ordinary shares 1,735,156,855 1,348,806,899

Preference shares -

Repurchased shares (treasury shares) 133,031,232 105,748,199

Ordinary shares 133,031,232 105,748,199

Preference shares - -

Par value of the outstanding ordinary share is VND10,000 per share (in 2014: VND10,000 per share).

29.2 Capital transactions with owners

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30. REVENUES

30.1 Revenue from sale of goods and rendering of services

30.3 Finance income

Current yearPrevious year(reclassified)

Gross revenue 34,054,968,884,836 27,726,701,600,235

of which:

Revenue from sale of inventory property 21,179,148,427,947 21,771,825,649,847

Revenue from sale of goods in supermarkets, convenience stores and retail outlets

4,312,995,120,187 422,544,558,414

Revenue from rendering hotel, amusement park and related services 2,847,874,120,764 2,115,560,587,606

Revenue from leasing activities and rendering related services 2,655,125,765,258 2,193,750,851,580

Revenue from rendering construction and related services 1,028,312,653,853 17,788,745,325

Revenue from rendering hospital and related services 770,606,961,951 656,565,516,769

Revenue from rendering education and related services 514,231,160,146 229,548,890,248

Others 746,674,674,730 319,116,800,446

Less sales deduction (7,002,571,734) (3,068,229,199)

Net revenue 34,047,966,313,102 27,723,633,371,036

of which:

Revenue from sale of inventory property 21,179,148,427,947 21,771,825,649,847

Revenue from sale of goods in supermarkets, convenience stores and retail outlets

4,305,993,748,453 421,051,494,099

Revenue from rendering hotel, amusement park and related services 2,847,874,120,764 2,113,985,422,722

Revenue from leasing activities and rendering related services 2,655,125,765,258 2,193,750,851,580

Revenue from rendering construction and related services 1,028,312,653,853 17,788,745,325

Revenue from rendering hospital and related services 770,605,761,951 656,565,516,769

Revenue from rendering education and related services 514,231,160,146 229,548,890,248

Others 746,674,674,730 319,116,800,446

In which

Sales to others 33,950,819,883,198 27,669,720,554,184

Sales to related parties 97,146,429,904 53,912,816,852

30.2 Revenue and expense relating to investment properties


Rental income from investment properties 2,655,125,765,258 2,193,750,851,580

Direct operating expenses of investment properties that generated rental income during the year

1,299,884,812,167 949,593,718,246

Direct operating expenses of investment properties that did not generate rental income during the year

13,930,867,408 4,990,754,151

Income from trading of investment properties - 298,601,954,166

Currency: VND

Currency: VND

Currency: VND

Currency: VND

Currency: VND


Interest income 1,637,439,302,366 1,135,822,131,296

Disposal of held-for-trading securities (Note 6.1) 38,910,393,500 -

Realised foreign exchange gain 30,813,033,113 25,073,872,348

Dividend income 8,460,239,107 6,283,198,881

Re-measurement of previously hold equity interest in an associate - 49,000,000,000

Disposal of other investments 208,207,626,821 111,050,324,885

Other financial income 7,689,485,415 18,792,563,626

TOTAL 1,931,520,080,322 1,346,022,091,036

31. COST OF GOODS SOLD AND SERVICES RENDERED

32. FINANCE EXPENSES


Cost of inventory property sold 12,594,041,335,413 13,691,661,203,482

Cost of goods sold in supermarkets, convenience stores and retail outlets

3,762,913,601,872 396,763,214,198

Cost of rendering hotel, amusement park and related services 2,214,225,322,491 1,275,315,373,836

Cost relating to the leasing activities and rendering related services 1,313,815,679,575 954,584,472,397

Cost of rendering construction and related services 1,024,524,980,366 17,786,966,450

Cost of rendering hospital and related services 552,822,011,722 490,626,247,256

Cost of rendering education and related services 351,757,050,359 143,803,619,760

Others 524,833,579,693 314,370,382,537

TOTAL 22,338,933,561,491 17,284,911,479,916


Loan interest 2,402,860,475,537 2,711,269,664,974

Amortisation of loan arrangement and bond issuance costs 319,079,813,333 205,141,970,088

Realised foreign exchange losses 145,703,080,204 3,958,699,850

Unrealised foreign exchange losses 392,125,548,103 153,521,258,290

Provision (reversal)/provision for diminution in value of investments (16,848,788,998) 25,260,645,258

Early settlement discount - 124,052,174,708

Loss on transfer of equity interest in other entities 942,277,735 256,429,191,919

Others 38,212,510,062 11,418,981,973

TOTAL 3,282,074,915,976 3,491,052,587,060

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33. SELLING AND GENERAL AND ADMINISTRATIVE EXPENSES

The statutory corporate income tax (“CIT”) rate applicable to the Company and its subsidiaries is 22%, except for the following entities:

Vinpearl Nha Trang LLC, Vinpearl Phu Quoc LLC and Vinpearlland LLC (branches in Nha Trang and Phu Quoc) apply the incentive tax rate of 5%.

Vinmec JSC applies the incentive tax rate of 10%; VinEco LLC applies the incentive tax rate of 15%; Phu Quoc Tourism JSC, Vineco Tam Dao LLC và Vinschool

LLC are in the tax exemption period;

A number of entities in the Group whose the previous year turnover of less than VND20 billion are applying tax rate of 20%.

The tax returns filed by the Company and its subsidiaries are subject to examination by the tax authorities. As the application of tax laws and regulations is susceptible to varying interpretations, the amounts reported in the consolidated financial statements could be changed at a later date upon final determination by the tax authorities.

34. OTHER INCOME AND OTHER EXPENSES

35. PRODUCTION AND OPERATING COSTS


Selling expenses during the year

- Labor costs 609,393,418,962 91,994,748,152

- External services expense 1,593,620,134,637 355,945,073,967

- Others 754,812,122,840 291,392,654,058

2,957,825,676,439 739,332,476,177

General and Administrative expenses during the year

- Labor costs 1,110,047,951,059 403,091,427,652

- Depreciation and amortisation 973,405,400,852 710,198,947,399

- External services expense 1,069,392,897,794 550,394,812,290

- Expense for charity and supportive activities 360,568,804,205 298,584,453,672

- Others 409,358,100,202 208,447,282,449

3,922,773,154,112 2,170,716,923,462

TOTAL 6,880,598,830,551 2,910,049,399,639

Currency: VND

Currency: VND

Currency: VND

Currency: VND


Other income 283,039,374,788 241,964,963,890

Gains from disposal of fixed assets 35,700,385,497 24,328,372,540

Penalties received 70,708,814,696 171,712,796,402

Gains from bargain purchase on business combination (Note 4) 123,824,134,645 -

Others 52,806,039,950 45,923,794,948

Other expenses 948,045,248,993 207,155,661,595

Loss from disposal of fixed assets 72,547,843,357 21,224,154,155

Contract penalties and other fines 838,917,328,631 151,817,772,986

Others 36,580,077,005 34,113,734,454

NET OTHER PROFIT (LOSS) (665,005,874,205) 34,809,302,295


Raw materials 5,631,331,843,325 879,029,080,377

Cost of developing inventory properties 22,299,459,268,555 10,082,169,661,584

Labour costs 2,273,760,802,057 1,694,145,663,642

Depreciation and amortisation 2,339,355,227,442 1,577,833,100,022

Expenses for external services 4,006,701,892,764 1,561,742,854,969

Others (excluding finance expenses) 2,374,341,291,041 940,236,561,463

TOTAL 38,924,950,325,184 16,735,156,922,057


Current tax expense 1,424,642,826,631 1,653,273,503,894

Deferred tax income (74,017,304,681) (19,638,606,879)

1,350,625,521,950 1,633,634,897,015

The current CIT payable is based on taxable profit for the current year. The taxable profit of the Group for the year differs from profit as reported in the consolidated income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are not taxable or deductible. The Group’s

liability for current tax is calculated using tax rates that have been enacted by the balance sheet date.

Reconciliation between the profit before tax and taxable profit is presented below:

Current year

Previous year(reclassified)

Profit before tax 2,852,100,965,401 5,409,680,638,498

Adjustments to increase/(decrease) accounting profit

Dividend income (8,460,239,107) (6,283,198,881)

Share in (profit)/loss of associates (39,227,754,200) 8,770,659,254

Gain from acquisition of subsidiaries (123,824,134,645) -

Reversal of provision for the investment in subsidiary - (74,376,020,041)

Gain from re-measurement of previously held equity interest in associate

- (49,000,000,000)

Difference in loss/(profit) from acquisition and disposal of equity interest without changing control in subsidiaries between consolidated and separate financial statements

63,205,309,373 291,421,328,258

Difference in profit from disposal of equity interest in Nam Thai and Hong Thai LLC between consolidated and separate financial statements

(159,143,561,819) -

Difference in profit from disposal of subsidiaries with loss of control between consolidated and separate financial statements

(22,508,391,039) 787,985,225

36. CORPORATE INCOME TAX

36.1 CIT expense

36.2 Current tax

Currency: VND

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Current year


Revaluation of land use right for villa sold at Vinpearl Da Nang LLC

5,256,244,987 15,768,734,962

Interest expenses on loans corresponding to un-contributed chartered capital

50,357,254,274 42,237,330,451

Amortisation of land development right 1,218,786,344,912 84,087,059,015

Amortisation of goodwill on consolidated financial statements 816,364,175,395 649,042,000,804

Unrealised profit of subsidiaries 331,037,131,619 104,711,429,420

Donations 158,874,222,631 285,865,183,534

Profit from re-issuing treasury shares held by subsidiaries - 14,872,172,856

Taxable income from merger between the Company and PFV JSC

- 163,090,875,120

Gain/(loss) from changing in capital contribution amount in subsidiaries

113,562,667,611 (99,305,922,543)

Unallocated loss from merger of subsidiaries 632,542,971,011 -

Loss from merger of subsidiaries (778,781,518,336) -

Revert amortisation of issuance cost of preference shares issued by a subsidiary

(30,079,843,225) (26,416,980,585)

Adjustment of the profit related to Tri An program (13,636,008,429) (50,234,514,279)

Allocation of revaluation of assets arising from mergers (1,132,845,814,925) -

Others 44,159,375,675 46,722,887,059

Losses of subsidiaries 2,212,671,473,948 1,186,581,865,797

Tax loss carried forward (60,012,625,116) (215,557,714,205)

Estimated current taxable profit 6,130,398,245,996 7,782,465,799,719

In which:

Taxable profit subject to 22% tax rate (normal business activities and other activities)

1,647,457,168,838 1,558,013,085,123

Taxable profit subject to 22% tax rate (real estate activities) 4,613,750,710,612 5,766,957,895,424

Taxable profit subject to 20% tax rate 62,252,432,906 14,888,632,763

Taxable profit subject to 10% tax rate (hospitality activities) 159,161,197,699 451,531,057,425

Taxable profit subject to 0% tax rate (education activities) 53,297,622,250 14,360,822,188

Losses ineligible for offsetting against taxable income (405,520,886,309) (23,285,693,204)

Estimated current Corporate Income Tax 1,405,832,339,830 1,659,624,448,015

Adjustment for CIT incentive (9,380,219,059) (22,576,552,871)

Adjustment for CIT from re-issue of treasury shares by subsidiaries

- (3,271,878,027)

Adjustment for under accrual of tax from previous years 28,190,705,860 19,497,486,777

Current year


Net estimated current Corporate Income Tax charged to the consolidated income statement

1,424,642,826,631 1,653,273,503,894

CIT payables at the beginning of year 503,959,105,076 896,557,840,180

CIT over paid at the beginning of year (23,626,601,879) -

Adjustment for CIT from re-issue of treasury shares by subsidiaries

- 3,271,878,028

CIT obligation arising from acquisition of new subsidiaries 9,930,175,099 4,315,419,967

Other adjustments (12,864,621,733) (15,880,611,827)

Provisional CIT for down payment from customers 214,960,761,914 43,836,133,922

Finalised CIT for down payment from customers (52,951,550,462) (194,473,147,303)

CIT paid during the year (1,421,314,104,431) (1,910,568,513,664)

CIT payable at the end of the year 642,735,990,215 480,332,503,197

In which:

CIT payable at the end of the year (Note 22) 661,166,354,957 503,959,105,076

CIT overpaid at the end of the year (18,430,364,742) (23,626,601,879)

Currency: VNDCurrency: VND

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36.3 Deferred tax

The following are the deferred tax assets and deferred tax

liabilities recognised by the Group, and the movements thereon, during the current and previous year:

Consolidated balance sheet Consolidated income statement

Ending balance Beginning balance Current year Previous year

Deferred tax assets

Temporary difference of unrealised profit from internal transactions inside the Group

80,540,170,317 23,036,514,474 57,503,655,845 23,036,514,474

Selling expenses allowable for capitalisation for tax purpose in current year 13,013,856,584 - 13,013,856,584 -

Temporary difference relating to treasury shares held by subsidiaries (Note 29.1) 31,835,173,424 - - -

Difference relating to assets used as capital contribution to subsidiaries 27,177,901,153 28,080,276,384 (902,375,231) (859,956,018)

Temporary difference relating to reduction in value of assets used as capital contribution to ISADO

11,250,599,073 - 11,250,599,073 -

Temporary differences in internal capital contribution to Vincom Long Bien LLC 4,542,935,175 4,635,648,138 (92,712,963) 4,635,648,138

Accrued advertising expenses and other expenses for sold investment properties - - - (12,755,197,365)

Temporary difference relating to Vincom Center Ba Trieu – Tower C - - - 18,667,899,251

Others 1,797,321,735 831,973,191 965,348,544 (96,495,723)

Deferred tax liabilities

Differences in internal capital contribution to Vincom Mega Mall Times City (12,544,961,545) (24,496,832,647) 11,951,871,101 (24,496,832,647)

Differences arising from fair value adjustment of assets acquisition from Khanh Gia JSC - (77,223,969,220) - -

Differences in revaluation of Vinpearl Da Nang LLC’ assets at acquisition date (47,631,013,288) (49,106,901,690) 1,475,888,403 3,893,761,097

Deferred tax liabilities relating to bond issuance cost in subsidiaries (3,210,666,000) - (3,210,666,000) -

Temporary difference from revaluation of project development right of Hon Mot Project

(13,510,761,290) (16,563,124,040) 3,052,362,750 7,613,265,672

Temporary difference of the unearned revenue in Tri An-Tan Gia program (19,832,420,863) - (19,832,420,863) -

Differences arising from fair value adjustment of assets as acquisition of An Phong JSC (*) (265,728,153,616) - - -

Differences arising from fair value adjustment of assets as acquisition of Dong Phu Hung – Binh Thuan JSC (*)

(2,927,921,312) - - -

Differences arising from fair value adjustment of assets as acquisition of Hanoi Entertainment Culture Sport Center JSC(*)

(106,823,200,000) - - -

Others (2,136,854,561) (978,752,000) (1,158,102,562) -

Net deferred tax liabilities (304,187,995,014) (111,785,167,410)

Deferred tax income 74,017,304,681 19,638,606,879

Reflected in the consolidated financial statements as follows:

Deferred tax assets 170,157,957,461 56,584,412,185

Deferred tax liabilities (474,345,952,476) (168,369,579,595)

Net deferred tax liabilities (304,187,995,015) (111,785,167,410)

Currency: VND

(*)These are deferred tax liabilities arising from business combination transactions, presented in Note 4.

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36.4 Unrecognised deferred tax

Tax losses carried forward

The Company and its subsidiaries are entitled to carry each individual tax loss forward to offset against taxable profits arising within five years subsequent to the year in which the loss was incurred. At the balance sheet date, the Company and its subsidiaries had aggregated accumulated tax losses of VND4,600 billion available for offset against future taxable profits.

These are estimated tax loss as per the Company and its subsidiaries’ corporate income tax declarations which have not been audited by the local tax authorities as of the date of these consolidated financial statements. No deferred income tax assets were recognised in respect of the accumulated tax losses because future taxable profit of these subsidiaries cannot be ascertained at this stage.

Related parties Relationship Transactions Current year Previous year

Vietnam Investment Group Joint Stock Company

Under common owners Receivables from transfer of properties

- 163,028,002,628

Collection from transfer of properties

(163,028,002,628) -

Green City Development JSC

Associate Advance for business cooperation contract

- 266,500,000,000

Borrowings - (300,000,000,000)

Repayment of principal - 300,000,000,000

Lending 500,000,000,000 -

Collection of loans principal (500,000,000,000) -

Hanel One Member LLC Major shareholder of subsidiary (up to 18 August 2014)

Dividend payable - (285,000,000,000)

Dividend paid - 285,200,000,000

Collection of deposits for purchasing share

- (200,000,000,000)

Borrowings - (240,000,000,000)

Payable for share acquisition - (564,144,000,000)

Payment for share acquisition - 564,144,000,000

Vien Dong Pearl LLC Associate Borrowings (475,000,000,000) (10,000,000,000)

Repayment of principal 60,300,000,000 -

Foreign Trade Concrete JSC

Associate Payable for purchase of concrete (113,586,469,600) -

Payment for purchase of concrete

97,033,262,542 -

Kindheart Foundation Under common owners Charity expenses payble (201,694,581,574) (287,168,365,249)

Charity expenses transferred 69,100,359,367 296,399,766,898

Terms and conditions of transactions with related parties:

During the year, the Group provided unsecured loans to related parties at interest rates of 7% per annum, and received loans from related parties at interest rates of 7% per annum. These unsecured loans is to be settled in cash or offsetting against receivables/liabilities.

During the year the Group also sold/purchased goods and

rendering/purchased services to/from related parties based on the price offered to third parties.

During the year, the Group has not made provision for doubtful debts relating to amounts due from related parties (31 December 2014: nil). 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.


Short-term trade receivables (Note 7.1)

Vietnam Investment GroupJoint Stock Company

Under common owners

Receivable from transfer of properties - 163,028,002,628

Services fee receivables 3,438,885,092 -

Kindheart Foundation Under common owners

Construction fee receivables 68,893,191,610 27,409,932,592

Receivables from medical tests 1,056,070,017 2,181,926,786

Other related parties Other related parties

Services fee receivables 3,329,029,126 102,075,132

76,717,175,845 192,721,937,138

Short-term loan receivables (Note 8)

Thang Long JSC Associate Short-term loans 55,204,181,818 16,204,181,818

55,204,181,818 16,204,181,818

Other receivables (Note 9)


Other receivables 5,432,460,002 725,964,500

Kindheart Foundation Under common owners

Charity expenses receivables 5,526,579,317 109,756,106,884

10,959,039,319 110,482,071,384

Short-term trade payables

Foreign Trade JSC Associate Payables for construction materials 14,494,336,920 -

14,494,336,920 -

Advance from customers (Note 21)


Down payment for apartments in Times City and Royal City project

- 5,305,702,116

- 5,305,702,116

37. TRANSACTIONS WITH RELATED PARTIES

Significant transaction with related parties during the year were as follows :

Currency: VND

Currency: VND

Amounts due to and due from related parties as at 31 December 2015 were as follows:

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Details on loans and interest rate to related parties are as follows:

Details on loans and interest rate from related parties are as follows:

Transactions with other related parties

Remuneration to members of the Board of Directors and Board of Management of the Company:

Related parties Relationship Interest rate Maturity date Collateral Lending receivables

Short-term loan receivables (Note 8)

Thang Long JSC Associate 7% per annum 2 December 2016 None 55,204,181,818

55,204,181,818

Related parties Relationship Interest rate Maturity date Collateral Lending receivables

Short-term loans (Note 26)

Vien Dong Pearl LLC Associate 7% per annum 5 May 2016 None 424,700,000,000

424,700,000,000


Salaries and bonus 24,709,478,446 19,220,752,820

24,709,478,446 19,220,752,820

Basic earnings per share amounts are calculated by dividing net profit/(loss) after tax for the year attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit/(loss) after tax attributable to ordinary shareholders of the Group (after adjusting for dividend on

the convertible preference shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.

The following reflects the income and share data used in the basic and diluted earnings per share computations:

Current year Previous year(Restated)

Net profit after tax attributable to ordinary shareholders 1,215,774,826,080 3,158,582,676,074

Net profit attributable to ordinary shareholders adjusted for the effect of dilution

1,215,774,826,080 3,158,582,676,074

Weighted average number of ordinary shares (excluding treasury shares) for basic earnings per share

1,536,160,288 872,698,394

Effect of bonus issues in July 2015 376,363,926 376,363,926

Effect of bonus issues in July 2014 - 418,098,151

Weighted average number of ordinary shares (excluding treasury shares) for basic earnings per share

1,912,524,214 1,667,160,471

Basic earnings per share 636 1,895

Diluted earnings per share 636 1,895

Capital expenditure commitments relating to on-going real estate projects

The Group has entered into a number of contracts relating to the development of some real estate projects. The remaining commitment on these contracts amounted to approximately VND20,478 billion as at 31 December 2015, in which commitments related to land use right are VND 786 billion.

Commitment under operating leases where the Group is a lessor

The Group, as lessor, lets out office, retail and mixed use spaces under operating lease agreements. The future minium rental receivables under the agreement as at the balance sheet date are as follows:


Less than 1 year 1,550,500,448,342 1,213,400,118,896

From 1 to 5 years 2,605,382,920,856 1,930,482,028,651

More than 5 years 1,770,642,136,912 1,360,077,632,919

TOTAL 5,926,525,506,110 4,503,959,780,466

Currency: VND

Currency: VND

Under the business co-operation contract signed in February 2012 between the subsidiaries within the Group and Thien Huong Investment JSC (“Thien Huong”) regarding the school operation in Vinhomes Riverside and Vinhomes Royal City

projects, the Group is entitled to share of Thien Huong’s revenue, which is equal to 15% of revenue and can be adjusted according to the agreement. The duration of the co-operation agreement is from February 2012 to the end of August 2043.


Short-term accrued expenses (Note 23)

Vien Dong Pearl LLC Associate Interest payables 5,025,300,000 301,388,889

Other related parties Other related parties Other payables 1,451,350,924 -

6,476,650,924 301,388,889

Other short-term payables (Note 25)

Key members of management

Key members of management

Down payments for beach villas of Vinpearl Phu Quoc Project

17,556,468,800 -

M.Y.M Fashion JSC Associate (since 10 Dec 2015)

Centralized cash flow management payable

18,178,161,051 -

Payable for collection on behalf 86,238,674 -

Other related parties Other related parties Other receivables 1,265,044,684 1,621,709,461

37,085,913,209 1,621,709,461

Short-term loans (Note 26.1)

Vien Dong Pearl LLC Associate Short-term loans 424,700,000,000 10,000,000,000

424,700,000,000 10,000,000,000

Currency: VND

Currency: VND

Currency: VND

Currency: VND 38. EARNINGS PER SHARE

Convertible bonds (Note 28), preference shares and convertible loans issued by Vincom Retail JSC, a subsidiary, could potentially dilute basic earnings per share in the future,

but they were not included in the calculation of diluted earnings per share because they are anti-dilutive for the years presented.

39. COMMITMENTS AND CONTINGENCIES

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Less than 1 year 385,904,000,252 351,658,622,267

From 1 to 5 years 1,315,048,177,986 655,215,574,220

More than 5 years 3,858,014,544,056 3,797,111,323,359

TOTAL 5,558,966,722,294 4,803,985,519,846

Under the co-operation contracts signed in May 2015 between An Phong JSC and a corporate counterparty regarding the cooperation in constructing and exploiting Dong Tan Shopping Mall Project, this corporate counterparty will be entitled to the adjusted rental fee. Duration of the contract is 35 years from the completion and finalization date of the project; after that, two parties sign lease contract.

Other commitments

Commitments related to the real estate project at 233 and 223B Nguyen Trai, Thanh Xuan, Hanoi

In accordance with the co-operation agreement dated 20 April 2015 between Xavinco JSC and a corporate counterparty regarding the development of a real estate project, Xavinco JSC committed to provide financial support to the counterparty carrying out relocation with an amount of VND71 billion as well as to provide loan to this counterparty to make capital contribution into Xalivico JSC with an amount of VND130 billion. The remaining commitments as at 31 December 2015 are VND166 billion.

Commitments under the contract to purchase shares of VEFAC JSC

According to the Share Transfer Contract for strategic investor signed between the Company and VEFAC One Member LLC dated 13 March 2015, the Company committed to raise 100% of financing source for the development of National Exhibition Center Project following the approved master plan. The Company also commits to complete phase 1 of National Exhibition Center Project within 3 years of receiving the site except for objective conditions.

Commitment for site clearance compensation for Vu Yen Island project

Pursuant to the Official Letter No. 3070/UBND-DC2 on the

advance for site clearance and land compensation for Vu Yen Island Project, a complex of entertainment facilities, residential areas and ecological park in Hai An ward and Thuy Nguyen district, Hai Phong City, the Group committed to perform site clearance and land compensation amounted to VND351.8 billion. As at 31 December 2015, the remaining commitments amount are VND132.5 billion.

Commitment for site clearance and land compensation for Vinhomes Riverside Hai Phong Urban Area

Pursuant to the Official Letter No. 2294/QD-UBND of Hong Bang District People Committee dated 17 November 2015 on the approval of site clearance and land compensation for Hai Phong Cement Urban Area project at Thuong Ly ward, Hong Bang district, the Group committed to site clearance and land compensation amounted to VND728.3 billion. As at 31 December 2015, the remaining commitements amount are VND428.3 billion.

Commitments for the share transfer of an associate from individuals

Under deposit contracts for share transfer dated 25 November 2015 between the Group and individuals, the Company commits to purchase 40% voting shares of the associate’s share capital. The value of this contract is VND1,320 billion. As at 31 December 2015, the Company has transferred the deposits to these individuals which amounted to VND400 billion.

Commitments for the additional share transfer of long-term investment of the Group

Under deposit contracts for share transfer dated 25 November 2015 between the Company and individual counterparties, the Company commits to purchase 125,923,258 shares, equivalent to 41.97% of charter capital of a company which

is currently a long-term investment of the Group. The value of this contract is VND3,194 billion. As at 31 December 2015, the Company has transferred the deposits to these individuals which amounted to VND3,000 billion.

Commitment for the share transfer in a potential project

Under deposit contracts between Vincom Retail JSC, a subsidiary, and a corporate counterparty in Hanoi, Vincom Retail JSC commits to acquire the entire shares of a company which will be established with the aim of developing shopping mall project in Co Nhue ward, Bac Tu Liem district, Hanoi city after all signing contract conditions are completed.

Commitments for the additional share transfer of an existing subsidiary from counterparties

According to share transfer contract dated 28 September 2015 between the Company and an individual counterparty, the Company commits to acquire 26,379,686 shares, equivalent to 31.72% of an existing subsidiary’s share capital. The value of this contract is VND852.7 billion. As at 31 December 2015, this transaction has not been completed and the Company has not paid the consideration of this transaction.

Commitment to results of the auction of shares in batches

According to the announcement of shares auction in batches on 31 December 2015 of the Ho Chi Minh City Stock Exchange, Dong Phu Hung - Binh Thuan JSC, a subsidiary, have successfully bidded 45,695,000 shares of a State-owned Company which operates in construction field. Remaining amount to be paid under this announcement is VND320.4 billion.

Commitments related to business cooperation and leasing contracts of An Phong JSC

Under the business co-operation contract and the lease contracts of a number of commercial centers between An Phong JSC and corporate counterparties in Ho Chi Minh City and Dong Nai, An Phong JSC commits to transfer back the construction and fixed equipment attached to the existing structure to the lessors or the counterparties without any additional conditions at the end of the contract period.

Commitment to transfer a certain part of Vincom Ba Trieu Tower A&B

On 31 July 2006, the Company had transferred certain parts of the Vincom City Towers to a corporate counterparty. According to the Transfer Agreement, the Group has committed to

transfer the ownership of the following investment properties to this corporate counterparty on 20 July 2052:

(i) The ownership of half of the commercial area (from 1st floor to 6th floor of Vincom City Towers (the “Towers”), except for the reception and elevator waiting area of 160m2 on the 1st floor); and

(ii) The ownership of 31.156% of the basement 1 and basement 2 of the towers.

Commitment to the Hanoi People’s Committee (“HPC”)

In accordance with Decision No.1853/QD-UBND dated 22 April 2011 issued by the HPC, Sai Dong JSC is obligated to return land lot No. G4-HH16 (with an estimated area of 43,542m2) and land lot No. G4-NT (with an estimated area of 5,293m2) in the Vinhomes Riverside project to the HPC for building kindergartens.

Commitment under interest support contracts to buyers of apartments at Vinhomes Royal City project

Royal City JSC has entered into three-party (3) agreements with the buyers of the apartments at Vinhomes Royal City project and certain banks who provide loans to these customers to finance for their apartment purchase. Under this agreement, there are some key terms as follows:

(i) The banks will provide loans to the buyers to finance for the purchase of the apartments at Royal City; and

(ii) In case the buyers breach the terms and conditions of the loan agreement signed with the banks, Royal City JSC might be required by the banks to buy back the apartments at a price of at least 80% of the amount of down payments received by Royal City JSC under the apartment sale agreement.

40. SEGMENT INFORMATION

For the management purpose, the operating businesses are organised and managed separately according to the nature of the products and services provided, and consist of business segments as follows:

Sales of inventory properties: including developing and trading apartments and villas at real estate projects of the Group as well as other investment activities in real estate sector;

Leasing investment properties and related services: including leasing of office and retail areas and rendering related services

Currency: VND

Commitment under operating leases where the Group is a lessee

The Group, as lessee, entered into certain operating lease

agreements with the minimum lease commitments under these agreements at 31 Dec 2015 as follows:

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at investment properties owned by the Group; Hospitality, entertainment and related services: including

provision of hotel and related services at the hotels and resorts owned by the Group;

Health care and related services: including provision of health care and related services at Vinmec International General Hospital;

Education and related services: including provision of education and related services at Vinschool system and

Vinacademy of the Group; Retail services: including provision of retailing and

supermarket, convenience stores; fashion showrooms; and Others: including provision of management, construction

services, security, agriculture and other services.

The following tables present revenue and profit and certain assets and liability information regarding the Group’s business segment as at 31 Dec 2015 and the same fiscal year ended.

1. Net inter-segment sales are eliminated in consolidation.

2. Segment profit does not include finance income (VND1,931,520,080,322), finance expense

(VND3,282,074,915,976), other income (VND283,039,374,788) and other expense (VND948,045,248,993).

3. Segment assets do not include deferred tax assets (VND170,157,957,461), short-term investments (VND11,142,979,590,895), short-term loan receivables

(VND1,696,059,531,426), long-term investments (VND9,597,557,595,727), long-term loan receivables (VND62,559,839,165), interest receivables (VND890,625,661,389), dividend receivables (VND36,115,522,222), value-added tax deductible (VND660,027,543,114), tax and other receivables from the

State (VND23,050,885,079), dividend advance to preference share shareholders (VND 598,725,944,622) and

goodwill (VND8,628,752,138,992) because these assets are managed on a group basis.

4. Segment liabilities do not include long-term loans and finance lease obligations (VND33,122,684,524,987), convertible bonds (VND2,382,401,760,582), statutory obligations (VND1,678,401,228,369), short-term loan and finance lease obligations (VND1,424,617,794,094), accrued interest expenses (VND830,480,551,017) and deferred tax liabilities (VND474,345,952,476) because these liabilities are managed on a group basis.

Currency: VND

Sales of inventory properties

Leasing investment properties and

related services

Hospitality, entertainment and

other services Health care and related services

Education and related services Retail services Others

Adjustment and elimination Total

Net revenue

Net sale to external customers 21,179,148,427,947 2,655,125,765,258 2,847,874,120,764 770,605,761,951 514,231,160,146 4,305,993,748,453 1,774,987,328,583 - 34,047,966,313,102

Net inter-segment sales (1) - 850,111,255,083 464,069,508,360 15,633,050,742 46,894,633,522 2,208,951,791,935 7,471,388,184,883 (11,057,048,424,525) -

Net total revenue 21,179,148,427,947 3,505,237,020,341 3,311,943,629,124 786,238,812,693 561,125,793,668 6,514,945,540,388 9,246,375,513,466 (11,057,048,424,525) 34,047,966,313,102

Results

Depreciation and amortization 100,874,671,752 458,507,413,184 460,483,888,160 148,113,189,361 25,101,485,382 323,036,880,315 6,873,523,894 - 1,522,991,052,048

Share in profit/loss of associates 45,414,860,194 - 1,391,478,544 - - (7,578,584,538) - - 39,227,754,200

Segment profit/(loss) (2) 6,174,861,834,750 1,368,494,771,966 (140,509,261,243) (90,643,874,579) 87,822,714,692 (1,610,549,072,792) 858,459,408,663 (3,795,835,556,056) 2,852,100,965,401

Assests

Investment in associates 6,496,609,209,864 - 89,924,078,544 - - 129,004,873,638 - - 6,715,538,162,046

Capital expenditure 6,862,452,727,850 4,306,792,777,837 5,762,322,502,878 1,823,225,828,637 112,475,058,169 2,289,101,339,504 8,579,822,904 - 21,164,950,057,779

Total assests (3) 56,248,072,470,817 26,715,981,177,526 15,260,298,680,402 2,834,470,320,509 327,527,272,723 8,319,664,283,026 2,282,046,163,124 33,506,612,210,092 145,494,672,578,219

Total liabilities (4) 45,465,420,419,647 8,876,595,115,394 8,575,497,722,022 217,894,879,960 494,178,720,546 1,075,423,483,717 3,299,887,212,371 39,912,931,811,525 107,917,829,365,182

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1. Net inter-segment sales are eliminated in consolidated financial statements.

2. Segment profit does not include finance income (VND1,346,022,091,036), finance expenses

(VND3,491,052,587,060), other income (VND241,964,963,890) and other expenses (VND207,155,661,595).

3. Segment assets do not include deferred tax assets (VND56,584,412,185), short-term investments (VND4,088,913,717,901), short-term loan receivables (VND2,079,257,521,068), long-term investments (VND4,009,611,846,975), long-term lending receivable

(VND939,532,495,238), interest receivables (VND428,978,175,621), dividend receivables (VND36,115,522,222), value-added tax deductible (VND549,937,309,384), tax and other receivables from the State (VND43,148,945,553), dividend advance to preference share shareholders (VND178,055,416,737) and goodwill (VND6,138,735,454,457) because these assets are managed on a group basis.

4. Segment liabilities do not include long-term loans and finance lease obligations (VND28,101,065,447,242), convertible bonds (VND3,342,284,090,914), statutory obligations (VND1,037,104,329,754), short-term loans and finance lease obligations (VND1,299,068,123,531), accrued interest expenses (VND1,412,328,936,912) and deferred

tax liabilities (VND168,369,579,595) because these liabilities are managed on a group basis.

The Group monitors operating results separately for each business segment for the purpose of making resources allocation decision and operating result assessment. The result of each segment will be assessed based on profit/loss and determined consistently with profit/loss of the Group in the consolidated financial statements. However, financial activities of the Group (including finance income and finance expenses) are managed centrally and not allocated for each business segment.

Transfer prices applied between business segments are set on an arm’s length basis in a manner similar to transactions with third parties. Segment revenue, segment expenses and segment results include transfers between business segments. Those transfers are eliminated in the preparation of the consolidated financial statements.

Sales of inventory property

Leasing investment properties and

related services

Hospitality, entertainment and

other servicesHealth care and related services

Education and related services Retail services Others

Adjustment and elimination Total

Net revenue

Net sales to external customers 21,771,825,649,847 2,193,750,851,580 2,113,985,422,722 656,565,516,769 229,548,890,248 421,051,494,099 336,905,545,771 - 27,723,633,371,036

Net inter-segment sales (1) - 778,696,934,946 140,427,399,342 13,829,514,224 1,012,350,000 33,237,828,095 2,720,931,430,969 (3,688,135,457,576) -

Net total revenue 21,771,825,649,847 2,972,447,786,526 2,254,412,822,064 670,395,030,993 230,561,240,248 454,289,322,194 3,057,836,976,740 (3,688,135,457,576) 27,723,633,371,036

Results

Depreciation and amortization 33,861,787,629 499,559,630,229 250,609,520,696 127,129,037,014 465,525,772 15,027,677,554 7,261,606,505 - 933,914,785,399

Share in profit/(loss) of associates 28,151,206,086 - - - - (36,911,617,847) (10,247,493) - (8,770,659,254)

Segment profit/(loss) (2) 6,236,265,479,301 1,523,684,933,913 535,185,661,521 125,117,740,541 8,205,864,579 (279,389,952,870) (109,352,830,764) (2,630,036,257,723) 5,409,680,638,498

Assets

Investments into associates 969,790,690,811 - - - - - 60,704,040,559 - 1,030,494,731,370

Capital expenditure 5,357,291,594,402 8,134,749,001,327 3,427,470,280,653 133,060,636,629 2,104,188,059 74,290,974,225 311,634,614,363 - 17,440,601,289,658

Total assets (3) 34,565,832,609,609 19,649,428,305,920 9,553,884,758,603 1,806,462,302,241 511,016,126,089 1,752,055,835,750 3,682,215,749,910 18,548,870,817,341 90,069,766,505,463

Total liabilities (4) 10,854,098,980,399 12,158,692,320,971 1,847,769,303,370 96,884,073,978 628,706,951,062 323,223,295,392 1,337,482,396,566 35,360,220,507,948 62,607,077,829,686

The following tables present revenue and profit and certain assets and liability information regarding the Group’s business

segment as at 31 Dec 2014 and the same fiscal year ended

Currency: VND

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Code 02 - Depreciation of fixed assets and investment properties and amortisation of intangible assets (including amortisation of goodwill)

Depreciation and amortisation (Note 14,15 and 16) 1,522,991,052,048 933,914,785,399

Goodwill amortisation (Note 20) 816,364,175,395 649,042,000,805

Gains from bargain in purchase (123,824,134,645) -

Total 2,215,531,092,798 1,582,956,786,204

Code 05 - Profits from investing activities

Loss/(gain) on disposal of fixed assets (Note 34) 36,847,457,860 (3,104,218,385)

Gain on disposal of investment properties - (274,729,598,999)

(Gain)/loss on disposal of equity investments in other entities (246,175,742,586) 77,979,864,849

Share of (profit)/loss of associate (Note 19.1) (39,227,754,200) 8,770,659,254

Interest and dividend income (Note 30.3) (1,645,899,541,473) (1,142,105,330,177)

Total (1,894,455,580,399) (1,333,188,623,458)

Code 23 - Loans to other entities and payments for purchase of debt instruments of other entities

Disbursement of loans (6,777,600,000,000) (885,106,000,000)

Short-term deposits (12,103,288,911,471) (3,509,011,030,716)

Total (18,880,888,911,471) (4,394,117,030,716)

Code 24 - Collections from borrowers and proceeds from sale of debt instruments of other entities

Collection of loans 2,669,609,550,761 1,711,688,675,151

Withdrawal of short-term deposits 6,171,224,825,237 2,232,617,805,005

Total 8,840,834,375,998 3,944,306,480,156

Code 25 - Payments for investments in other entities (net of cassh hold by entity being acquired)

Acquisition of subsidiaries (after deducting cash balance of subsidiaries at acquisition date)

(12,939,136,407,998) (2,359,415,821,372)

Acquisition of additional shares in existing subsidiaries (523,718,706,200) (3,025,235,910,444)

Advance/deposit to acquire subsidiaries (3,621,128,422,500) -

Payments for equity investments in other entities (3,077,484,315,345) (1,529,685,000,000)

Advance for business co-operation contracts (23,954,604,785) (5,800,000,000,000)

Total (20,185,422,456,828) (12,714,336,731,816)

Code 26 - Proceeds from sales of investments in other entities (net of cash held by entity being disposed)

Collection of advances for business cooperation contracts - 266,500,000,000

Proceeds from disposals of subsidiaries, after deducting cash disposed 1,960,679,834,204 354,099,660,000

Proceeds from disposals of equity investments in other entities 1,186,277,993,558 465,000,000,000

Collection of deposits for transfer of equity investments - 232,200,000,000

Proceeds from deposit for transfer of equity investments 648,000,000,000 474,312,091,675

Collection of deposit in real-estate investment projects 655,302,896,515 800,000,000,000

Total 4,450,260,724,277 2,592,111,751,675

41. NOTES TO CASH FLOW MOVEMENTCurrent year Previous year

Code 31 - Capital contribution and issuance of shares

Capital contributions from non-controlling shareholders 7,544,319,623,168 2,948,518,325,753

Proceeds from re-issue of treasury shares - 1,411,009,772,856

Total 7,544,319,623,168 4,359,528,098,609

Code 36. Dividends paid to equity holders of the parent

Dividend, profits paid to owners of parent company - (1,844,966,743,620)

Dividend, profits paid to non-controlling shareholders (974,185,674,300) (521,509,281,485)

Total (974,185,674,300) (2,366,476,025,105)

Currency: VND

Currency: VND

Currency: VND

42.1. Restatement following completion of the provisional accounting for business combination On 24 May 2014, the Group disposed of its 49% equity interest in Eight Lions JSC and together with the establishment of New Eight Lions JSC on 19 May 2014 to purchase inventories, fixed assets and distribution right from Eight Lions JSC. These transactions have been assessed as the acquisition of a business. Accordingly, the company has applied provisional accounting for this transaction on the consolidated financial

statements as at 2014 since the Group is still in the process of determining the fair value of net assets acquired.

In 2015, the Group has completed the determination of fair value of net assets acquired from this transaction and accordingly, recorded an additional intangible asset, which is the distribution right, at VND94 billion, decreased goodwill from VND100 billion to VND6 billion and also adjusted other related accounts on retrospective basis.

Code CONSOLIDATED BALANCE SHEETBeginning balance

(previously presented) RestatementBeginning balance

(restated)

227 Intangible assets 520,367,279,711 75,722,222,222 596,089,501,933

228 Cost 613,140,927,890 94,000,000,000 707,140,927,890

229 Accumulated amortization (92,773,648,179) (18,277,777,778) (111,051,425,957)

269 Goodwill 6,214,457,676,679 (75,722,222,222) 6,138,735,454,457

42.2. Reclassification following application of Circular 200 and others

Certain corresponding figures on the consolidated financial

statements have been represented to reflect the presentation of the current period’s consolidated financial statements as a result of applying Circular 200. Details are as follows:

42. RESTATEMENT OF CORRESPONDING FIGURES

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CONSOLIDATED BALANCE SHEET

Code Description

Beginning balance (previously presented) Reclassification

Beginning balance(Reclassified)

Short-term investment (1) 6,245,416,256,669 (6,245,416,256,669) (**)

121 Held-for-trading securities (1) (*) 105,781,413,500 105,781,413,500

Provision for diminution in value of short-term investments

(2) (77,245,017,700) 77,245,017,700 (**)

122 Provision for held-for-trading securities (2) (*) (31,336,416,600) (31,336,416,600)

123 Held-to-maturity investments (1) (*) 4,014,468,721,001 4,014,468,721,001

135 Short-term loan receivables (1) (*) 2,125,166,122,168 2,125,166,122,168

136 Other short-term receivables (4) 626,203,073,987 85,946,950,764 712,150,024,751

137 Provision for doubtful debts (2) (54,815,552,602) (45,908,601,100) (100,724,153,702)

141 Inventories (3) 16,653,246,649,293 (331,307,723,610) 16,321,938,925,683

149 Provision for obsolete inventories (3) (54,895,665,767) 47,840,495,143 (7,055,170,624)

151 Short-term prepaid expenses (5) 175,767,407,122 157,539,742,904 333,307,150,026

153 Tax and other receivables from the State (4) 29,443,682,396 13,705,263,157 43,148,945,553

158 Other current assets (3),(4) 882,818,880,591 361,870,431,283 1,244,689,311,874

215 Long-term loan receivables (6) (*) 939,532,495,238 939,532,495,238

216 Other long-term receivables (7) - 100,602,091,252 100,602,091,252

228 Cost (8) 707,140,927,890 (136,500,000,000) 570,640,927,890

242 Construction in progress (8) 11,272,988,269,731 136,500,000,000 11,409,488,269,731

Other long-term investments (6) 3,921,649,610,843 (3,921,649,610,843) (**)

253 Investment in other entities (6) (*) 1,815,581,443,945 1,815,581,443,945

255 Held-to-maturity investments (6) (*) 1,166,535,671,660 1,166,535,671,660

261 Long-term prepaid expenses (9) 1,770,073,401,504 (751,135,854,036) 1,018,937,547,468

268 Other long-term assets (7) 4,900,602,091,252 (100,602,091,252) 4,800,000,000,000

311 Short-term trade payables (10) 1,628,746,222,883 (40,711,238,393) 1,588,034,984,490

314 Payables to employees (10) 55,874,576,362 90,197,063,277 146,071,639,639

315 Short-term accrued expenses (10) 3,645,659,661,277 (149,113,331,386) 3,496,546,329,891

318 Short-term unearned revenues (11) (*) 502,313,840,716 502,313,840,716

319 Other short-term payables (11) 10,333,943,140,608 (502,313,840,716) 9,831,629,299,892

320 Short-term loan and finance lease obligations

(9) 1,321,194,605,718 (22,126,482,187) 1,299,068,123,531

321 Short-term provision (10) - 99,627,506,502 99,627,506,502

336 Long-term unearned revenues (12) (*) 1,471,496,586,240 1,471,496,586,240

337 Other long-term liabilities (12) 6,413,683,795,381 (1,471,496,586,240) 4,942,187,209,141

338 Long-term loans and finance lease obligations (5),(9),(13) 32,014,819,167,101 (3,913,753,719,859) 28,101,065,447,242

339 Convertible bonds (13) (*) 3,342,284,090,914 3,342,284,090,914

340 Non-controlling interests (4) 6,888,591,962,940 178,055,416,737 7,066,647,379,677

(*) New items on Balance sheet under Circular 200.(**) Items of Balance sheet no longer presented under Circular 200

(1) Reclassify short-term investments to held-for-trading securities (VND105,781,413,500), held-to-maturity investments (VND4,014,468,721,001) and short-term loan receivables (VND2,125,166,122,168).

(2) Reclassify provision for diminution in value of short-term investments to provision for held-for-trading securities (VND31,336,416,600) and provision for doubtful debts (VND45,908,601,100).

(3) Detached provision for obsolete inventories which was offset against inventories (VND30,701,749,297); and reclassify inventories (VND362,009,472,907) after deducting provision for obsolete inventories (VND78,542,244,440) to other short-term assets.

(4) Reclassify other short-term receivables to tax and other receivables from the State (VND13,705,263,157) and reclassify other current assets to other short-term receivables (VND99,652,213,921), and adjust to increase non-controlling interests and other current assets (VND178,055,416,737).

(5) Offset short-term prepaid expenses against long-term loans and finance lease obligations (VND9,303,353,064) and reclassify selling expenses related to apartments not yet handed over from long-term prepaid expenses to short-term prepaid expenses (VND166,843,095,968).

(6) Reclassify other long-term investments to long-term loan receivables (VND939,532,495,238), investment in other

entities (VND1,815,581,443,945) and held-to-maturity investments (VND1,166,535,671,660).

(7) Reclassify other long-term assets to other long-term receivables (VND100,602,091,252).

(8) Reclassify the cost of intangible assets (after being represented in Note 42.1) to construction in progress (VND136,500,000,000).

(9) Offset long-term prepaid expenses against short-term loan and finance leases obligations (VND22,126,482,187) and long-term loans and finance lease obligations (VND562,166,275,881); reclassify selling expenses related to apartments not yet handed over from long-term prepaid expenses to short-term prepaid expenses (VND166,843,095,968).

(10) Reclassify short-term accrued expenses to short-term provison (VND99,627,506,502); payables to employees (VND90,197,063,277) and short-term trade payables (VND40,711,238,393) to short-term accrued expenses.

(11) Reclassify other short-term payables to short-term unearned revenues (VND502,313,840,716).

(12) Reclassify other long-term liabilities to long-term unearned revenues (VND1,471,496,586,240).

(13) Reclassify long-term loans and finance lease obligations to convertible bonds (VND3,342,284,090,914).

CONSOLIDATED INCOME STATEMENT

Code DescriptionPrevious year

(previously presented) ReclassificationPrevious year(Reclassified)

31 Other income (14) 261,925,884,973 (19,960,921,083) 241,964,963,890

32 Other expense (14) (227,116,582,678) 19,960,921,083 (207,155,661,595)

(14) Offset gains from disposal of fixed assets against other income and other expense (VND19,960,921,083).

(15) Reclassify changes in prepaid expenses to interest expenses (VND205,141,970,088).

CASH FLOW STATEMENT

Code DescriptionPrevious year

(previously presented) ReclassificationPrevious year(Reclassified)

06 Interest expenses (15) 2,711,269,664,974 205,141,970,088 2,916,411,635,062

12 (Increase)/decrease in prepaid expenses

(15) (774,696,243,771) (205,141,970,088) (979,838,213,859)

Currency: VND

Currency: VND

Currency: VND

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DescriptionPrevious year

(previously presented) ReclassificationPrevious year (Reclassified)

Production and operating costs (16) 20,226,209,509,117 (3,491,052,587,060) 16,735,156,922,057

In which:

Other expenses (16) 4,431,289,148,523 (3,491,052,587,060) 940,236,561,463

(16) Exclude financial expense (VND3,491,052,587,060) from other expenses which is a part of production and oprerating costs.

Except for the events after the balance sheet date presented in other notes of the consolidated financial statements, the Group also has following events after the balance sheet date:

On 28 December 2015, three (3) subsidiaries of the Company, which are Dong Phu Hung – Binh Thuan JSC, Hanoi Southern JSC, and Sai Dong JSC have signed the contract to acquire 100% voting shares of Vietnam Lotus Industrial and Commercial Investment JSC from individuals and corporate counterparties. Subsequently, on 1 March 2016, three (3) mentioned subsidiaries have signed a contract to dispose 100% voting shares of Vietnam Lotus Industrial and Commercial Investment JSC to a corporate counterparty.

On 11 January 2016, Tan Lien Phat JSC, a subsidiary, has signed a convertible loan contract to lend a corporate counterparty a convertible loan with an amount of VND598 billion. According to this convertible loan contract, Tan Lien Phat JSC has an authorisation to convert this loan at any time from disbursement date to maturity date to shares of this corporate counterparty.

On 15 January 2016, the Company has signed a contract to acquire 5% voting shares of Southern Star Urban Development and Trading Investment JSC from a corporate counterparty, thereby increase the Company’s owned voting shares in this subsidiary to 94%.

On 18 January 2016, three (3) subsidiaries of the Company, which are Dong Phu Hung – Binh Thuan JSC, Hanoi Southern JSC, and Sai Dong JSC have signed the contract to acquire 100% voting shares of Vietinbank Trade Union Investment JSC from corporate counterparties. Subsequently, on 1 March 2016, three mentioned subsidiaries have signed a contract to dispose 100% voting shares of Vietinbank Trade Union Investment JSC to other corporate counterparties.

On 29 January 2016, Dong Phu Hung – Binh Thuan JSC, a subsidiary, has signed a contract to purchase 92.88% voting shares of a State-owned enterprise which operates in the construction field.

On 1 February 2016, the Company and two subsidiaries, which are VinEco LLC and Hanoi Southern JSC, have completed the acquisition of 100% voting shares of Golden Rose Agricultural Products Food JSC from individuals with the consideration of VND21 billion. Accordingly, Golden Rose Agricultural Products Food JSC became a subsidiary of the Company.

On 3 February 2016, the Company and two subsidiaries, which are VinEco LLC and Hanoi Southern JSC, have completed the acquisition of 100% shares of Hoang Lan Production - Commerce – Services JSC from individuals with the consideration of VND28 billion. Accordingly, Hoang Lan Production – Commerce – Services JSC became a subsidiary of the Company.

On 3 February 2016, Vinhomes Real Estate Management LLC, a subsidiary, has received the fifth amended Business Registration Certificate from the Hanoi Department of Planning and Investment. Accordingly, ILF LLC has been merged into Vinhomes Real Estate Management LLC and increased charter capital of Vinhomes Real Estate Management LLC from VND100 billion to VND800 billion. As a result, this transaction has reduced the Group’s equity interest in Vinhomes Real Estate Management LLC from 100% to 12.5%. Vinhomes Real Estate Management LLC has converted from a subsidiary to the Group’s investment in other entities.

On 5 February 2016, the Company sucessfully issued two types of domestic corporate bonds with face value of VND1,950 billion and VND1,050 billion respectively. These bonds mature on 2021 and 2026, bear interest rate ranging from 7.75% to 8.5% per annum and are guaranteed by the

Credit Guarantee and Investment Facility (CGIF), a trust fund of the Asian Development Bank.

On 3 March 2016, the Company was selected as the strategic investor of Savina One Member Limited Liability Company following decision No. 712/QD-BVHTTDL issued by Ministry of Culture, Sports, and Tourism. Accordingly, the Company will acquire 44,141,474 voting shares (equivalent to 65% charter

capital) of Savina One Member Limited Liability Company by direct negotiation.

There is no matter or circumstance that has arisen since the consolidated balance date that requires an adjustment or a disclosure in the consolidated financial statements of the Group.

Currency: VND

43. EVENTS AFTER THE BALANCE SHEET DATE


30 March 2016

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APPENDIX 1 – THE GROUP STRUCTURE AS OF 31 DECEMBER 2015

No. Full name Short nameVoting

right (%)Equity

interest (%) Registered address Principal activities

1 Vincom Retail JSC Vincom Retail JSC 100.00% 99.01% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Investing, developing and trading real estate properties

2 South Vincom Retail LLC (1) South Vincom Retail LLC 100.00% 99.01% No. 72, Le Thanh Ton street and No. 45A Ly Tu Trong street, Ben Nghe ward, District 1, Ho Chi Minh city

Leasing real estate properties

3 North Vincom Retail LLC (2) North Vincom Retail LLC 100.00% 99.01% No. 72A, Nguyen Trai street, Thuong Dinh ward, Thanh Xuan district, Hanoi Leasing real estate properties

4 Metropolis LLC Metropolis LLC 100.00% 99.01% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Leasing real estate properties

5 Riverview Complex DaNang LLC Riverview Da Nang LLC 97.11% 96.15% Ngo Quyen street, An Bac Hai ward, Son Tra district, Da Nang city Investing, developing and trading real estate properties

6 Suoi Hoa Urban Development and Investment JSC Suoi Hoa JSC 88.00% 87.13% Km1 + 200, Tran Hung Dao street, Suoi Hoa ward, Bac Ninh city, Bac Ninh province Investing, developing and trading real estate properties

7 Vin Tay Commercial Trading JSC Vin Tay JSC 95.00% 94.06% No. 14 Nguyen Trai street, An Hoi ward, Ninh Kieu district, Can Tho city Leasing real estate properties

8 Hanoi Entertainment Culture Sport Center JSC Hanoi EntertainmentCulture Sport Center JSC

100.00% 99.01% No. 2, Pham Ngoc Thach Street, Trung Tu ward, Dong Da district, Hanoi Leasing real estate properties

9 Blue Star Urban Development and Commercial Investment JSC

Blue Star JSC 100.00% 99.01% No. 12, lane 99, Nam Duong street, 19 Thuong Thanh Ward , Long Bien district , Hanoi Investing, developing and trading real estate properties

10 An Phong Investment JSC An Phong JSC 100.00% 99.01% No. 3, Road 3/2, No. 11 ward, District 10, Ho Chi Minh city Leasing real estate properties

11 Times Trading Investment and Development One Member LLC

Times Trading LLC 100.00% 100.00% No. 72, Le Thanh Ton street and No. 45A Ly Tu Trong street, Ben Nghe ward, District 1, Ho Chi Minh city


12 Vinhomes 1 Real Estate Trading LLC Vinhomes 1 LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Trading real estate properties

13 Vinhomes 2 Real Estate Trading LLC Vinhomes 2 LLC 100.00% 99.92% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Trading real estate properties

14 Vinhomes Real Estate Management LLC Vinhomes Real Estate Management LLC

100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Real estate management, consultancy, advertisement and brokerage

15 Royal City Real Estate Development & Investment JSC

Royal City JSC 98.36% 98.36% No. 72A, Nguyen Trai street, Thuong Dinh ward, Thanh Xuan district, Hanoi Investing, developing and trading real estate properties

16 Hanoi Southern City Development JSC Hanoi Southern JSC 98.90% 98.60% No. 458, Minh Khai street, Vinh Tuy ward, Hai Ba Trung district, Hanoi Investing, developing and trading real estate properties

17 Saidong Urban Development & Investment JSC Sai Dong JSC 94.00% 94.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi


18 Xavinco Land JSC Xavinco JSC 96.44% 96.42% No. 191, Ba Trieu street, Le Dai Hanh ward, Hai Ba Trung district, Hanoi Investing, developing and trading real estate properties

19 Isado Business Cooperation and Development LLC ISADO LLC 70.00% 65.80% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi


20 Tan Lien Phat Construction Investment Corporation JSC

Tan Lien Phat JSC 75.00% 74.68% No. 72, Le Thanh Ton Street, Ben Nghe ward, District 1, Ho Chi Minh city Investing, developing and trading real estate properties

21 Hong Ngan Real Estate JSC Hong Ngan JSC 99.00% 93.06% No. 31, Ngo Gieng, Dong Cac street, O Cho Dua, Dong Da district, Hanoi Investing, developing and trading real estate properties

22 Xalivico LLC Xalivico LLC 74.00% 71.35% 233 Nguyen Trai street, Thuong Dinh ward, Thanh Xuan district, Hanoi Investing, developing and trading real estate properties

23 Vietnam Exhibition Fair Center JSC VEFAC JSC 83.32% 83.32% No. 148 Giang Vo street, Giang Vo ward, Ba Dinh district, Hanoi Investing, developing and trading real estate properties

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26 Metri Sport and Entertainment Development JSC Metri JSC 67.17% 67.17% No 7 Thang Long Avenue , Me Tri ward, Nam Tu Liem district , Hanoi Investing, developing and trading real estate properties

27 Dong Phu Hung - Binh Thuan JSC Dong Phu Hung - Binh Thuan JSC 100.00% 98.45% Highway 55 , village Thang Hai, Thang Hai Commune , Ham Tan ,Binh Thuan Province Investing, developing and trading real estate properties

28 Metropolis Hanoi LLC Metropolis Hanoi LLC 100.00% 98.36% HH land area, Pham Hung street, Nam Tu Liem, Hanoi Investing, developing and trading real estate properties

29 Sunflower Development and Investment JSC Sunflower JSC 100.00% 75.15% T4-L2-10, Room 10, 2nd floor, Times City, 458 Minh Khai street, Hai Ba Trung district, Hanoi Investing, developing and trading real estate properties

30 Vinaconex-Viettel Urban Development JSC Vinaconex-Viettel JSC 98.30% 75.12% Floor 9, Vinaconex Tower, No. 34 Lang Ha street, Dong Da district, Hanoi Investing, developing and trading real estate properties

31 Vinpearl JSC Vinpearl JSC 100.00% 88.30% Hon Tre Island, Vinh Nguyen ward, Nha Trang City, Khanh Hoa province Investing, developing and trading hospitality services

32 Vinpearl Hotel Management LLC Vinpearl Hotel Management LLC 100.00% 88.30% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Management consultancy, real estate brokerage, auction, tourism support and promotion, providing short-stay services

33 Vinpearl Nha Trang LLC Vinpearl Nha Trang LLC 100.00% 88.30% Hon Tre Island, Vinh Nguyen ward, Nha Trang City, Khanh Hoa province Investing, developing and trading hospitality services

34 Vinpearl Da Nang One Member LLC Vinpearl Da Nang LLC 100.00% 88.30% Truong Sa road, Hoa Hai ward, Ngu Hanh Son district, Da Nang city Investing, developing and trading hospitality services

35 Vinpearl Hoi An One Member LLC Vinpearl Hoi An LLC 100.00% 88.30% Phuoc Hai Block, Cua Dai ward, Hoi An city, Quang Nam province Investing, developing and trading hospitality services

36 Vinpearl Quy Nhon JSC Vinpearl Quy Nhon JSC 98.00% 86.54% Hai Giang Village, Nhon Hai Commune, Quy Nhon city, Binh Dinh province Ecotourism and other services

37 Future Property Invest LLC FPI LLC 100.00% 88.30% Truong Sa road, Hoa Hai ward, Ngu Hanh Son district, Da Nang city Investing, developing and trading hospitality services

38 Tay Tang Long Real Estate LLC Tay Tang Long LLC 59.00% 53.27% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Investing, developing and trading real estate properties

39 Tay Ho View Hotel and Tourism LLC Tay Ho View LLC 70.00% 61.81% No. 58 Tay Ho Street, Quang An ward, Tay Ho district, Hanoi Investing, developing and trading hospitality services

40 Vinpearl Bai Dai LLC Vinpearl Bai Dai LLC 90.00% 79.47% No. 17A Bach Dang Street, Phuoc Tien ward, Nha Trang city, Khanh Hoa province Investing, developing and trading hospitality services

41 Cam Ranh Investment LLC Cam Ranh LLC 90.00% 79.47% No. 16, Mac Dinh Chi, Phuoc Tien ward, Nha Trang city, Khanh Hoa province Investing, developing and trading hospitality services

42 Hon Mot Tourism JSC Hon Mot JSC 83.63% 73.85% Hon Tre Island, Vinh Nguyen ward, Nha Trang City, Khanh Hoa province Investing, developing and trading hospitality services

43 Hon Tre Investment And Development LLC Hon Tre LLC 90.00% 79.47% No. 42/2 Dong Nai,Phuoc Hai ward, Nha Trang city, Khanh Hoa province Investing, developing and trading hospitality services


right (%)Equity


24 Southern Star Urban Development and Trading Investment JSC

Southern Star JSC 90.00% 89.99% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Investing, developing and trading real estate properties

25 Hoa Mai Trading Commercial Services LLC Hoa Mai LLC 74.00% 74.00% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Investing, developing and trading real estate properties

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right (%)Equity


44 Phu Quoc Tourism Development and Investment JSC

Phu Quoc Tourism JSC 55.00% 48.57% Bai Dai Area, Ganh Dau Commune, Phu Quoc district, Kien Giang province Providing short – stay services

45 Vinpearl Phu Quoc One Member LLC Vinpearl Phu Quoc LLC 100.00% 48.57% Bai Dai Area, Ganh Dau Commune, Phu Quoc district, Kien Giang province Investing, developing and trading hospitality services

46 Vinpearl Ha Long LLC Vinpearl Ha Long LLC 100.00% 88.30% Reu Island, Bai Chay ward, Ha Long City, Quang Ninh province Investing, developing and trading hospitality services

47 Vinpearl Golf Club Management LLC Vinpearl Golf Club Management LLC

100.00% 88.30% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Management consultancy services

48 Vincharm Spa Management LLC Vincharm Spa LLC 100.00% 88.30% No. 72, Le Thanh Ton Street, Ben Nghe ward, District 1, Ho Chi Minh city Beauty care services

49 Vinpearlland LLC Vinpearlland LLC 100.00% 100.00% Hon Tre Island, Vinh Nguyen ward, Nha Trang City, Khanh Hoa province Amusement park and theme park entertainment services

50 BFF Commercial Trading Investment LLC BFF LLC 86.96% 86.94% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Retails in department stores

51 Vincommerce General Commerce Services JSC(3) Vincommerce JSC 69.51% 51.91% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Retails in department stores

52 Vinmart+ JSC Vinmart+ JSC 69.51% 51.91% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Retails in department stores

53 Vinecom LLC Vinecom LLC 55.00% 55.00% Tower 2, Times City urban area, No. 458 Minh Khai street, Hai Ba Trung ward, Hanoi Retail sale via phone and internet

54 Vinpro Trading and Services LLC VinPro LLC 100.00% 99.92% No. 72, Le Thanh Ton street, Ben Nghe ward, District 1, Ho Chi Minh city Retail computers, software, telecommunication devices and audio-visual devices

55 VinDS Trading and Services LLC VinDS LLC 70.00% 69.02% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Sale of goods in shopping mall or retail outlets

56 SuperHigh-speed Logistics Services JSC SuperHigh-speed JSC 97.00% 96.96% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Providing logistic and other related services

57 Vinlinks JSC Vinlinks JSC 79.96% 79.96% 5th floor, 3D Building, Duy Tan street, Dich Vong Hau ward, Cau Giay district, Hanoi Providing logistic and other related services

58 Vincom 1 Construction Management LLC Vincom 1 Construction LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Residential and civil constructionsArchitecture activities and technical consultancy






Rendering architectural & construction technical advisory services

62 Vinmec International General Hospital JSC Vinmec JSC 100.00% 89.20% No 458, Minh Khai street, Vinh Tuy ward,Hai Ba Trung district, Hanoi Health care, medical and related services

63 Vinschool One Member LLC Vinschool LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Providing education services

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(1) Previously known as Vincom Center B Ho Chi Minh City One Member LLC, changing name after merger to Vincom Thu Duc LLC.

(2) Previously known as Vincom Mega Mall Royal City One Member LLC, changing name after merger with 4 other companies: Vincom Center Ba Trieu LLC, Vincom Mega Mall Times City LLC, Vincom Center Ha Long LLC and Hai Phong Land Development and Investment One Member Limited Company.

(3) Previously known as VinMart Supermarket JSC.

(4) These companies was in dissolution process as at 31 December 2015.


right (%)Equity


64 Vinacademy Education and Training LLC VinAcademy LLC 100.00% 99.92% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Providing education services

65 Vincom Security Service LLC Vincom Security LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Security services

66 VinEco Agricultural Investment Development and Production LLC

VinEco LLC 70.00% 70.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Producing and trading agricultural products

67 VinEco-Tam Dao Agricultural Investment Development and Production LLC

Vineco Tam Dao LLC 89.02% 62.32% Co Quan Commune, Gia Khanh town, Binh Xuyen district, Vinh Phuc province Producing and trading agricultural products

68 Dongnai - Vineco Agriculture LLC Dongnai-Vineco LLC 77.50% 54.25% Km13, Highway 51, Long Khanh 3 Hamlet , Tam Phuoc commune , Bien Hoa City , Dong Nai province .

Producing and trading agricultural products

69 Ha Thanh Real Estate Investment And Urban Infrastructure Development LLC (4)

Ha Thanh LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Transportation roads and railway constructions

70 Buon Ma Thuot Commercial Center LLC (4) Buon Ma Thuot LLC 100.00% 51.91% No. 78, Ly Thuong Kiet street, Buon Ma Thuot City, Dak Lak province Leasing real estate properties

71 Hop Nhat Trading JSC (4) Hop Nhat Trading JSC 99.80% 79.80% 5th floor, 3D Building, Duy Tan street, Dich Vong Hau ward, Cau Giay district, Hanoi Providing logistic and other related services

72 Vincom 6 Construction Management LLC (4) Vincom 6 Construction LLC 100.00% 99.92% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Rendering architectural & construction technical advisory services

73 VME Marketing LLC (4) VME Marketing LLC 100.00% 99.92% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Rendering marketing service

74 Vinlandscape Design Construction And Landscape Management LLC (4)

Vinlandscape LLC 100.00% 100.00% No. 7, Bang Lang 1 street, Vinhomes Riverside Eco-urban Area, Viet Hung ward, Long Bien district, Hanoi

Landscape maintenance services

75 Ocean Mart Express JSC (4) Ocean Mart Express JSC 80.00% 41.53% No. 19, Nguyen Trai Road, Khuong Trung ward, Thanh Xuan district, Hanoi Sale of goods in retail outlets

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Summary IFRS consolidated financial statements


Notes 20152014

(Reclassified*) 2013

Sale of inventory property 21,179,148,427,947 21,737,531,428,617 14,657,846,833,066

Leasing of investment properties and rendering of related services

2,626,594,016,799 2,081,148,806,516 1,797,773,534,810

Rendering of hospitality, entertainment and related services

2,848,396,713,901 2,113,985,422,722 1,598,573,038,093

Rendering of health care and related services

770,605,761,951 656,565,516,769 286,917,398,734

Rendering of education and related services 514,231,160,146 229,548,890,247 3,837,671,011

Sale of goods in supermarkets, convenience stores and retail outlets

4,306,023,191,680 421,051,494,099 1,639,469,513

Rendering of construction services 1,406,261,489,860 17,788,745,325 -

Other revenue 746,674,674,730 383,379,418,995 30,113,372,615

Revenue 34,397,935,437,014 27,640,999,723,290 18,376,701,317,842

Cost of sales 11.1 (22,326,180,022,944) (16,814,230,632,632) (11,116,976,385,050)

Gross profit 12,071,755,414,070 10,826,769,090,658 7,259,724,932,792

Valuation gain from completed investment property

16 647,858,601,902 259,311,520,016 2,037,512,148,200

Valuation gain on investment property under construction

17 67,991,183,846 1,174,571,478,490 405,215,622,825

Other operating income 11.2 416,779,891,505 385,932,246,890 385,371,606,413

Selling and distribution costs 11.3 (3,555,176,925,098) (953,173,773,051) (266,576,899,386)

Administrative expenses 11.4 (3,345,910,979,492) (1,622,752,319,824) (877,338,303,488)

Other operating expenses 11.5 (155,242,931,546) (46,622,671,289) (91,150,123,812)

Operating profit 6,148,054,255,187 10,024,035,571,890 8,852,758,983,544

Finance income 11.6 1,860,594,944,429 1,170,043,347,806 806,935,622,676

Finance costs 11.7 (3,489,427,846,357) (4,156,307,002,024) (2,021,038,822,912)

Net (loss)/gain on financial asset/liability at fair value through profit or loss

34.2 (318,990,935,600) 102,776,671,940 (280,287,425,521)

Share of profit/(loss) of associates 8 28,192,276,513 (12,723,839,340) 53,304,805,480

Profit before tax 4,228,422,694,172 7,127,824,750,272 7,411,673,163,267

Income tax expense 12 (1,669,476,302,603) (1,740,891,441,047) (1,299,223,897,379)

Profit for the year 2,558,946,391,569 5,386,933,309,225 6,112,449,265,888

Attributable to:

Equity holders of the parent 1,813,718,976,072 4,759,962,662,932 5,697,867,501,585

Non-controlling interests 745,227,415,497 626,970,646,293 414,581,764,303

Consolidated income statementfor the year ended 31 December 2015, 31 December 2014, 31 December 2013

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEfor the year ended 31 December 2015, 31 December 2014, 31 December 2013

Currency: VND Currency: VND

Notes 2015 2014 2013

Profit for the year 2,558,946,391,569 5,386,933,309,225 6,112,449,265,888

Attributable to:



Earnings per share 13

Basic, profit from continuing operations attributable to equity holders of the parent

1,061 2,903 3,506

Diluted, profit from continuing operations attributable to equity holders of the parent

1,061 2,903 3,506

Total comprehensive income for the year, net of tax

2,558,946,391,569 5,386,933,309,225 6,112,449,265,888

Attributable to:



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Summary IFRS consolidated financial statementsSummary IFRS consolidated financial statements

Notes 20152014

(Reclassified*)2013

(Reclassified*)

ASSETS

NON-CURRENT ASSETS

Property and equipment 14 20,392,973,908,804 11,548,606,990,518 5,965,140,394,995

Intangible assets 15 4,912,734,421,388 1,651,620,986,606 737,699,004,761

Completed investment property 16 29,741,444,527,477 24,304,938,854,727 22,537,114,631,445

Investment property under construction 17 11,732,344,946,371 8,874,573,168,448 4,738,936,502,209

Construction in progress 19 6,747,626,194,623 3,766,514,368,335 1,428,063,172,459

Investment in associates 8 6,705,391,848,970 927,622,881,676 1,826,147,782,589

Deferred tax assets 12.2 314,578,899,723 322,441,863,345 83,961,738,754

Long-term prepayments 22 1,429,073,529,412 910,685,302,139 361,689,518,290

Other non-current assets 21 5,769,368,258,221 8,713,603,748,186 2,871,561,785,694

Total non-current assets 87,745,536,534,989 61,020,608,163,980 40,550,314,531,196

CURRENT ASSETS

Inventories 24 28,878,583,573,492 19,130,609,723,994 24,146,597,202,075

Trade receivables 25 2,401,490,621,829 615,510,006,047 857,717,852,346

Advances to suppliers 6,693,959,969,973 1,459,215,551,014 1,067,203,605,764

Financial assets at fair value through profit or loss

23 370,812,106,518 74,444,996,900 25,009,776,000

Loans to and receivables from related parties

40 142,189,003,048 319,398,795,326 498,741,240,075

Short-term prepayments and other receivables

26 9,953,538,949,004 2,096,042,919,048 5,540,992,607,128

Short-term investments 27 12,582,810,895,507 6,077,802,744,475 5,495,405,882,770

Cash and cash equivalents 28 6,934,902,178,877 7,607,402,590,552 7,534,048,703,295

Total current assets 67,958,287,298,248 37,380,427,327,356 45,165,716,869,453

Assets classified as held for sale 10 173,536,690,652 173,475,990,356 -

TOTAL ASSETS 155,877,360,523,889 98,574,511,481,692 85,716,031,400,649

Notes 2015 2014 2013

EQUITY AND LIABILITIES

EQUITY

Issued capital 36.1 18,681,880,870,000 14,545,550,980,000 9,296,036,790,000

Share premium 7,632,863,374,561 6,184,733,954,154 2,991,318,776,167

Treasury shares 36.2 (3,609,183,275,263) (3,707,383,275,263) (4,985,884,215,349)

Other reserves 27,845,114,930 22,845,114,930 17,845,114,930

Retained earnings 7,120,517,340,112 9,180,738,208,390 12,021,869,785,338

Equity attributable to equity holders of the parent

29,853,923,424,340 26,226,484,982,211 19,341,186,251,086

Non-controlling interests 36.3 13,866,033,889,706 6,286,346,261,395 3,972,618,723,604

Total equity 43,719,957,314,046 32,512,831,243,606 23,313,804,974,690

NON-CURRENT LIABILITIES

Interest-bearing loans and borrowings 35 35,456,813,472,254 31,179,434,165,219 22,371,382,981,205

Long-term customers’ deposits 31 299,123,310,747 216,875,262,722 260,414,760,285

Long-term deferred revenue and advance from customers

33 6,753,495,367,392 6,162,446,924,111 5,762,805,429,665

Deferred tax liabilities 12.2 3,635,842,155,326 3,048,012,813,066 2,644,690,782,102

Other long-term liabilities 30,748,062,874 37,924,129,355 976,054,354

Total non-current liabilities 46,176,022,368,593 40,644,693,294,473 31,040,270,007,611

CURRENT LIABILITIES

Short-term loans and borrowings 34.1 1,001,834,468,920 1,258,304,056,555 2,977,135,851,043

Financial liability at fair value through profit or loss

34.2 682,093,849,360 683,358,563,520 1,460,790,946,925

Trade payables 4,564,191,853,380 1,628,746,222,883 1,158,828,828,875

Deposits and down payment from customers

32 45,315,758,470,535 14,714,504,156,437 16,288,155,299,073

Borrowing from and payables to related parties

40 479,842,709,199 17,228,800,466 43,826,637,724

Short-term deferred revenue 33 1,111,225,919,896 550,965,893,268 339,435,312,812

Accruals 29 7,695,389,551,279 3,995,743,374,512 6,222,740,600,068

Corporate income tax payable 12.1 661,164,447,688 503,949,795,404 896,557,840,180

Other current liabilities 30 4,469,876,330,391 2,064,176,770,898 1,974,485,101,648

Total current liabilities 65,981,377,600,648 25,416,977,633,943 31,361,956,418,348

Total liabilities 112,157,399,969,241 66,061,670,928,416 62,402,226,425,959

Liabilities directly associated with assets classified as held for sale

10 3,240,602 9,309,670 -

TOTAL EQUITY AND LIABILITIES 155,877,360,523,889 98,574,511,481,692 85,716,031,400,649

Currency: VND

Currency: VNDCONSOLIDATED STATEMENT OF FINACIAL POSITIONas at 31 December 2015, 31 December 2014 and 31 December 2013

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Summary IFRS consolidated financial statementsSummary IFRS consolidated financial statements

Notes 2015 2014 2013

OPERATING ACTIVITIES

Profit before tax from continuing operations 4,228,422,694,172 7,127,824,750,272 7,411,673,163,267

Profit before tax 4,228,422,694,172 7,127,824,750,272 7,411,673,163,267

Adjustments to reconcile profit before tax to net cash flows:

Depreciation, amortisation, impairment of goodwill and gain from bargain purchase

1,284,726,855,576 509,387,558,854 342,282,972,705

Provision 200,695,896,224 71,609,018,302 56,933,739,373

Foreign exchange loss 474,407,293,201 178,192,392,574 77,182,459,436

Loss/(gain) on disposal of property and equipment

36,847,457,860 (3,104,218,385) 3,013,515,056

Profit from disposal of investments in subsidiaries and other entities

(110,854,558,093) (137,667,866,676) (211,585,440,869)

(Increase)/decrease in fair value of financial assets at fair value through profit or loss

11.6, 11.7 (141,014,606,874) 23,977,080,600 (3,589,920,000)

Loss/(gain) on financial liabilities at fair value through profit or loss

34.2 318,990,935,600 (102,776,671,940) 280,287,425,521

Changes in amortised cost of loans and receivables other than nominal interest

(43,638,516,661) (19,812,218,325) (106,064,104)

Changes in amortised cost of payables other than nominal interest

538,645,485,107 1,013,418,866,496 69,232,228,159

Interest and dividend income 11.2, 11.6 (1,645,899,541,473) (1,142,105,330,177) (756,474,309,084)

Interest expense 11.7 2,402,860,475,537 2,771,297,326,323 1,459,922,785,661

Share of profit/(loss) of associates 8 (28,192,276,513) 12,723,839,340 (53,304,805,480)

Valuation gains on investment property and investment property under construction

18 (715,849,785,748) (1,433,882,998,506) (2,442,727,771,025)

Working capital adjustments:

(Increase)/decrease in trade and other receivables

(4,529,029,763,270) (215,818,430,208) 1,506,465,991,329

(Increase)/decrease in inventories (7,425,054,156,235) 8,717,442,970,739 (972,723,339,123)

Increase/(decrease) in trade and other payables

40,678,171,090,009 (324,285,341,587) 3,811,823,118,488

(Increase)/decrease in prepayments (1,913,081,448,848) (848,564,488,639) 184,758,895,784

Other cash (outflows)/inflows from operating activities

(20,815,480,785) (19,749,436,780) 6,453,281,065

Income tax paid 12.1 (1,421,314,104,431) (1,910,568,513,664) (1,803,518,979,544)

Net cash flows from operating activities 32,169,023,944,355 14,267,538,288,613 8,965,998,946,615

Notes 2015 2014 2013

INVESTING ACTIVITIES

Proceeds from sale of property and equipment

38,823,385,497 23,987,643,862 39,220,197,524

Purchase of property and equipment, investment property and construction in progress

(14,514,819,118,700) (11,348,610,949,497) (5,721,094,644,976)

Payment for equity investment in other entities

(3,077,484,315,345) (1,254,685,000,000) (2,766,589,691,339)

Advance for business co-operation contracts

(3,621,128,422,500) (5,800,000,000,000) (266,500,000,000)

Collection of advance for business co-operation contracts

- 266,500,000,000 -

Deposits for investment in potential real estate projects

(23,954,604,785) (700,000,000,000) (1,900,000,000,000)

Redemption of deposit for potential real estate projects

- 800,000,000,000 -

Acquisition of new subsidiaries, net of cash balance at subsidiaries at acquisition date

(12,939,136,407,998) (2,359,415,821,372) (2,866,077,367,641)

Short-term deposits for interest gain (12,103,288,911,471) (3,509,011,030,716) (4,541,578,166,950)

Collection of short-term deposit for interest gain

6,171,224,825,237 2,232,617,805,005 4,049,451,412,100

Disbursement of loans (6,777,600,000,000) (885,106,000,000) (3,528,200,635,090)

Collection of loans 2,669,609,550,761 1,711,688,675,151 730,888,896,482

Proceeds from disposals of equity investments in subsidiaries, net of cash disposed

1,697,969,504,204 167,000,000,000 9,697,723,681,183

Proceeds from disposals of equity investments in other entities

1,298,600,688,558 465,000,000,000 760,299,910,908

Proceeds from deposit of counterparties for acquiring investments

648,000,000,000 199,312,091,675 -

Redemption of deposit to counterparties for acquiring investments

655,302,896,515 232,200,000,000 -

Interest and dividend received 1,152,731,210,287 1,017,729,795,067 539,692,018,943

Net cash flows used in investing activities (38,725,149,719,740) (18,740,792,790,825) (5,772,764,388,856)

FINANCING ACTIVITIES

Payment for acquisition of treasury shares - - (2,953,978,284,083)

Proceeds from sale of treasury shares - 1,411,009,772,856 -

Capital contribution from non-controlling interest 7,544,319,623,168 2,948,518,325,757 3,256,960,309,647

Payment for acquisition of additional interest in existing subsidiaries (523,718,706,200) (3,025,235,910,441) (251,000,000,000)

Currency: VND

Currency: VNDCONSOLIDATED STATEMENTS OF CASH FLOWSfor the year ended 31 December 2015, 31 December 2014, 31 December 2013

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Reconciliation between VAS and IFRS consolidated income statements

Notes 2015 2014 2013

Proceeds from partial disposals of subsidiaries

262,710,330,000 187,099,660,000 -

Proceeds from borrowings 20,664,801,635,454 17,264,986,730,202 16,614,545,541,480

Repayment of borrowings (16,711,194,036,087) (8,682,400,989,547) (11,103,071,677,430)

Interest paid (4,381,857,928,346) (3,191,276,794,957) (2,550,652,028,899)

Dividend paid to non-controlling interests (974,185,674,300) (521,509,281,485) -

Dividends paid to equity holders of the parent - (1,844,966,743,620) (288,850,999,997)

Net cash flows from financing activities 5,880,875,243,689 4,546,224,768,765 2,723,952,860,718

Net (decrease)/increase in cash and cash equivalents

(675,250,531,696) 72,970,266,553 5,917,187,418,477

Cash and cash equivalents at 1 January 7,607,402,590,552 7,534,048,703,295 1,616,855,174,935

Impact of exchange rate fluctuation 2,750,120,021 383,620,704 6,109,883

Cash and cash equivalents at31 December

28 6,934,902,178,877 7,607,402,590,552 7,534,048,703,295

Currency: VND Currency: VND

No Items Amount

I Profit after tax of VAS 1,501,475,443,451

II Adjustment for IFRS

1 Valuation gain on investment properties, investment properties under construction at fair value

715,400,213,695

2 Net gain on financial liability at fair value through profit or loss 11,954,611,291

3 Finance income/expenses arising from measurement of loans/customers' deposits/AR at amortised cost

(5,049,403,221)

4 Adjustment for gain/loss from investment activities (155,716,745,092)

5 Recognition of convertible bond (525,479,144,399)

6 Recognition of convertible lending 171,811,097,712

7 Adjustment for profit shared from associates (11,035,477,687)

8 Deferred tax expenses

8.1. Deferred tax expenses/income incurred from measurement of investment properties, investment properties under construction at fair value and adjustment for tax rate

(202,861,352,067)

8.2. Other deferred tax expenses/income incurred this year (115,989,428,586)

9 Other adjustments

9.1. Adjustments for prepayments which should be expenses under IFRS 191,280,728,300

9.2 . Recognition of differences in depreciation of investment properties and amortisation of prepaid land rental fees asbeing measured at fair value

371,299,280,702

9.3 Reversal of goodwill amotisaton expenses 629,216,044,433

9.4 Other expenses adjustment (17,359,476,963)

III Profit after tax of IFRS 2,558,946,391,569


VINCOM CENTER NGUYEN CHI THANH Hanoi

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TO CREATE A BETTER LIFE FOR THE VIETNAMESE PEOPLEANNUAL REPORT 2015

VINGROUP JOINT STOCK COMPANY

No. 7 Bang Lang 1, Vinhomes Riverside Ecological Area, Viet Hung Ward, Long Bien District, Hanoi, VietnamTel: (84-4) 3974 9999Fax: (84-4) 3974 8888Website: www.vingroup.net

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