##### Table of Contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 20-F   (Mark One) ☐
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR  ☐
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year
ended OR  ☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR  ☒
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report: August 14, 2023 Commission File Number: 001-41782   VinFast Auto Ltd. (Exact name of Registrant as specified in its charter)    Not applicable

Singapore(Translation of Registrants name into English)

(Jurisdiction of incorporation or organization) Dinh Vu  Cat Hai Economic Zone Cat Hai Islands, Cat Hai Town, Cat Hai District Hai Phong City, Vietnam +84 225 3969999 (Name,
Telephone, Email and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant
to Section 12(b) of the Act:  Title of each class

Trading Symbol(s)

Name of exchange on which registeredOrdinary shares, no par value

VFS

The NASDAQ Stock Market LLCWarrants, each exercisable for one ordinary share at an exercise price of $11.50 per ordinary share

VFSWW

The NASDAQ Stock Market LLC Securities registered or to be registered pursuant to Section 12(g) of the Act: None (Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None (Title of Class)   Indicate the number of outstanding shares of each of the issuers classes of capital or common stock as of the close of the period covered by the shell
company report: 2,307,170,695 ordinary shares and 14,829,989 warrants as of August 14, 2023. Indicate by check mark if the registrant is a
well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☐    No  ☒ If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934.    Yes  ☐    No  ☐ Indicate by
check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☐    No  ☒ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of
Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    Yes  ☒    No  ☐ Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of large accelerated filer, accelerated filer, and emerging
growth company in Rule 12b-2 of the Exchange Act.  Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒Emerging growth company

☒ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ The term new or revised financial accounting standard refers to any update issued by the Financial Accounting Standards Board to its
Accounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its
managements assessment of the effectiveness of its internal control over financial reporting over Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit
report.  ☐ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this
filing:  U.S. GAAP  ☒

International Financial Reporting Standards as issued

☐



Other  ☐by the International Accounting Standards Board If Other has been checked in response to the previous question indicate by check mark which financial statement
item the registrant has elected to follow.    Item 17  ☐    Item 18  ☐ If this is
an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act).    Yes  ☐    No  ☐




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##### Table of Contents

TABLE OF CONTENTS  PageEXPLANATORY NOTE


1CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS


2PART IItem 1. Identity of Directors, Senior Management and
Advisers


4Item 2. Offer Statistics and Expected Timetable


4Item 3. Key Information


4Item 4. Information on the Company


5Item 4A. Unresolved Staff Comments


6Item 5. Operating and Financial Review and
Prospects


6Item 6. Directors, Senior Management and Employees



6Item 7. Major Shareholders and Related Party
Transactions


7Item 8. Financial Information


8Item 9. The Offer and Listing


8Item 10. Additional Information


9Item 11. Quantitative and Qualitative Disclosures About Market
Risk


10Item 12. Description of Securities Other Than Equity
Securities


10PART II


10PART III


11Item 17. Financial Statements


11Item 18. Financial Statements


11Item 19. Exhibits


11




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EXPLANATORY NOTE On August 14, 2023, VinFast Auto Ltd., a public company incorporated under the laws of Singapore (Company Registration No: 201501874G) (the
Company or VinFast) announced the completion of the previously announced business combination with Black Spade Acquisition Co, a Cayman Islands exempted company (Black Spade or BSAQ), pursuant to the
business combination agreement, dated as of May 12, 2023, by and among the Company, Black Spade, and Nuevo Tech Limited, a Cayman Islands exempted company and wholly owned subsidiary of the Company (Merger Sub) (the Original
Business Combination Agreement) as amended by the First Amendment to Business Combination Agreement, dated as of June 14, 2023 (the First Amendment to Business Combination Agreement and, together with the Original Business
Combination Agreement, the Business Combination Agreement). In connection with, and prior to, the business combination: (i) on
July 31, 2023, VinFast converted from a Singapore private limited company operating under the name VinFast Auto Pte. Ltd. into a Singapore public limited company operating under the name VinFast Auto Ltd.; and
(ii) on August 1, 2023, VinFast effected a share consolidation such that the number of issued and outstanding ordinary share in the capital of VinFast was reduced from 2,412,852,458 ordinary shares to 2,299,999,998 ordinary shares. Pursuant to the terms of the Business Combination Agreement, among other things, the following transactions occurred: (i) on August 11, 2023, Merger
Sub merged with and into Black Spade, with Black Spade surviving the merger as a wholly-owned subsidiary of VinFast, (ii) on August 14, 2023, each issued and outstanding Class B ordinary share of Black Spade, par value $0.0001 per
share and each issued and outstanding Class A ordinary share of Black Spade, par value $0.0001 per share (other than BSAQ Class A ordinary shares that were treasury shares, validly redeemed shares, or BSAQ dissenting shares) were converted
into one VinFast ordinary share, and (iii) VinFast, Black Spade and Continental Stock Transfer & Trust Company (Continental) entered into an assignment, assumption, amendment agreement (the Warrant Assumption
Agreement) dated as of August 11, 2023, and on August 14, 2023, each issued and outstanding warrant of Black Spade sold to the public and to Black Spade Sponsor LLC, a limited liability company registered under the laws of the Cayman
Islands (Sponsor), in a private placement in connection with Black Spades initial public offering were exchanged for a corresponding warrant exercisable for VinFast ordinary shares. Pursuant to the terms of the Sponsor Support and Lock-Up Agreement and Deed, dated as of May 12, 2023, as amended
by the First Amendment to Sponsor Support and Lock-Up Agreement, dated as of June 14, 2023, by and among the Company, the Sponsor and certain initial shareholders of Black Spade and the backstop
subscription agreement, dated as of August 10, 2023, by and among the Company, Sponsor and Lucky Life Limited (the Backstop Subscriber), on August 14, 2023, VinFast issued to the Backstop Subscriber 1,636,797 ordinary shares
for $10.00 per share for an aggregate purchase price of $16.4 million (the Backstop Subscription). As a result of the foregoing
transactions, there were 2,307,170,695 ordinary shares and 14,829,989 warrants outstanding as of August 14, 2023. On August 15, 2023,
VinFasts ordinary shares and warrants commenced trading on the Nasdaq Stock Market LLC (Nasdaq) under the symbols, VFS and VFSWW, respectively. Except as otherwise indicated or required by context, references in this shell company report on Form 20-F (including
information incorporated by reference herein, the Report) to we, us, our, our company or VinFast refer to VinFast Auto Ltd. and its consolidated subsidiaries.  1




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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Report and the information incorporated by reference herein include certain forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (or the Exchange Act). All statements other than statements of historical facts contained in this Report, including
statements regarding VinFasts future financial position, business strategy and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology
such as believe, may, estimate, continue, anticipate, intend, should, plan, expect, predict, potential or the
negative of these terms or other similar expressions. Forward-looking statements include, without limitation, VinFasts expectations concerning the outlook for their business, productivity, plans and goals for future operational improvements
and capital investments, operational performance, future market conditions or economic performance and developments in the capital and credit markets and expected future financial performance, as well as any information concerning possible or
assumed future results of operations of VinFast as set forth in the sections of this Report. Forward-looking statements also include statements regarding the expected benefits of the Business Combination between VinFast and Black Spade. These
forward-looking statements are based on the beliefs and assumptions of the management of Black Spade and VinFast. Although VinFast believe that such plans, intentions and expectations reflected in or suggested by these forward-looking statements are
reasonable, VinFast cannot assure you that such plans, intentions or expectations will be achieved or realized. Forward-looking statements involve a
number of risks, uncertainties and assumptions, and actual results or events may differ materially from those projected or implied in those statements. Important factors that could cause such differences include, but are not limited to:  

VinFast is a growth stage company with a history of losses, negative cash flows from operating activities and
negative working capital;  

VinFast expects to require significant additional capital, which it expects to fund through additional debt and
equity financing, to support its business growth, and such capital may not be available on commercially reasonable terms or at all, which may impose restrictions on capital raising activities and or other financial or operational matters or lead to
dilution of your shareholding in VinFast;  

VinFast is a new entrant in the EV industry and faces risks in the marketing and sale of its EVs in international
markets where it only recently began delivering;  

VinFasts ability to successfully introduce and market net products and services;  

VinFasts ability to grow and market its brand and EVs in markets outside Vietnam and manage any negative
publicity which may harm its brand, reputation, public credibility and consumer confidence, including any negative publicity arising from any differences in the advertised driving range, certified driving range and actual driving performance of its
EVs, which depend on various factors beyond its control, including driving habits and conditions;  

VinFasts ability to successfully compete in the highly competitive automotive industry;  

VinFasts ability to control the costs associated with its operations;  

VinFast depends, directly and indirectly, on suppliers for component parts and raw materials and any failure on
the part of the suppliers to deliver such supplies according to VinFasts schedule and at prices, quality and volumes acceptable to VinFast, could materially and adversely affect its business, results of operations and financial condition;  

VinFasts ability to maintain its relationship with existing critical suppliers and to create relationships
with new suppliers;  

VinFasts establishment of manufacturing facilities outside of Vietnam and its expansion of its production
capacity within Vietnam may be subject to delays or cost overruns, may not produce expected benefits or may cause VinFast to not meet its projections for future production capacity;  

Reservations for VinFast vehicles may not result in completed sales and its actual vehicle sales and revenue
could differ materially from the number of reservations received;  

Demand for, and consumers willingness to adopt EVs, which may be affected by various factors, including
developments in EV or alternative fuel technology;  2




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

Inadequate access to EV charging stations or related infrastructure;  

The unavailability, reduction or elimination of government and economic incentives or government policies which
are favorable for EV manufacturers and buyers;  

Any failure to maintain an effective system of internal control over financial reporting in the future and any
failure to accurately and timely report VinFasts financial condition, results of operations or cash flows could adversely affect investor confidence;  

VinFast has identified material weaknesses in its internal control over financial reporting and any ineffective
remediation of such material weaknesses, any additional material weaknesses in the future or failure to develop and maintain effective internal control over financial reporting could impair its ability to produce timely and accurate financial
statements and comply with applicable laws and regulations;  

VinFasts corporate actions that require shareholder approval will be substantially controlled by its
controlling shareholders, which may prevent you and other shareholders from influencing significant decisions and reduce the value of your investment;  

VinFast relies on Vingroup for financial support and Vingroup affiliates for key aspects of its business, and any
potential conflicts of interests with or any events impacting the reputations of its affiliates or unfavorable market conditions or adverse business operation of Vingroup and Vingroup affiliates could have a material adverse effect on its business
and results of operations;  

other factors discussed under the section titled Risk Factors in the Proxy Statement and Prospectus
(the Proxy Statement/Prospectus), part of VinFasts Registration Statement on Form F-4, as amended (File No. 333-272663) (the Form F-4), which section is incorporated herein by reference. The foregoing list of factors is not
exhaustive. Should one or more of these risks or uncertainties materialize, or should any of VinFasts assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. You are
cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. We undertake no obligation, except as required by law, to publicly revise any forward-looking statement to reflect
circumstances or events after the date of this Report or to reflect the occurrence of unanticipated events. You should, however, review the factors and risks described in the reports we will file from time to time with the Securities and Exchange
Commission (the SEC) after the date of this Report. Although we believe the expectations reflected in the forward-looking statements were
reasonable at the time made, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assume responsibility for the accuracy or completeness of any of these forward-looking
statements. You should carefully consider the cautionary statements contained or referred to in this section in connection with the forward-looking statements contained in this Report and any subsequent written or oral forward-looking statements
that may be issued by VinFast or persons acting on its behalf. WAIVER OF SINGAPORE CODE ON TAKE-OVERS AND MERGERS On August 2, 2023, the Securities Industry Council of Singapore waived the application of the Singapore Code on Take-overs and Mergers (the
Singapore Take-overs Code) in respect of our company, subject to certain exceptions (the Waiver). Pursuant to the Waiver, the Company is exempted from application of the provisions of the Singapore Take-over Code, except in
the case of a tender offer (within the meaning of U.S. securities laws) where the Tier 1 exemption set forth in Rule 14d-1(c) of the Exchange Act is available and the offeror relies on such
exemption to avoid full compliance with applicable rules and regulations regarding tender offers in the U.S. In connection with the application for the Waiver, our board of directors had submitted to the Securities Industry Council of Singapore a
written confirmation to the effect that the application of the U.S. regulatory regime (without concurrent regulation by the Singapore Take-Over Code) would be appropriate and that it is of the unanimous view that it is in the interests of our
company that the Waiver be obtained.  3




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##### Table of Contents

PART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS  A.
Directors and Senior Management Information regarding the directors and executive officers of VinFast after the completion of the Business Combination is included in the Proxy
Statement/Prospectus under the section titled Management of VinFast Following the Business Combination and is incorporated herein by reference. The business address for each of the directors and executive officers of VinFast is Dinh Vu  Cat Hai Economic Zone, Cat Hai Islands, Cat Hai Town, Cat
Hai District, Hai Phong City, Vietnam.  B.
Advisers Latham & Watkins LLP acted as counsel for VinFast, and will act as counsel to VinFast upon and following the consummation of the Business Combination.
The address of Latham & Watkins LLP is 9 Raffles Place, #42-02 Republic Plaza, Singapore 048619. Rajah & Tann Singapore LLP acted as Singapore counsel for VinFast, and will act as Singapore counsel to VinFast upon and following the consummation
of the Business Combination. The address of Rajah & Tann Singapore LLP is 9 Straits View, Marina One West Tower, #06-07, Singapore 018937.  C.
Auditors Ernst & Young Vietnam Limited acted as VinFasts independent registered public accounting firm as of December 31, 2022 and 2021 and for the
years ended December 31, 2022 and 2021 and will be VinFasts independent registered public accounting firm after the consummation of the Business Combination. The address of Ernst & Young Vietnam Limited is at 28th Floor, Bitexco
Financial Tower, 2 Hai Trieu Street, Ho Chi Minh City, District 1 700000. ITEM 2. OFFER STATISTICS AND EXPECTED
TIMETABLE Not applicable. ITEM 3. KEY INFORMATION  A.
[Reserved]  4




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B.
Capitalization and Indebtedness The following table sets forth the capitalization of the VinFast on an unaudited pro forma condensed combined basis as of March 31, 2023, after giving
effect to the Business Combination.  Pro Forma CombinedAs of March 31, 2023

(VND million)Cash and cash equivalents


7,995,532Deficit:Ordinary shares  VinFast Auto (2,307,170,695 shares issued and outstanding )


6,103,305Accumulated losses


(141,271,538
)Additional paid-in capital


10,910,230Other comprehensive loss


(122,889
)Deficit attributable to equity holders of the parent


(124,380,892
)Non-controlling interests(1)


77,401,631Total deficit (A)


(46,979,261
)Long-term Debt:Long-term interest-bearing loans and borrowings


41,237,310Long-term financial liability


15,446,200Total long-term debt (B)


56,683,510Long-term amount due to related parties:Total long-term amount due to related parties


18,166,351Total capitalization (A) +
(B)(2)


9,704,249  Note: (1)
Non-controlling interests reflect certain dividend preference shares issued by VinFast Trading and Production
JSC (VinFast Vietnam) to Vingroup Joint Stock Company (Vingroup) (i) in March 2022 in return for an advance capital contribution of VND6.0 trillion (DPS1), (ii) in December 2022 in exchange for VND45,733.7 billion
in borrowings from VinFast Vietnam to Vingroup (DPS4) and (iii) as part of our reorganization in December 2022, in return for the assignment of the the non-interest bearing promissory notes issued by VinFast, or the Share Acquisition
P-Notes, previously held by Vingroup amounting to VND25.8 trillion (DPS3). For details on the terms of DPS1, DPS3 and DPS4, see note 20 to our audited consolidated financial statements at December 31, 2022 and 2021 and for the years then
ended included in this Report and also in the section titled Certain relationships and Related Party TransactionsVinFastTransactions with Vingroup AffiliatesCapital Contributions into VinFast Vietnam in the Proxy
Statement/Prospectus. (2)
Calculated as total deficit plus long-term interest-bearing loans and borrowings and long-term financial
liability.  C.
Reasons for the Offer and Use of Proceeds Not applicable.  D.
Risk Factors The risk factors related to the business and operations of VinFast are described in the Proxy Statement/Prospectus under the section titled Risk
Factors and is incorporated herein by reference. ITEM 4. INFORMATION ON THE COMPANY  A.
History and Development of the Company VinFast was incorporated under the Companies Act 1967 of the Republic of Singapore as a private company limited by shares (Company Registration Number:
201508174G) on January 19, 2015. On July 31, 2023, VinFast converted from a Singapore private limited company operating under the name VinFast Auto Pte. Ltd. into a Singapore public limited company operating under the name
VinFast Auto Ltd. The principal executive office of VinFast is Dinh Vu  Cat Hai Economic Zone, Cat Hai Islands, Cat Hai Town, Cat Hai District, Hai Phong City, Vietnam and its telephone number is +(84) 2259396-9999. See Explanatory Note in this Report for additional information regarding VinFast and the Business Combination. Certain additional
information about VinFast is included in the Proxy Statement/Prospectus under the sections titled Information About the Companies and VinFastsBusinessCorporate History and
Structure and are incorporated herein by reference. The material terms of the Business Combination are described in the Proxy Statement/Prospectus under the section titled The Business CombinationAgreement, which
is incorporated herein by reference. VinFast is subject to certain of the informational filing requirements of the Exchange Act. Since VinFast is a
foreign private issuer, it is exempt from the rules and regulations under the Exchange Act prescribing the furnishing and content of proxy statements, and the officers, directors and principal shareholders of VinFast are exempt from the
reporting and short-swing profit recovery provisions contained in Section 16 of the Exchange Act with respect to their purchase and sale of VinFasts ordinary shares. In addition, VinFast is not required to file reports and
financial statements with the SEC as frequently or as promptly as U.S. public companies whose securities are registered under the Exchange Act. However, VinFast is required to file with the SEC an Annual Report on Form
20-F containing financial statements audited by an independent accounting firm. The SEC also maintains a website at www.sec.gov that contains reports and other information that VinFast files with or furnishes
electronically to the SEC.  5




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The website address of VinFast is www.vinfastauto.us. The information contained on the website does not form
a part of, and is not incorporated by reference into, this Report.  B.
Business Overview Information regarding VinFasts business is included in the Proxy Statement/Prospectus under the sections titled VinFastsBusiness and VinFasts Managements Discussion and Analysis of Financial Condition and Results of Operations, which are incorporated herein by reference.  C.
Organizational Structure The organizational chart of VinFast following the Business Combination is included on page 221 of the Proxy Statement/Prospectus and is incorporated herein by
reference.  D.
Property, Plants and Equipment Information regarding the facilities of VinFast is included in the Proxy Statement/Prospectus under the section titled VinFasts
BusinessFacilities and is incorporated herein by reference. ITEM 4A. UNRESOLVED STAFF COMMENTS None. ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS The discussion and analysis of the financial condition and results of operations of VinFast is included in the Proxy Statement/Prospectus under the section
titled VinFasts Managements Discussion and Analysis of Financial Condition and Results of Operations, which is incorporated herein by reference. ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES  A.
Directors and Senior Management Information regarding the directors and executive officers of VinFast after the closing of the Business Combination is included in the Proxy
Statement/Prospectus under the section titled Management of VinFast Following the Business Combination and is incorporated herein by reference.  B.
Compensation Information regarding the compensation of the directors and executive officers of VinFast, including a summary of the VinFast incentive award plan that is
administered by the VinFast board, is included in the Proxy Statement/Prospectus under the sections titled Management of VinFast Following the Business CombinationCompensation of Directors and Executive Officers and
Management of VinFast Following the Business CombinationVinFast Incentive Award Plan and are incorporated herein by reference.  C.
Board Practices Information regarding the board of directors of VinFast is included in the Proxy Statement/Prospectus under the section titled Management of VinFast
Following the Business Combination and is incorporated herein by reference.  D.
Employees Information regarding the employees of VinFast is included in the Proxy Statement/Prospectus under the section titled VinFasts
BusinessOur People and is incorporated herein by reference.  E.
Share Ownership Information regarding the ownership of VinFasts ordinary shares by VinFasts directors and executive officers is set forth in Item 7.A of this
Report.  6




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ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS  A.
Major Shareholders The following table sets forth information relating to the beneficial ownership of VinFasts ordinary shares as of August 14, 2023 by:  

each person, or group of affiliated persons, known by us to beneficially own more than 5% of outstanding ordinary
shares;  

each of our directors;  

each of our named executive officers; and  

all of our directors and executive officers as a group. Beneficial ownership is determined in accordance with the rules of the SEC and includes voting or investment power with respect to, or the power to receive
the economic benefit of ownership of, the securities. In computing the number of shares beneficially owned by a person and the percentage ownership of that person, shares that the person has the right to acquire within 60 days are included,
including through the exercise of any option or other right or the conversion of any other security. However, these shares are not included in the computation of the percentage ownership of any other person. The percentage of VinFasts ordinary shares beneficially owned is computed on the basis of 2,307,170,695 ordinary shares issued and outstanding on
August 14, 2023, after giving effect to the Business Combination and the Backstop Subscription.  Beneficial Owners

Number ofOrdinary Shares


Percentage of allOrdinary Shares5% shareholders:Vingroup(1)


1,185,010,424



51.4Vietnam Investment Group Joint Stock Company (VIG) (2)


769,989,498



33.4Asian Star Trading & Investment Pte. Ltd.(Asian Star) (3)


345,000,076



15.0Directors and Executive OfficersPham Nhat Vuong(4)


2,299,999,998



99.7Le Thi Thu Thuy






Ngan Wan Sing Winston






Ling Chung Yee, Roy






Pham Nguyen Anh Thu






Nguyen Thi Van Trinh






David Thomas Mansfield






Michael Scott Johnson






Le Mai Tuyet Trinh






Stuart Iain Taylor






All directors and executive officers as a group


2,299,999,998



99.7  (1)
Consists of 1,185,010,424 ordinary shares held of record by Vingroup, a public company listed on the Ho Chi
Minh Stock Exchange, in which Mr. Pham Nhat Vuong, directly and through a majority-owned affiliate, holds a majority interest. The address of Vingroup is No 7, Bang Lang 1 Street, Viet Hung Ward, Long Bien District, Hanoi, Vietnam. (2)
Consists of 769,989,498 ordinary shares held of record by VIG, a joint stock company organized in Vietnam and a
majority-owned affiliate of Mr. Pham Nhat Vuong. The address of VIG is No. 7, Bang Lang 1 Street, Viet Hung Ward, Long Bien District, Hanoi, Vietnam. (3)
Consists of 345,000,076 ordinary shares held of record by Asian Star, a Singapore private company and a
wholly-owned affiliate of Mr. Pham Nhat Vuong. The address of Asian Star is 120 Lower Delta Road, #02-05 Cendex Centre, Singapore 169208. (4)
Mr. Pham Nhat Vuong, through his direct and indirect shareholdings of Vingroup, may be deemed to control
Vingroup and thus may be deemed to share beneficial ownership of the securities held of record by Vingroup. Mr. Pham Nhat Vuong is also the sole shareholder of Asian Star and the majority shareholder of VIG and, as a result, may be deemed to
share beneficial ownership of the securities held of record by these entities. As such, Mr. Pham Nhat Vuong may be deemed to have voting and investment control over the shares held by Vingroup, VIG and Asian Star.  7




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B.
Related Party Transactions Information regarding certain related party transactions is included in the Proxy Statement/Prospectus under the section titled Certain Relationships
and Related Party Transactions and is incorporated herein by reference.  C.
Interests of Experts and Counsel Not applicable. ITEM 8. FINANCIAL INFORMATION  A.
Consolidated Statements and Other Financial Information Consolidated Financial Statements See Item 18 of
this Report for our consolidated financial statements and other financial information. Legal and Arbitration Proceedings Information regarding legal proceedings involving VinFast is included in the Proxy Statement/Prospectus under the section titled VinFasts
BusinessLegal Proceedings and is incorporated herein by reference. Dividend Policy Information regarding VinFasts dividend policy is included in the Proxy Statement/Prospectus under the section titled Description of
VinFasts Shares CapitalDividends and is incorporated herein by reference.  B.
Significant Changes None. ITEM 9. THE OFFER AND
LISTING  A.
Offer and Listing Details Nasdaq Listing of VinFast ordinary shares and VinFast warrants VinFasts ordinary shares and VinFast warrants are listed on Nasdaq under the symbols VFS and VFSWW, respectively. Holders of VinFast ordinary shares
and/or VinFast warrants should obtain current market quotations for their securities. There can be no assurance that the VinFast ordinary shares and/or VinFast warrants will remain listed on Nasdaq. If VinFast fails to comply with the Nasdaq listing
requirements, VinFast ordinary shares and VinFast warrants could be delisted from Nasdaq. A delisting of VinFast ordinary shares and/or VinFast warrants will likely affect their liquidity and could inhibit or restrict the ability of VinFast to raise
additional financing. Lock-up Agreements Information regarding the lock-up restrictions applicable to the VinFast ordinary shares and VinFast warrants held by
the Sponsor and certain shareholders and executives of VinFast, including its principal shareholders and key executives, is included in the Proxy Statement/Prospectus under the sections titled Agreements in Connection with the Business
Combination AgreementVinFast Shareholders Support Agreement, and Agreements in Connection with the Business Combination AgreementSponsor Support Agreement and are incorporated herein by reference. On
August 10, 2023, 2,936,384 ordinary shares were released from such lock-up restrictions by mutual agreement between VinFast and the Sponsor.  8




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B.
PLAN OF DISTRIBUTION Not applicable.  C.
Markets VinFasts ordinary shares and VinFast warrants are listed on Nasdaq under the symbols VFS and VFSWW, respectively. There can be no assurance that the
VinFast ordinary shares and/or VinFast warrants will remain listed on Nasdaq. If VinFast fails to comply with the Nasdaq listing requirements, VinFast ordinary shares and/or VinFast warrants could be delisted from Nasdaq. A delisting of the VinFast
ordinary shares and/or VinFast warrants will likely affect their liquidity and could inhibit or restrict the ability of VinFast to raise additional financing.  D.
Selling Shareholders Not Applicable.  E.
Dilution Not applicable.  F.
Expenses of the Issue Not applicable. ITEM
10. ADDITIONAL INFORMATION  A.
Share Capital There is no concept of authorized share capital under Singapore law. As of August 14, 2023, subsequent to the completion of the Business Combination and the Backstop Subscription, there were 2,307,170,695 VinFast ordinary
shares, no par value, outstanding. Information regarding our share capital is included in the Proxy Statement/Prospectus under the section titled
Description of VinFastShares Capital and is incorporated herein by reference.  B.
Memorandum and Articles of Association Information regarding certain material provisions of the constitution of VinFast is included in the Proxy Statement/Prospectus under the section titled
Comparison of Rights of VinFast Shareholders and Black Spade Shareholders and is incorporated herein by reference.  C.
Material Contracts Information regarding certain material contracts is included in the Proxy Statement/Prospectus under the sections titled The Business Combination
Agreement, Agreements in Connection with the Business Combination Agreements and Certain Relationships and Related Party Transactions which are incorporated herein by reference.  D.
Exchange Controls There are no governmental laws, decrees, regulations or other legislation in the Singapore that may affect the import or export of capital, including the
availability of cash and cash equivalents for use by VinFast, or that may affect the remittance of dividends, interest, or other payments by VinFast to non-resident holders of its ordinary shares. There is no
limitation imposed by the laws of Singapore or in VinFasts constitution on the right of non-residents to hold or vote shares.  E.
Taxation Information regarding certain U.S. tax consequences of owning and disposing of VinFast ordinary shares and VinFast warrants is included in the Proxy
Statement/Prospectus under the section titled Material Tax ConsiderationsMaterial U.S. Federal Income Tax Considerations and is incorporated herein by reference.  9




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##### Table of Contents

F.
Dividends and Paying Agents Not applicable.  G.
Statement by Experts The financial statements for Black Spade as of December 31, 2021 and 2022 and for the period from March 3, 2021 (inception) through December 31,
2021 and the year ended December 31, 2022, incorporated in this Report on Form 20-F by reference to the Registration Statement on Form F-4 (File No. 333-272663) of VinFast initially filed on June 15, 2023 have been so incorporated in reliance on the report of Marcum Asia CPA LLP, an independent registered public accounting firm, incorporated by
reference herein, given on the authority of such firm as an expert in accounting and auditing. The address of Marcum Asia CPA LLP is 7 Penn Plaza, Suite 830, New York, New York, 10001, United States. The consolidated financial statements of VinFast at December 31, 2022 and 2021 and for the years then ended, appearing in this Report, have been audited
by Ernst & Young Vietnam Limited, an independent registered public accounting firm, as set forth in their report thereon appearing elsewhere herein, and are included in reliance upon such report given on the authority of such firm as
experts in accounting and auditing.  H.
Documents on Display VinFast is subject to certain of the informational filing requirements of the Exchange Act. Since VinFast is a foreign private issuer, it is exempt
from the rules and regulations under the Exchange Act prescribing the furnishing and content of proxy statements, and the officers, directors and principal shareholders of VinFast are exempt from the reporting and short-swing profit
recovery provisions contained in Section 16 of the Exchange Act with respect to their purchase and sale of VinFast ordinary shares. In addition, VinFast is not required to file reports and financial statements with the SEC as frequently or as
promptly as U.S. public companies whose securities are registered under the Exchange Act. However, VinFast is required to file with the SEC an Annual Report on Form 20-F containing financial statements audited
by an independent accounting firm. The SEC also maintains a website at www.sec.gov that contains reports and other information that VinFast files with or furnishes electronically to the SEC. You may read and copy any report or document we file,
including the exhibits, at the SECs public reference room located at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at
1-800-SEC-0330 for further information on the public reference room. VinFasts ordinary shares and VinFast warrants are quoted on Nasdaq. Information about VinFast is also available on our website at www.vinfastauto.us.
Our website and the information contained therein or connected thereto will not be deemed to be incorporated into this Report and you should not rely on any such information in making your decision whether to purchase our ordinary shares.  I.
Subsidiary Information Not applicable. ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Information regarding quantitative and qualitative disclosure about market risk is included in the Proxy Statement/Prospectus under the sections titled
VinFasts Discussion and Analysis of Financial Condition and Results of OperationsKey Components of Results of OperationsImpacts of Macroeconomic Factors and COVID-19
Recovery and VinFasts Discussion and Analysis of Financial Condition and Results of OperationsQuantitative and Qualitative Disclosures about Market Risk and are incorporated herein by reference. ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES Information pertaining to VinFasts warrants is set forth in the Proxy Statement/Prospectus under the section titled Description of
VinFasts Warrants and is incorporated herein by reference. PART II Not applicable.  10




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##### Table of Contents

PART III ITEM 17. FINANCIAL STATEMENTS See Item 18. ITEM 18.
FINANCIAL STATEMENTS VinFasts audited consolidated financial statements as of December 31, 2021 and 2022 and for the years ended
December 31, 2021 and 2022 and its unaudited interim condensed consolidated financial statements as of December 31, 2022 and March 31, 2023 and for the three months ended March 31, 2022 and 2023 are attached hereto starting on
page F-1 of this Report. The audit report of Ernst & Young Vietnam Limited, an independent registered public accounting firm, is included herein preceding the audited consolidated financial statements. Black Spades audited financial statements as of December 31, 2022 and 2021 and for the period from March 3, 2021 (inception) through
December 31, 2021 and the year then ended December 31, 2022 are incorporated by reference to pages F-24F-46 in the Form
F-4. Black Spades unaudited condensed financial statements as of December 31, 2022 and June 30, 2023 and for the six months ended June 30, 2022 and 2023 are incorporated by reference to Black
Spades current report on Form 10-Q filed with the SEC on August 11, 2023. The unaudited pro forma
condensed combined financial statements of VinFast are attached as Exhibit 15.1 to this Report. ITEM 19. EXHIBITS  ExhibitNumber

Description1.1*

Constitution of VinFast.2.1*

Specimen Ordinary Share Certificate of VinFast.2.2

Specimen Warrant Certificate of VinFast (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.1

Business Combination Agreement, dated as of May 
12, 2023, by and among VinFast, Black Spade and Merger Sub (incorporated by reference to Exhibit 2.1 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.2

First Amendment to Business Combination Agreement, dated as of June 
14, 2023 by and among VinFast, Black Spade and Merger Sub (incorporated by reference to Exhibit 2.2 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.3

Shareholders Support and Lock-Up Agreement and Deed, dated May 
12, 2023, between VinFast and Black Spade (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.4

Sponsor Support and Lock-Up Agreement and Deed, dated May 
12, 2023, among VinFast, Black Spade and the Sponsor (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.5

First Amendment to Sponsor Support Agreement, dated as of June 
14, 2023, by and among VinFast, Black Spade and the Sponsor (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.6*

Registration Rights Agreement, dated as of August 11, 2023, by and among VinFast and the holder parties thereto.4.7*

Assignment, Assumption and Amendment Agreement (including the Warrant Agreement annexed therein), dated as of August 11, 2023, by and among VinFast, Black Spade and Continental Stock Transfer 
& Trust Company.4.8

Letter Agreement, dated July 
15, 2021, among Black Spade and certain security holders (incorporated by reference to Exhibit 10.7 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.9*

VinFast Incentive Award Plan.4.10

Form of Indemnification Agreement between VinFast and its Directors and Officers (incorporated by reference to Exhibit 10.11 to the Registration
 Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.11

In-Principal Asset Sale Agreement, dated December 
30, 2021, between VinES Energy Solution Joint Stock Company and VinFast Vietnam (incorporated by reference to Exhibit 10.12 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).  11




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##### Table of Contents

ExhibitNumber

Description4.12

Amendment and Supplement to the In-Principal Asset Sale Agreement, dated March 
25, 2022, between VinES and VinFast Vietnam (incorporated by reference to Exhibit 10.13 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.13

Amendment and Supplement No. 2 to the In-Principal Asset Sale Agreement, dated May 
15, 2022, between VinES and VinFast Vietnam (incorporated by reference to Exhibit 10.14 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.14

Battery Sale and Purchase Framework Agreement, dated September 
23, 2022, between VinES and VinFast Vietnam (incorporated by reference to Exhibit 10.15 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.15

Consultancy Service Agreement, dated September 
23, 2022, between VinES and VinFast Vietnam (incorporated by reference to Exhibit 10.16 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.16

In-principle Agreement for Purchase of Goods, dated October 
29, 2022, between VinES and VinFast Vietnam (incorporated by reference to Exhibit 10.17 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.17

Factory Lease Agreement, dated February 
24, 2022, between Vinhomes Industrial Zone Investment Joint Stock Company and VinFast Trading and Production Joint Stock Company (incorporated by reference to Exhibit 10.18 to the Registration Statement on Form F-4, as
 amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.18

Amendment to the Factory Lease Agreement, dated February 
28, 2022, between VHIZ JSC and VinFast Vietnam (incorporated by reference to Exhibit 10.19 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.19

Amendment No. 2 to the Factory Lease Agreement, dated March 
29, 2022, between Vinhomes and VinFast Vietnam (incorporated by reference to Exhibit 10.20 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.20

Financial Support Letter, dated February 
21, 2023, by and between Vingroup and VinFast (incorporated by reference to Exhibit 10.21 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.21

Deed Poll, dated April 
29, 2022, relating to Vingroups fixed rate exchangeable bonds due 2027 (incorporated by reference to Exhibit 10.22 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.22

Trust Deed, dated April 
29, 2022, by and between Vingroup and The Hongkong and Shanghai Banking Corporation Limited in relation to $525,000,000 fixed rate exchangeable bonds due 2027 (incorporated by reference to Exhibit 10.23 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.23

Supplemental Trust Deed, dated June 
4, 2022, by and between Vingroup and The Hongkong and Shanghai Banking Corporation Limited in relation to $100,000,000 fixed rate exchangeable bonds due 2027 (to be consolidated and form a single series with the $525,000,000 fixed rate exchangeable bonds
 due 2027) (incorporated by reference to Exhibit 10.24 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on
June 15, 2023).4.24

Site Development Agreement, dated July 
1, 2022, by and between the North Carolina Department of Commerce, VinFast Manufacturing US, LLC and Vingroup (incorporated by reference to Exhibit 10.25 to the Registration Statement on Form F-4, as amended (File
 No. 333-272663) initially filed with the SEC on June 15, 2023).4.25

Option to Purchase Real Estate, dated November 
8, 2022, by and between North Carolina Department of Commerce and VinFast Manufacturing US, LLC (incorporated by reference to Exhibit 10.26 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).4.26

Community Economic Development Agreement, dated March 
29, 2022, by and between the Economic Investment Committee of the State of North Carolina, VinFast Manufacturing US, LLC, VinFast Vietnam, VinFast Trading 
& Investment Pte. Ltd. and VinES (incorporated by reference to Exhibit 10.27 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.27

Ordinary Shares Subscription Agreement, dated June 
30, 2023, by and between VinFast and Gotion Inc. (incorporated by reference to Exhibit 10.28 to the Registration Statement on Form F-4, as amended (File No. 
333-272663) initially filed with the SEC on June 15, 2023).4.28*

Backstop Subscription Agreement, dated August 10, 2023, by and among VinFast, Black Spade and Lucky Life Limited.8.1

List of Subsidiaries of VinFast (incorporated by reference to Exhibit 21.1 to the Registration Statement on Form F-4, as amended (File No. 333-272663) initially filed with the SEC on June 15, 2023).15.1*

Unaudited pro forma condensed combined financial statements of VinFast.15.2*

Consent of Ernst & Young Vietnam Limited, an independent registered public accounting firm for VinFast.15.3*

Consent of Marcum Asia CPAs LLP, an independent registered accounting firm for Black Spade. Note:  *
Filed herewith  12




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##### Table of Contents

SIGNATURES The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that
it has duly caused and authorized the undersigned to sign this report on its behalf.  VINFAST AUTO LTD.Date: August 18, 2023



By:

/s/ Le Thi Thu ThuyName:

Le Thi Thu ThuyTitle:

Managing Director and Global CEO  13




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##### Table of Contents

INDEX TO FINANCIAL STATEMENTS VINFAST AUTO LTD.  PageUnaudited Interim Condensed Consolidated financial statements of VinFast Auto Ltd.Unaudited Interim Condensed Consolidated Balance Sheets as of December 31, 2022
 and March 31, 2023


F-3Unaudited Interim Condensed Consolidated Statements of Operations for the three
 months ended March 31, 2022 and 2023


F-5Unaudited Interim Condensed Consolidated Statements of Other Comprehensive Loss
 for the three months ended March 31, 2022 and 2023


F-6Unaudited Interim Condensed Consolidated Statements of Changes in Shareholders
 Deficit for the three months ended March 31, 2022 and 2023


F-7Unaudited Interim Condensed Consolidated Statements of Cash Flows for the three
 months ended March 31, 2022 and 2023


F-10Notes to Unaudited Interim Condensed Consolidated Financial
Statements


F-12  PageConsolidated Financial Statements of VinFast Auto Ltd.Report of Independent Registered Public Accounting Firm (PCAOB ID
3080)


F-50Consolidated Balance Sheets as of December 31, 2021 and
2022


F-51Consolidated Statement of Operations for the Years Ended December 
31, 2021 and 2022


F-53Consolidated Statements of Other Comprehensive Loss for the Years Ended December 31,
 2021 and 2022


F-54Consolidated Statements of Shareholders Equity for the Years Ended December 31,
 2021 and 2022


F-55Consolidated Statements of Cash Flows for the Years Ended December 
31, 2021 and 2022


F-57Notes to Consolidated Financial Statements


F-59  F-1




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##### Table of Contents

VinFast Auto Ltd. Unaudited Interim Condensed Consolidated Financial Statements as of and for the three months ended March 31, 2022 and 2023  F-2




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##### Table of Contents

VinFast Auto Pte. Ltd. UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS  As ofDecember 31,
2022


As of
March 31,
2023


As of
March 31,
2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)ASSETSCURRENT ASSETSCash and cash equivalents






4,271,442



3,740,797



158,508,347Trade receivables






652,922



438,020



18,560,169Advances to suppliers






8,968,752



7,227,547



306,251,992Inventories, net


5



21,607,277



24,779,582



1,049,982,288Short-term prepayments and other receivables






6,457,169



6,691,670



283,545,339Short-term derivative assets


13



532,718



447,685



18,969,703Current net investment in sales-type lease


14



5,448



6,537



276,992Short-term investments






3,902



3,883



164,534Short-term amounts due from related parties


11



1,978,097



465,563



19,727,246Assets classified as held for sale


15



360,893



354,701



15,029,703Total current assets






44,838,620



44,155,985



1,871,016,314NON-CURRENT ASSETSProperty, plant and equipment, net






57,188,667



61,412,516



2,602,225,254Intangible assets, net


7



1,461,071



1,537,757



65,159,195Goodwill


7



272,203



272,203



11,534,025Operating lease
right-of-use assets






4,558,983



7,318,172



310,092,034Long-term derivative assets


13



696,332



289,322



12,259,407Long-term advances to suppliers






29,082



29,082



1,232,288Long-term prepayments






7,611



36,034



1,526,864Non-current net investment in sales-type lease


14



82,062



134,914



5,716,695Long-term amounts due from related parties


11



44,533



48,073



2,036,992Other non-current assets






4,426,135



4,858,978



205,888,898Total non-current assets






68,766,679



75,937,051



3,217,671,653TOTAL ASSETS






113,605,299



120,093,036



5,088,687,966  F-3




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##### Table of Contents

VinFast Auto Pte. Ltd.  UNAUDITED INTERIM CONDENSED CONSOLIDATED
BALANCE SHEETS (continued)  As ofDecember 31,
2022


As ofMarch 31,
2023


As of
March 31,
2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)DEFICIT AND LIABILITIESCURRENT LIABILITIESShort-term and current portion of long-term interest-bearing loans and borrowings


8



14,579,553



20,111,690



852,190,254Trade payables






16,636,820



17,903,867



758,638,432Deposits and down payment from customers


9



1,572,537



1,218,830



51,645,339Short-term deferred revenue






107,448



116,287



4,927,415Short-term accruals






11,056,666



11,561,280



489,884,746Other current liabilities






4,177,978



4,177,312



177,004,746Current operating lease liabilities






768,883



1,454,937



61,649,873Amounts due to related parties


11



17,325,317



27,006,774



1,144,354,831Total current liabilities






66,225,202



83,550,977



3,540,295,636NON-CURRENT LIABILITIESLong-term interest-bearing loans and borrowings


8



41,624,960



41,237,310



1,747,343,644Long-term financial liability


13



15,180,723



15,446,200



654,500,000Other non-current liabilities






606,429



5,745,628



243,458,814Non-current operating lease liabilities






3,256,351



5,309,454



224,976,864Long-term deferred revenue






499,395



523,538



22,183,814Deferred tax liabilities






947,981



947,420



40,144,915Long-term accruals






16,007



3,406



144,322Amounts due to related parties


11



21,918,710



18,139,211



768,610,636Total non-current liabilities






84,050,556



87,352,167



3,701,363,008Commitments and contingencies


16DEFICITOrdinary shares  VinFast Auto (2,299,999,998 shares issued and outstanding as of
December 31, 2022 and March 31, 2023)






871,021



871,021



36,907,669Accumulated losses






(127,188,455
)


(141,271,538
)


(5,986,082,119
)Additional paid-in capital






12,311,667



12,311,667



521,680,805Other comprehensive loss






(104,065
)


(122,889
)


(5,207,161
)Deficit attributable to equity holders of the parent






(114,109,832
)


(128,211,739
)


(5,432,700,805
)Non-controlling interests






77,439,373



77,401,631



3,279,730,127Total deficit






(36,670,459
)


(50,810,108
)


(2,152,970,678
)TOTAL DEFICIT AND LIABILITIES






113,605,299



120,093,036



5,088,687,966 The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.  F-4




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##### Table of Contents

VinFast Auto Pte. Ltd. UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS  For the three months ended March 31,2022


2023


2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)


(Unaudited)RevenuesSales of vehicles






3,049,328



1,536,619



65,110,975Sales of merchandise






46,414



38,269



1,621,568Sales of spare parts and components






706,568



191,545



8,116,314Rendering of services






49,628



74,721



3,166,144Rental incomeRevenue from leasing activities






26,458



130,472



5,528,475Revenues (*)






3,878,396



1,971,626



83,543,475Cost of vehicles sold






(5,690,868
)


(5,239,219
)


(222,000,805
)Cost of merchandise sold






(46,245
)


(38,533
)


(1,632,754
)Cost of spare parts and components sold






(679,876
)


(180,873
)


(7,664,110
)Cost of rendering services






(58,845
)


(173,466
)


(7,350,254
)Cost of leasing activities






(10,696
)


(148,305
)


(6,284,110
)Cost of sales






(6,486,530
)


(5,780,396
)


(244,932,034
)Gross loss






(2,608,134
)


(3,808,770
)


(161,388,559
)Operating expensesResearch and development costs






(3,576,558
)


(5,007,703
)


(212,190,805
)Selling and distribution costs






(1,321,686
)


(1,277,857
)


(54,146,483
)Administrative expenses






(536,626
)


(1,103,843
)


(46,773,008
)Net other operating (expenses)/income






(27,485
)


55,900



2,368,644Operating loss






(8,070,489
)


(11,142,273
)


(472,130,212
)Finance income






43,603



15,213



644,619Finance costs






(1,546,487
)


(2,322,862
)


(98,426,356
)Net gain/(loss) on financial instruments at fair value through profit or loss






933,656



(671,463
)


(28,451,822
)Loss before income tax expense






(8,639,717
)


(14,121,385
)


(598,363,771
)Tax (expense)/income






(1,020,620
)


560



23,729Net loss for the period






(9,660,337
)


(14,120,825
)


(598,340,042
)Net loss attributable to non-controlling
interests






(11,805
)


(27,621
)


(1,170,381
)Net loss attributable to controlling interest






(9,648,532
)


(14,093,204
)


(597,169,661
) (*) Including sales to related parties in the three months ended March 31, 2022 and 2023 of VND834,574 million
and VND249,746 million (USD10,582,455), respectively. The accompanying notes are an integral part of these unaudited interim condensed
consolidated financial statements.  F-5




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##### Table of Contents

VinFast Auto Pte. Ltd. UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE LOSS  For the three months ended March 31,2022


2023


2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)


(Unaudited)Net loss for the period






(9,660,337
)


(14,120,825
)


(598,340,042
)Other comprehensive income/(loss)Other comprehensive income/(loss) that will be reclassified to profit or loss in subsequent
periods (net of tax):Exchange differences on translation of foreign operations






29,800



(18,824
)


(797,627
)Net other comprehensive income/(loss) that will be reclassified to profit or loss in
subsequent periods






29,800



(18,824
)


(797,627
)Total comprehensive loss for the period, net of tax






(9,630,537
)


(14,139,649
)


(599,137,669
)Net loss attributable to non-controlling
interests






(11,805
)


(27,621
)


(1,170,381
)Comprehensive loss attributable to controlling interest






(9,618,732
)


(14,112,028
)


(597,967,288
)Net loss per share attributable to ordinary shareholders






VND



VND



USDBasic and diluted






(4,197
)


(6,127
)


(0.26
)Unit: SharesWeighted average number of shares used in loss per share computationBasic and diluted






2,298,963,211



2,299,999,998



2,299,999,998 The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.  F-6




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##### Table of Contents

VinFast Auto Pte. Ltd. UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS DEFICIT  Number of sharesof VinFast
Auto Shares


Ordinary shares -
VinFast Auto VND
million


Additional paid-in
capital -
VinFast Auto VND
million


Accumulated
losses VND
million


Other
comprehensive
income/(loss) VND
million


Non-controlling
interests VND
million


Total
Shareholders
equity/(deficit) VND
millionAs of January 1, 2022


2,298,963,211



553,892







(77,416,918
)


(63,494
)


(14,678
)


(76,941,198
)Net loss for the period














(9,648,532
)






(11,805
)


(9,660,337
)Foreign currency translation adjustment


















29,800







29,800Total comprehensive income/(loss)


2,298,963,211



553,892







(87,065,450
)


(33,694
)


(26,483
)


(86,571,735
)Additional capital contribution to VinFast Vietnam






















6,000,000



6,000,000Balance as of March 31, 2022 (Unaudited)


2,298,963,211



553,892







(87,065,450
)


(33,694
)


5,973,517



(80,571,735
)  F-7




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##### Table of Contents

VinFast Auto Pte. Ltd.  UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF SHAREHOLDERS DEFICIT (continued)  Number of sharesof VinFastAuto Shares


Ordinary shares -VinFast AutoVND million


Additional paid-in
capital  VinFast
Auto VND million


Accumulatedlosses
VND million


Other
comprehensive loss
VND million


Non-controlling
interests VND
million


Total
Shareholders
equity/(deficit) VND
millionBalance as of April 1, 2022 (Unaudited)


2,298,963,211



553,892







(87,065,450
)


(33,694
)


5,973,517



(80,571,735
)Net loss for the period














(40,135,263
)






(53,270
)


(40,188,533
)Foreign currency translation adjustments


















(70,371
)






(70,371
)Total comprehensive income/(loss)


2,298,963,211



553,892







(127,200,713
)


(104,065
)


5,920,247



(120,830,639
)Additional capital contribution to VinFast Auto


1,036,787



317,129



















317,129Additional capital contribution to VinFast Vietnam






















71,515,874



71,515,874Partial disposal of a subsidiary














12,258







3,252



15,510Deemed contribution from owners










12,311,667















12,311,667Balance as of December 31, 2022


2,299,999,998



871,021



12,311,667



(127,188,455
)


(104,065
)


77,439,373



(36,670,459
)  F-8




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##### Table of Contents

VinFast Auto Pte. Ltd.  UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF SHAREHOLDERS DEFICIT (continued)  Number of sharesof VinFast
Auto Shares


Ordinary shares -
VinFast Auto VND
million


Additional paid-in
capital VinFast
Auto VND million


Accumulatedlosses
VND million


Othercomprehensiveincome/(loss)VND million


Non-controllinginterests
VND million


Total
Shareholdersequity/(deficit)VND millionBalance as of January 1, 2023


2,299,999,998



871,021



12,311,667



(127,188,455
)


(104,065
)


77,439,373



(36,670,459
)Net loss for the period














(14,093,204
)






(27,621
)


(14,120,825
)Foreign currency translation adjustments


















(18,824
)






(18,824
)Total comprehensive income/(loss)


2,299,999,998



871,021



12,311,667



(141,281,659
)


(122,889
)


77,411,752



(50,810,108
)Decrease of ownership in existing subsidiaries without losing control














10,121







(10,121
)


Balance as of March 31, 2023 (Unaudited)


2,299,999,998



871,021



12,311,667



(141,271,538
)


(122,889
)


77,401,631



(50,810,108
)USD (Unaudited)






36,907,669



521,680,805



(5,986,082,119
)


(5,207,161
)


3,279,730,127



(2,152,970,678
) The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.  F-9




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##### Table of Contents

VinFast Auto Pte. Ltd. UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS  For the three months ended March 31,2022


2023


2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)


(Unaudited)OPERATING ACTIVITIESNet loss for the period






(9,660,337
)


(14,120,825
)


(598,340,042
)Adjustments to reconcile net loss to net cash flows:Depreciation of property, plant and equipment






878,667



1,104,232



46,789,492Amortization of intangible assets






788,028



56,086



2,376,525Impairment of property, plant and equipment










480,643



20,366,229Changes in operating lease
right-of-use assets






70,727



207,744



8,802,712Provision related to compensation expenses, assurance-type warranties and net realizable value of
inventories






2,010,057



3,299,399



139,805,042Deferred tax expenses/(income)






1,020,620



(560
)


(23,729
)Unrealized foreign exchange losses/(gain)






69,841



(87,585
)


(3,711,229
)Net (gain)/losses on financial instruments at fair value through profit or loss






(933,656
)


671,463



28,451,822Change in amortized costs of financial instruments measured at amortized cost other than nominal
interest






347,215



760,239



32,213,517Working capital adjustments:(Increase)/decrease in trade receivables and advance to suppliers






(493,098
)


1,867,725



79,140,890Increase in inventories






(732,418
)


(6,479,648
)


(274,561,356
)Decrease in trade payables, deferred revenue and other payables






(2,438,169
)


(6,633,433
)


(281,077,669
)Change in operating lease liabilities






(56,865
)


(243,344
)


(10,311,186
)Increase in prepayments, other receivables and other assets






(38,735
)


(41,217
)


(1,746,483
)Net cash flows used in operating activities






(9,168,123
)


(19,159,081
)


(811,825,466
)  F-10




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##### Table of Contents

VinFast Auto Pte. Ltd.  UNAUDITED INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS (continued)  For the three months ended March 31,2022


2023


2023Notes


VND million


VND million


USD(Unaudited)


(Unaudited)


(Unaudited)INVESTING ACTIVITIESPurchase of property, plant and equipment, and intangible assets






(2,401,324
)


(7,599,814
)


(322,026,017
)Proceeds from disposal of property, plant and equipment










922,675



39,096,398Disbursement of loans






(5,533
)






Collection of loans






232,400



545,400



23,110,169Net cash flows used in investing activities






(2,174,457
)


(6,131,739
)


(259,819,449
)FINANCING ACTIVITIESCapital contribution from owners






6,000,000







Proceeds from borrowings






15,033,573



22,802,511



966,208,093Cash received under a business cooperation contract










5,875,000



248,940,678Repayment of borrowings






(11,055,615
)


(3,253,120
)


(137,844,068
)Net cash flows from financing activities






9,977,958



25,424,391



1,077,304,703Net (decrease)/increase in cash and cash equivalents and restricted cash






(1,364,622
)


133,571



5,659,788Cash, cash equivalents and restricted cash at beginning of the period






3,024,916



4,271,442



180,993,305Net foreign exchange difference on cash, cash equivalents and restricted cash






30,275



(14,645
)


(620,551
)Cash, cash equivalents and restricted cash at end of the period






1,690,569



4,390,368



186,032,542Supplement disclosures of non-cash
activitiesNon-cash property and equipment additions






2,395,694



3,546,623



150,280,636Establishment of
right-of-use assets and lease liabilities at commencement dates






534,239



2,966,933



125,717,500 The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.  F-11




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  1.

NATURE OF OPERATIONS AND BASIS OF PRESENTATION  (a)
Corporate information VinFast Auto Pte. Ltd (VinFast Auto, VinFast or the Company) was a company incorporated in Singapore. The
principal activities of the Company and its subsidiaries (hereinafter collectively referred to as the Group) are to manufacture cars, motor vehicles, render leasing activities and related businesses. The Companys head office is located at 61 Robinson Road #06-01 (Suite 608), 61 Robinson,
Singapore 068893. Head office of VinFast Vietnam, a subsidiary of the Company, is located atDinh VuCat Hai Economic Zone, Cat Hai Island, Cat Hai town, Cat Hai district, Hai Phong city, Vietnam.  (b)
The Business Combination Agreement Subsequent to the balance sheet date, on May 12, 2023, the Company entered into a Business Combination Agreement with Black Spade
Acquisition Co, an exempted company incorporated with limited liability under the laws of Cayman Islands (Black Spade) and Nuevo Tech Limited, an exempted company incorporated with limited liability under the laws of Cayman Islands and a
direct wholly-owned subsidiary of VinFast Auto (Merger Sub), pursuant to which, among other transactions, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into Black Spade (Merger),
with Black Spade as the surviving entity and a wholly-owned subsidiary of VinFast after the Merger. Pursuant to the Business Combination
Agreement, among other things, immediately prior to the effective time of the Merger (the Merger Effective Time), (i) the constitution of VinFast (Listing Constitution) will be adopted and become effective, and
(ii) VinFast will effect a share consolidation or subdivision such that each ordinary share of VinFast will be consolidated or divided into a number of shares equal to the Adjustment Factor which is a number resulting from dividing the Per
Share VinFast Equity Value by $10.00. At the Merger Effective Time and as a result of the Merger, (i) each Class B Ordinary
Share of Black Spade, (BSAQ Class B Ordinary Shares) that is issued and outstanding immediately prior to the Merger Effective Time will be automatically converted into one VinFast Ordinary Share; (ii) each BSAQ Class A
Ordinary Share that is issued and outstanding immediately prior to the Merger Effective Time (other than such BSAQ Class A Ordinary Shares that are treasury shares, validly redeemed shares, or BSAQ Dissenting Shares (as defined below)) will be
converted into one VinFast Ordinary Share, and (iii) each issued and outstanding BSAQ Class A Ordinary Share that is held by any person who has validly exercised and not effectively withdrawn or lost their right to dissent from the Merger
in accordance with Section 238 of the Companies Act (as revised) of the Cayman Islands (BSAQ Dissenting Share) will be cancelled and carry no right other than the right to receive the payment of the fair value of such BSAQ
Dissenting Share determined in accordance with Section 238 of the Companies Act (as revised) of the Cayman Islands. At the Merger
Effective Time, each issued and outstanding warrant of Black Spade sold to the public and to Black Spade Sponsor LLC, a limited liability company registered under the laws of the Cayman Islands (Sponsor), in connection with Black
Spades initial public offering will be exchanged for a corresponding warrant exercisable for VinFast Ordinary Shares (VinFast Warrants). The Business Combination has been approved by the board of directors of VinFast.  F-12




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  (continued)  1.

NATURE OF OPERATIONS AND BASIS OF PRESENTATION(continued)  (c)
Basis of presentation  The management of
VinFast Auto Pte. Ltd. has prepared the accompanying unaudited interim condensed consolidated financial statements of the Group. These
accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP), including guidance with respect to interim financial information
using accounting policies that are consistent with those used in the preparation of the Groups audited consolidated financial statements for the year ended December 31, 2022. Accordingly, these unaudited interim condensed consolidated
financial statements do not include all the information and footnotes required by U.S. GAAP for annual financial statements. In the
opinion of the Companys management, the accompanying unaudited interim condensed consolidated financial statements contain all normal recurring adjustments necessary to present fairly the financial position, operating results, and cash flows
of the Group for each of the periods presented. The consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated financial statements at that date but does not include all the disclosures required by U.S. GAAP
for annual financial statements. The unaudited interim condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the unaudited interim condensed consolidated financial statements have
read or have accessed to the audited consolidated financial statements for the preceding fiscal years. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Groups consolidated financial
statements for the year ended December 31, 2022. (d) Going concern basis of accounting The Group has prepared the unaudited interim condensed consolidated financial statements on a going concern basis, which assumes the Group will
continue in operation for the foreseeable future and, accordingly, will be able to realize its assets and discharge its liabilities in normal course of operations as they come due. The Group has been incurring losses from operations since inception. The Group incurred net losses of VND14,121 billion (USD598.3 million)
for the three months ended March 31, 2023. Accumulated losses amounted to VND141,272 billion (USD5,986.1 million) as of March 31, 2023. The Group is also in a net current liability position of VND39,395 billion (USD1,669.3
million) as of March 31, 2023. As of March 31, 2023, the Groups consolidated balance of cash and cash equivalents was
VND3,741 billion (USD158.5 million) (as of December 31, 2022: VND4,271 billion). The Group has prepared its business plan covering the next twelve months from the issuance date of the unaudited interim condensed consolidated financial
statements which considers the increase in revenue and operational efficiency optimization to improve operating cash flows, the consummation of external financing projects. The Group also has financial support from Vingroup JSC, subject to necessary
procedures to facilitate such support, which will remain in place until the earliest of the date on which the Group obtains adequate third-party funding for the Groups capital requirements, or until Vingroup JSC ceases to control the Group
but, in all cases, no sooner than the date falling 12 months after the issuance date of the unaudited interim condensed consolidated financial statements.  F-13




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  (a)
Principles of Consolidation The unaudited interim condensed consolidated financial statements include the financial statements of the Company and other legal consolidated
entities. All significant intercompany transactions and balances within the Group are eliminated upon consolidation.  (b)
Use of estimates The preparation of the unaudited interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the
unaudited interim condensed consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Groups unaudited interim condensed consolidated financial statements mainly include, but are not limited
to, the valuation of derivatives; depreciable lives of property, plant and equipment and intangible assets; assessment for impairment of long-lived assets and goodwill, product warranty, lease terms and standalone selling price of each distinct
performance obligation in revenue recognition. Actual results could differ from these estimates.  c)
Revenue recognition Sales of vehicles (automobiles, e-scooters) The Group identifies the individuals and distributors who purchase the vehicles as the customers in the contracts for sales of automobiles and e-scooters produced by the Group. Proceeds from customers are recognized in revenue at the point in time when control of the vehicles is transferred to the customers, usually upon the delivery of the vehicles. From
January 2022 onwards, the Group provides extended warranty (service-type warranty) in addition to the standard manufacturers warranty (assurance-type warranty) for general repairs of defects that existed at the time of
sale, which are accounted for in accordance with ASC 460, Guarantees, and the estimated costs are recorded as a liability when control of the vehicle is transferred to the customer. Refer to the accounting policy on warranty provisions in section d)
Warranty provisions. Contracts with customers may include lease and non-lease components,
comprising multiple performance obligations. The total contract consideration is allocated to the separate lease components and non-lease components, which represents distinct performance obligations, based on
the relative estimated standalone selling price in accordance with ASC 606 Revenue recognition (Note 2(e)). The Group generally determines standalone selling prices based on observable price of the goods and services  i.e., actual selling
prices charged to customers for vehicles are the prices charged to customers. If the standalone selling price is not directly observable, it is estimated using appropriate data that reflects the amount of consideration to which the Group expects to
be entitled in exchange for transferring the promised goods or services to the customer i.e., cost plus expected margin. Assumptions and estimations have been made in estimating the relative selling price of each distinct performance obligation, and
changes in judgements on these assumptions and estimates may impact the revenue recognition. As for the extended warranty, the Group will recognize the deferred revenue over time based on a straight-line method initially and will continue to monitor
the cost pattern periodically and adjust the revenue recognition pattern to reflect the actual cost pattern as it becomes available. The
consideration recognized represents the amount received, net of estimated sales incentives to distributors and customer sales incentives that the Group reasonably expects to pay. Taxes assessed by various government entities, such as special
consumption and value-added taxes, collected at the time of the vehicle sale are excluded from net sales and revenue.  F-14




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  c)
Revenue recognition(continued) Deferred revenue mainly related to service-type warranties, leasing activities for batteries and maintenance services which is equivalent to
the total transaction price allocated to the performance obligations that are unsatisfied, or partially unsatisfied, as of the balance sheet dates. From the deferred revenue balance as of December 31, 2022, revenue recognized during the three
months ended March 31, 2023 was VND29.5 billion (USD1.2 million). Of the total deferred revenue as of March 31, 2023, the Group expects to recognize VND69.6 billion (USD3.0 million) of revenue in the remainder of 2023. The
remaining balance will be recognized over the performance period. US market Vehicle Sales with Residual Value Guarantee (RVG) The Group provides an RVG to its commercial banking partner in connection with its vehicle leasing program. Under the vehicle leasing program,
the Group generally receives full payment for the vehicle sales price at the time of delivery or shortly after delivery, does not bear casualty and credit risks during the lease term, and is contractually obligated (or entitled) to bear the
shortfall (or excess) between the resale value realized by the commercial banking partner and a predetermined resale value. During the
first three months of 2023, California residents have the option to lease the VF8 City Edition for either 24 or 36 months and customers who have elected to take delivery of the VF 8 City Edition are qualified for the VinFast
Lease Forward Program following a 12-month leasing period. This program allows eligible customers to exchange their VF8 City Edition for the VF8 (87.7 kWh battery) with the same trim (Eco or Plus), which offers a longer driving range,
without any increase in lease payments. Vehicle sales via leasing program with commercial banking partner to consumers who enjoy the Lease Forward Program are accounted for as operating leases. Estimated lease revenue is recorded ratably over the
estimated term of the lease based on the difference between net sales proceeds and the guaranteed repurchase amount because the Group believes the customer has a significant economic incentive to exercise the option of exchanging the car provided to
them. Exchange of used automobiles The Group receives used automobiles from certain customers in exchange for the new automobiles. The fair value of such non-cash consideration received from the customers is used as part of consideration and will be offset with the transaction price of new automobiles and measured when the Group obtains control of the used
automobiles. The Group estimates the fair value of the non-cash consideration by reference to its
market price. If the fair value cannot be reasonably estimated, the non-cash consideration is measured indirectly by reference to the stand-alone selling price of the used automobiles sold by the Group. The program has ceased with effect from December 2022.  F-15




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  c)
Revenue recognition(continued)  Sale of
merchandise (automobiles) Proceeds from sales of trading automobiles are recognized in revenue upon transfer of control of the
merchandise to the customer and the related merchandise carrying value in inventory is recognized in cost of sales. Sales of spare
parts and components Proceeds from sales of spare parts and components to distributors and customers are recognized in revenue at
the point in time when control of the good is transferred to the distributor or the customer, usually upon the delivery of the spare parts and components. Rendering of services Revenue from rendering of services is recognized over time based on the level of work completion as the outcome of all contracts can be
reasonably ascertained. Contract balances under ASC 606 Trade receivables A
receivable is recognized if an amount of consideration that is unconditional is due from the customer (i.e., only the passage of time is required before payment of the consideration is due). Contract liabilities A
contract liability is recognized if a payment is received, or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognized as revenue when the Group performs
under the contract (i.e., transfers control of the related goods or services to the customer).  F-16




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  d)
Warranty provisions The Group provides a standard manufacturers warranty on all new vehicles at the time of vehicle sale. The Group accrues a warranty
reserve for the vehicles sold, which includes the best estimate of projected costs to repair or replace items under warranties including recalls when identified. These estimates are primarily based on the estimation of the nature, frequency and
average costs of claims or peer benchmarking with other automakers. The estimate of warranty-related costs is revised at each reporting date. Warranty cost is recorded as a component of cost of sale in the consolidated statement of operations. The
Group re-evaluates the adequacy of the warranty accrual on a regular basis. Management records and
adjusts warranty reserves based on changes in estimated costs and actual warranty costs. As the Group only commenced volume production of
VinFast cars in June 2019, managements experience with warranty claims regarding vehicles or estimating warranty reserves is limited. The Group could, in the future, become subject to significant and unexpected warranty claims, resulting in
significant expenses, which would in turn materially and adversely affect its financial condition, results of operations, and prospects. As of December 31, 2022 and March 31, 2023, the portion of the warranty reserve expected to be incurred within the next 12 months is
included in other current liabilities, while the remaining balance is included in other non-current liabilities on the unaudited interim condensed consolidated balance sheets. Accrued warranty activities consisted of the following:  For the threemonths endedon March 31,2022


For the threemonths endedon March 31,2023


For the threemonths endedon March 31,2023VND million


VND million


USDAccrued warranty at beginning of the period


335,469



861,221



36,492,415Changes in the liability for accruals related to
pre-existing warranty (including adjustments related to changes in estimates)


(2,848
)


(34,386
)


(1,457,034
)Provision for warranty (i)


435,739



49,621



2,102,585Utilized


(17,761
)


(51,173
)


(2,168,347
)Accrued warranty at ending of the period


750,599



825,283



34,969,619Including: Accrued warranty, current


158,251



254,375



10,778,602Accrued warranty, non-current


592,348



570,908



24,191,017
  (i)
In January 2022, VinFast Vietnam decided to extend the warranty policy to earlier of 10 years or the first
200,000 km for all internal-combustion-engine (ICE) cars sold since 2019 and to be sold thereafter. The estimated impact of extension warranty period for cars sold before December 31, 2021 amounting to VND357 billion (USD15.1 million) was
recorded in selling and distribution costs for the three months ended March 31, 2022.  F-17




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  e)
Lease The Group early adopted ASC 842, Leases, as of January 1, 2019 using the modified retrospective application. The Group assesses at contract inception whether a contract is or contains a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration. The lease term corresponds to the non-cancellable period of each contract. The Group as a lessee Leases are classified at the inception date as either a finance lease or an operating lease. As the lessee, a lease is a finance lease if any
of the following conditions exist: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the assets estimated remaining economic life, d) the present
value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased asset to the lessor at the inception date or e) the leased asset is of such a specialized nature that it is expected to have no
alternative use. Finance lease assets are presented separately on the consolidated balance sheet as finance lease right-of-use assets, and finance lease liabilities are included in accrued expenses and other payables, current and non-current. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their
respective leases. Operating leases (with an initial term of more than 12 months) are included in operating lease right-of-use (ROU) assets, operating lease
liabilities (current), and operating lease liabilities (non-current) in the consolidated balance sheet. ROU assets represent the Groups right to use an underlying asset for the lease term and lease
liabilities represent the Groups obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The
Group utilizes a market-based approach to estimate the incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease
prepayments, reduced by lease incentives and accrued rent. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. The Group has lease agreements with lease and non-lease components, which are generally accounted for
separately. In addition, leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet; the Group recognizes lease expense for these leases on a straight-line basis over the lease term. Certain lease agreements
contain rent holidays and escalating rent is considered when determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the leased property for purposes of recognizing
lease incentives. The Group as a lessor At the commencement date, the lease payments consist of the fixed payments less any lease incentives paid or payable to the lessee relating to
the use of the underlying asset during the lease term. Lease payments do not include variable lease payments that do not depend on an index or a rate.  F-18




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  e)
Leases(continued) Leases are classified at the lease commencement date as either a sales-type lease or an operating lease. The lessor shall classify a lease as a
sales-type lease when the lease meets any of the following criteria: a) the lease transfers ownership of the underlying asset to the lessee by the end of the lease term, b) the lease grants the lessee an option to purchase the underlying asset that
the lessee is reasonably certain to exercise, c) the lease term is for the major part of the remaining economic life of the underlying asset, d) the present value of the sum of the lease payments equals or exceeds substantially all of the fair value
of the underlying asset, or e) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. Notwithstanding the above criteria, leases are classified as operating
leases if they have variable lease payments that do not depend on an index or rate and if classifying the lease as a sales-type lease or a direct financing lease would result in the recognition of a selling loss. For a sales-type lease, at the lease commencement, net investment in the lease is recognized by the sum of the lease receivable and the
unguaranteed residual asset. Lease receivable is the present values of the sum of lease payments and the guaranteed residual asset. The Group recognises all revenue and costs associated with the sales-type lease as revenue from leasing activities
and cost of leasing activitiesupon delivery of the underlying asset to the customer. Interest income based on the implicit rate in the lease is recorded to finance income over time as customers are invoiced on a monthly basis. All other leases are accounted for as operating leases wherein the Group recognizes, at the commencement date, the lease payments as income in
profit or loss over the lease term on a straight-line basis and the Group recognizes variable lease payments as income in profit or loss in the period in which the changes in facts and circumstances on which the variable lease payment are based
occur. Battery leases The Group has battery leases accounted for as both operating leases and sales-type leases. The Groups operating leases for batteries
allow variable monthly subscription fees that depend on mileage usage. Both types of battery leases have an indefinite term and can be terminated at any time at the customers discretion. At the termination of contract, customers are required
to return the battery to the Group. The Group considers a number of factors, including the technical useful lives of the vehicles and batteries, useful lives of the vehicles, the customers termination right, amongst others, in determining the
lease term. At inception or on modification of a contract, the Group allocates the consideration in the contract to the separate lease
components and the non-lease components based on their relative standalone selling prices (Note 2c).  f)
Impairment of long-lived assets The Group evaluates its long-lived assets, including fixed assets, intangible assets with finite lives and right-of-use assets, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the
carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amount of the assets to the future undiscounted cash flows expected to result
from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Group recognizes an impairment loss based on the excess of the carrying amount of the
assets over their fair value.  F-19




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  g)
Fair value measurement  The Group applies ASC 820, Fair Value Measurements and Disclosures
(ASC 820). ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 requires disclosures to be provided for fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in
measuring fair value as follows:  -
Level 1-Observable inputs that reflect quoted prices (unadjusted)
for identical assets or liabilities in active markets.  -
Level 2-Includes other inputs that are directly or indirectly
observable in the marketplace.  -
Level 3-Unobservable inputs which are supported by little or no
market activity. ASC 820 describes three main approaches to measuring the fair value of assets and liabilities:
(1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income
approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that
would currently be required to replace an asset. Financial instruments include cash and cash equivalents, trade receivables, certain
other receivables, short-term derivative assets, other investments, long-term derivative assets, amounts due from related parties, certain other non-current assets, accounts payable, accruals, short-term
derivative liabilities, short-term loans, long-term borrowings, long-term derivative liabilities, amounts due to related parties, and certain other current liabilities. The carrying values of the financial
instruments included in current assets and liabilities approximate their fair values due to their short-term maturities. The carrying amount of long-term borrowings approximates its fair value due to the fact that the related interest rates
approximate market rates for similar debt instruments of comparable maturities. For fair value measurements categorized within
Level 3 of the fair value hierarchy, the Group uses its valuation processes to decide its valuation policies and procedures and analyse changes in fair value measurements from period to period. For assets and liabilities that are recognized in
the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input
that is significant to the fair value measurement as a whole) at the end of each reporting.  F-20




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  h)
Convenience Translation Translations of balances in the unaudited interim condensed consolidated balance sheet, unaudited interim condensed consolidated statement of
operations, unaudited interim condensed consolidated statement of other comprehensive loss, unaudited interim condensed consolidated statements of shareholders equity, unaudited interim condensed consolidated statement of cash flows and the
related notes from VND into USD as of and for the three months ended March 31, 2023 are solely for the convenience of the reader and were calculated at the rate of USD1.00 = VND23,600, representing the central exchange rate quoted by the State
Bank of Vietnam Operations Centre as of March 31, 2023. No representation is made that the VND amounts represent or could have been, or could be, converted, realized or settled into USD at that rate on March 31, 2023, or at any other rate. The amounts shown in the unaudited interim condensed consolidated financial statements have been rounded or truncated as deemed
appropriate by the management. Accordingly, numerical figures shown as totals in certain tables might not be an arithmetic aggregation of the figures that precede them.  i)
Recent accounting pronouncements Under the Jumpstart Our Business Startups Act of 2012, as amended (the JOBS Act), the Company meets the definition of an emerging
growth company, or EGC, and has elected the extended transition period for complying with accounting standards update, which delays the adoption of these accounting standards until they would apply to private companies. ASU 2023-02, InvestmentsEquity Method and Joint Ventures (Topic 323): Accounting for
Investments in Tax Credit Structures Using the Proportional Amortization Method (a consensus of the Emerging Issues Task Force) On
March 29, 2023, FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method. The amendments expand the use of the proportional
amortization method of accounting, currently allowed only for investments in low-income housing tax credit structures, to equity investments in other tax credit structures that meet certain criteria. The
proportional amortization method results in the tax credit investment being amortized in proportion to the allocation of tax credits and other tax benefits in each period, and a net presentation within the income tax line item. The amendments are effective for the Company for fiscal years beginning after December 15, 2024, including interim periods within those
fiscal years. All other entities have an additional year to adopt the new guidance. Early adoption is permitted. If adopted in an interim period, the guidance must be applied retrospectively to the beginning of the fiscal year that includes the
interim period. The amendments are not expected to have a material impact on the Group. ASU 2023-01, Leases (Topic 842): Common Control Arrangements On March 27, FASB issued ASU 2023-01, Leases (Topic 842): Common Control Arrangements.
The amendments require all companies to amortize leasehold improvements associated with common control leases over the assets useful life to the common control group regardless of the lease term and allow private and certain not-for-profit entities to use the written terms and conditions of an agreement to account for common control leases without further assessing the legal enforceability of
those terms. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those
fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been made available for issuance. The amendments are not expected to have a material impact on the Group.  F-21




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  i)
Recent accounting pronouncements(continued)  ASU 2021-08, Business
Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, FASB
issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this Update address diversity and inconsistency
related to the recognition and measurement of contract assets and contract liabilities acquired in a business combination. The amendments in this Update require that an acquirer recognize, and measure contract assets and contract liabilities
acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. The amendments are effective for
fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The amendments in this Update should be applied prospectively to business combinations occurring on or after the effective date of the
amendments. Early adoption of the amendments is permitted, including adoption in an interim period. An entity that early adopts in an interim period should apply the amendments (1) retrospectively to all business combinations for which the
acquisition date occurs on or after the beginning of the fiscal year that includes the interim period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. The amendments are not expected to have a material impact on the Group. ASU No. 2021-10, Government Assistance (Topic 832) In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832). This ASU
requires business entities to disclose information about government assistance they receive if the transactions were accounted for by analogy to either a grant or a contribution accounting model. The disclosure requirements include the nature of the
transaction and the related accounting policy used, the line items on the balance sheets and statements of operations that are affected and the amounts applicable to each financial statement line item and the significant terms and conditions of the
transactions. The ASU is effective for annual periods beginning after December 15, 2021. The disclosure requirements can be applied either retrospectively or prospectively to all transactions in the scope of the amendments that are reflected in
the financial statements at the date of initial application and new transactions that are entered into after the date of initial application. We adopted the ASU prospectively on January 1, 2022. Adoption of this ASU did not have a material impact on the Group. ASU 2020-10, Codification Improvements In October 2020, FASB issued ASU 2020-10, Codification Improvements. The amendments in this Update
represent changes to clarify the Codification, correct unintended application of guidance, or make minor improvements to the Codification that are not expected to have a significant effect on current accounting practice or create a significant
administrative cost to most entities. The amendments are effective for annual periods beginning after December 15, 2021, and interim
periods within annual periods beginning after December 15, 2022. Early application of the amendments in this Update is permitted for public business entities for any annual or interim period for which financial statements have not been issued.
For all other entities, early application of the amendments is permitted for any annual or interim period for which financial statements are available to be issued. The amendments in this Update should be applied retrospectively. An entity should
apply the amendments at the beginning of the period that includes the adoption date. The amendments did not have a material impact on the
Group.  F-22




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##### Table of Contents

VinFast Auto Pte. Ltd.  NOTES TO THE UNAUDITED INTERIM
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  3.
CONCENTRATION OF RISKS Market risk Market
risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. The management focuses on two types of market risk, i.e., interest rate risk and currency risk. Financial
instruments affected by market risks include loans and borrowings, corporate bonds, financial assets and financial liabilities at fair value through profit or loss. Interest rate risk Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The Groups exposure to the risk of changes in market interest rates relates primarily to the Groups debt obligations with floating interest rates. To manage this, the Group enters into interest rate swaps for loan
contracts, in which it agrees to exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount. Foreign currency risk Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
foreign exchange rates. The Groups exposure to the risk of changes in foreign currency rates relate primarily to the Groups operating activities (when revenues or expenses are denominated in a different currency from the Groups
functional currency) and the Groups borrowings in foreign currency. To manage this, the Group enters into foreign exchange rate swap and forward foreign exchange for loan contracts. Liquidity risk The Groups objective is to maintain a balance between continuity of funding and flexibility through the use of bank loans and corporate
bonds. The Group has managed this liquidity risk by arranging for long-term credit facilities with the banks, or issuing long-term corporate bonds, to ensure that the loans and bonds will be repaid after the Group has completed and put into
commercial operations its projects. The Group determines the liquidity risk based on terms of contracts. For accruals and other liabilities, the Group uses its judgement to determine the appropriate level of liquidity risk exposed to these
liabilities.  F-23




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  4.

CASH AND CASH EQUIVALENTS AND RESTRICTED CASH Cash and cash equivalents comprise cash
on hand, cash in banks, cash in transit and short-term, highly liquid investments, which are unrestricted as to withdrawal and use, with an original maturity of not more than three months that are readily convertible into known amount of cash and
that are subject to an insignificant risk of change in value. Restricted cash is primarily related to cash as collateral for letters of
credit issued to the landlords for certain of the Groups leased facilities and autonomous vehicle manufacturing surety bonds. The restricted cash is recorded as an item of short-term prepayments and other receivables and other non-current assets in the unaudited interim condensed consolidated balance sheet. The Company determines current or non-current classification based on the expected duration
of the restriction. Details of cash and cash equivalent and restricted cash are presented in the interim condensed consolidated statements
of cash flows as below:  As of March 31,2022


As of December 31,2022


As of March 31,2023


As of March 31,2023VND million


VND million


VND million


USDCash and cash equivalents


1,690,569



4,271,442



3,740,797



158,508,347Short-term restricted cash in short-term prepayments and other receivables










150,078



6,359,237Long-term restricted cash in other non-current
assets










499,493



21,164,958Total cash, cash equivalent and restricted cash presented in the interim condensed
consolidated statements of cash flow


1,690,569



4,271,442



4,390,368



186,032,542
  5.

INVENTORIES, NET The classification of inventory balance as of each financial reporting
date is as follows:  At lower of cost and net realizable valueAs of December 31,2022


As of March 31,2023


As of March 31,2023VND million


VND million


USDRaw materials


12,096,176



12,081,034



511,908,220Good in transit


2,479,342



1,185,330



50,225,847Finished goods, including service parts


3,733,281



8,516,096



360,851,525Work in process


2,976,984



2,694,547



114,175,720Merchandises


124,375



87,421



3,704,280Tools and spare parts


197,119



215,154



9,116,695TOTAL


21,607,277



24,779,582



1,049,982,288
 Inventory is stated at the lower of cost or net realizable value. Net realizable value is the estimated
selling price of inventory in the ordinary course of business, less estimated costs of completion, disposal and transportation.  F-24




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  6.

IMPAIRMENT OF LONG-LIVED ASSETS As of March 31, 2023, the Group identified
specific impairment indicators associated with individual assets of leased-out batteries due to competitive lease subscription fee for pioneer customers. The Group impaired these identified assets based on
contractual lease payments agreed with customers. Impairment charges of VND480,643 million (USD20.4 million) relating to leased-out batteries under the Automotive and
E-scooter segments were recognized for the three months ended March 31, 2023.  7.

INTANGIBLE ASSETS, NET AND GOODWILL  As of December 31, 2022


As of March 31, 2023Cost


Accumulatedamortization


Net carryingvalue


Cost


Accumulatedamortization


Net carryingvalue


Net carryingvalueVND million


VND million


VND million


VND million


VND million


VND million


USDFinite-lived intangible assets:License


3,903,095



(3,698,305
)


204,790



3,903,095



(3,705,890
)


197,205



8,356,144Software


1,442,065



(608,416
)


833,649



1,504,094



(656,641
)


847,453



35,909,025Purchased software under development phase


410,506







410,506



481,249







481,249



20,391,907Others


17,176



(5,050
)


12,126



17,176



(5,326
)


11,850



502,119Total


5,772,842



(4,311,771
)


1,461,071



5,905,614



(4,367,857
)


1,537,757



65,159,195
 The Group recorded amortization expenses of VND56,086 million (USD2.4 million) and VND788,028
million for the three months ended March 31, 2023 and 2022, respectively.  F-25




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  7.

INTANGIBLE ASSETS, NET AND GOODWILL(continued)  Impairment testing of goodwill of the Group Allocation of goodwill Goodwill has been allocated to the Groups reporting units that are expected to benefit from the synergies of the combination. The
reporting units are identified according to main product lines as follows:  Reporting unit

Goodwill allocatedAs of December 31,2022


As of March 31,2023


As of March 31,2023VND million


VND million


USDAutomotive


262,252



262,252



11,112,373E-scooter


9,951



9,951



421,653Total


272,203



272,203



11,534,025
 There were no accumulated impairment losses as of March 31, 2023 and December 31, 2022. The reporting unit of Automotive is one level below the Automobiles operating segment, whereas the
E-scooter reporting unit and E-scooter operating segment are at the same level. The Group does not aggregate any reporting units for the purpose of testing goodwill for
impairment. Testing impairment for automotive reporting unit The Group is required to test its goodwill for impairment annually and more frequently if indicators of impairment exist. As of March 31,
2023, the Group has determined that an indicator of impairment for the Automotive reporting unit existed. Accordingly, a quantitative goodwill impairment test was performed for the Automotive reporting unit. For the purpose of fair value measurement, the current use of the assets is considered as the highest and best use. Accordingly, fair value is
calculated using cash flow projections from financial budgets approved by management covering the period from the reporting dates to the end of next five financial years; and extrapolated using a steady growth rate (terminal growth rate) of 3% (in
2022: 3%). The after-tax discount rate applied to cash flow projections is 15% (2022: 15%). As a result of this analysis, the estimated fair value of the automotive reporting unit is substantially in excess of
their carrying values. Therefore, management did not identify impairment for goodwill allocated to this reporting unit. Management has
made key assumptions and estimate about the future cash flows. The Groups business is subject to certain risks and uncertainties that may lead to failure to implement the Groups business plans; including managing changes in market
condition outside of our control and realization of selling price and volume in the future. As a result, a significant reduction in projected cash flow would result in an impairment of goodwill.  F-26




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  8.

INTEREST-BEARING LOANS AND BORROWINGS  As of December 31,2022


As of March 31, 2023Note


VND million


VND million


USDShort-termLoans from banks


8.1



6,268,276



11,833,301



501,411,059Current portion of long-term loans


8.2



8,311,277



8,278,389



350,779,195TOTAL






14,579,553



20,111,690



852,190,254Long-termLoans from banks


8.2



27,652,234



27,246,062



1,154,494,153Domestic bonds


8.3



13,972,726



13,991,248



592,849,492TOTAL






41,624,960



41,237,310



1,747,343,644
  F-27




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  8.

INTEREST-BEARING LOANS AND BORROWINGS(continued)  8.1
Short-term loans from banks Details of the short-term loans from banks of the Group as of March 31, 2023 were as follows:  Bank

As ofMarch 31,2023


As ofMarch 31,2023


Maturity

CollateralVND million


USD
(Conveniencetranslation)Vietnam Prosperity Joint  Stock Commercial Bank


3,644,662



154,434,831


From June 2023 to January 2024

Sharing collateral with a group of companies guaranteed by certain shares of an affiliate of the Group held by the ultimate parent company and a property held by an affiliate of the GroupVietnam Technological and Commercial Joint Stock Bank


3,534,238



149,755,847


From June 2023 to February 2024

Certain shares of the ultimate parent company held by an affiliate of the GroupSaigon  Hanoi Commercial Joint Stock Bank


1,959,704



83,038,305


From June 2023 to February 2024

Sharing collateral with a group of companies guaranteed by certain shares of the ultimate parent company held by an affiliate of the GroupJoint stock Commercial Bank for Investment and Development of Viet Nam  Ha Thanh Branch


1,407,683



59,647,585


From June 2023 to August 2023

Certain shares of an affiliate of the Group held by the ultimate parent company; sharing collateral with another loan of the Group guaranteed by a property held by an affiliate of the Group; a bond of a bank held by another
affiliate of the Group; payment guarantee from the ultimate parent companyJoint stock Commercial Bank for Investment and Development of Viet Nam  Quang Trung Branch


1,287,014



54,534,492


From June 2023 to August 2023

Certain shares of an affiliate of the Group held by the ultimate parent company; sharing collateral with another loan of the Group guaranteed by a property held by an affiliate of the Group; payment guarantee from the ultimate
parent companyTOTAL


11,833,301



501,411,059
 Details of interest rate during the period of short-term borrowings as of March 31, 2023 are as
follows:  Loans land borrowings

Currency

Interest rate applicable for the threemonths ended March 31, 2023Short-term Loans

VND

From 11% to 15%UPAS Letter of Credit

VND

From 8.5% to 12%
  F-28




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  8.

INTEREST-BEARING LOANS AND BORROWINGS(continued)  8.2
Long-term loans from banks Details of long-term borrowings as of March 31, 2023 were as follows:  Lenders

As of March 31, 2023


Maturity date

CollateralUSD(Conveniencetranslation)


VND millionForeign syndicated loan No.1


604,840,932



14,274,246


From September 2023 to September 2030


(i
)In which: current portion


89,506,695



2,112,358Foreign syndicated loan No.2


235,532,203



5,558,560


From May 2023 to November 2024


(i
)In which: current portion


53,928,178



1,272,705Foreign syndicated loan No.3


198,752,161



4,690,551


April 2023


(i
)In which: current portion


198,752,161



4,690,551Foreign syndicated loan No.4


96,881,102



2,286,394


From December 2023 to December 2026


(i
)In which: current portion


7,490,466



176,775Foreign syndicated loan No.5


125,502,669



2,961,863


From November 2024 to November 2029


(i
)Foreign syndicated loan No.6


241,567,331



5,700,989


From November 2025 to November 2026


(i
)Domestic loan


2,196,949



51,848


From June 2023 to December 2024


(i
)In which: current portion


1,101,695



26,000TOTAL


1,505,273,347



35,524,451In which:Non-current portion


1,154,494,153



27,246,062Current portion


350,779,195



8,278,389
  (i)
As of March 31, 2023 and December 31, 2022, these long-term loans were secured by:  Property, plant and equipment, the Revenue Account at a commercial bank with outstanding balance and
accumulated other related benefits arising from such account;  Certain shares of affiliates of the Group held by the ultimate parent company;  Payment Guarantee from the ultimate parent company and a commercial bank. Details of interest rate during the three months ended March 31, 2023 of borrowings as follows:  Loans and borrowings

Currency

Interest rate applicable for the three months endedMarch 31, 2023Secured loans

VND

Floating interest rate 11.8% per annumSecured loans without swap contract

USD

Floating interest rate, from 4.93% to 8.45% per annumSecured loans with floating interest rate swapped for fixed interest rate (also fixed transaction rate) under swap contracts (Note 13)

USD

Fixed interest rate under swap contract from 4.1% to
9.15% per annum
  F-29




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  8.

INTEREST-BEARING LOANS AND BORROWINGS(continued)  8.3
Domestic bonds The balance as of March 31, 2023 includes bonds arranged by a third counterparty:  The bonds being due in December 2024 with a total issuance value of VND11,500 billion. The remaining
principal balance of the bonds is VND11,400 billion (USD483.1 million) (net of issuance costs) as of March 31, 2023. These bonds are secured by shares of an affiliate in the Group held by the ultimate parent company, and bear interest at
the rate ranging from 9% to 9.25% for the first year. In the following years, the interest rate is determined by the 3.8% to 3.9% marginal interest rates and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam, Bank for Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry
and Trade and Vietnam Technological and Commercial Joint Stock Bank. The Company and its subsidiaries have received a guarantee (irrevocable and unconditional) for all payment obligations related to this bond from the ultimate parent company;  The bonds being due in May 2025 with a total issuance amount of VND2,000 billion. The remaining principal
balance of the bonds is VND1,978 billion (USD83.8 million) (net of issuance costs) as of March 31, 2023. The bonds are secured by shares of an affiliate held by the ultimate parent company, are guaranteed (irrevocable and unconditional) by
the ultimate parent company for entire repayment obligations relating to the bonds and bear interest at the rate of 9.26% for the first year. In the following years, the interest rate is determined by 3.9% marginal interest rate and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam, Bank for
Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry and Trade and Vietnam Technological and Commercial Joint Stock Bank;  The bonds being due in September 2025 with a total expected issuance amount of VND1,200 billion, of which
the Group received a disbursement of VND620 billion (USD 26.3 million). The remaining principal balance of the bonds as of March 31, 2023 is VND613 billion (USD26.0 million) (net of issuance costs). The bonds are secured by shares of
the ultimate parent company held by VIG, and guaranteed by the ultimate parent company. The bonds bear interest at the rate of 10.42% for the first year. In the following years, the interest rate is determined by 5% marginal interest rate and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam, Bank for
Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry and Trade and Vietnam Technological and Commercial Joint Stock Bank. As of March 31, 2023, the Groups collateral cover ratio was less than the required ratio specified in certain bonds with outstanding
balance amounting to VND13,378 billion (USD566.9 million). The Group subsequently restored the collateral cover ratio by adding additional assets into the collateral pursuant to the contractual agreements. By the date of the unaudited interim
condensed consolidated financial statements, the Group has completed administrative procedures with the relevant regulatory body to register the additional collaterals. Accordingly, the outstanding balance of these bonds continued to be classified
as non-current liabilities as of March 31, 2023.  F-30




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  9.

DEPOSITS AND DOWN PAYMENT FROM CUSTOMERS Balance as of March 31, 2023 represents
deposits and down payment received in advance from customers for sales of automobiles, e-scooters and service parts, which included VND505 billion (USD21.4 million) of refundable deposit liabilities and
VND714 billion (USD30.2 million) of non-refundable down-payment of contract liabilities. Revenue recognized in the three months ended March 31, 2023 from the contract liabilities at beginning of the
year amounted to approximately VND910.2 billion (USD38.6 million).  10.

LOSS PER SHARE Basic loss per share and diluted loss per share have been calculated in
accordance with ASC 260 on computation of earnings per share for the three months ended March 31, 2023 and 2022. Details are as below:  For the three months ended March 31,2022


2023


2023VND million


VND million


USDNet loss attributable to controlling interests


(9,648,532
)


(14,093,204
)


(597,169,661
)Net loss attributable to controlling interests adjusted for the effect of
dilution


(9,648,532
)


(14,093,204
)


(597,169,661
)
  Unit: SharesFor the three months ended March 31,2022


2023Weighted average number of ordinary shares for basic earnings per share


2,298,963,211



2,299,999,998Weighted average number of ordinary shares adjusted for the effect of dilution


2,298,963,211



2,299,999,998
  For the three months ended March 31,2022


2023


2023VND


VND


USDBasic loss per share


(4,197
)


(6,127
)


(0.26
)Diluted loss per share


(4,197
)


(6,127
)


(0.26
)
 In January 2022, the Company effected a
100-for-one split of ordinary shares. On
August 1, 2023, the shareholders of the Company approved the consolidation of 2,412,852,458 existing ordinary shares in the capital of the Company (Existing Shares) held by shareholders of the Company into 2,299,999,998 ordinary
shares in the capital of the Company (the Consolidated Shares) without any change in the paid-up share capital amount. All shares and per share amounts presented in the interim condensed
consolidated financial statements have been revised on a retroactive basis to give effect to the share split and the share consolidation.  F-31




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  11.

RELATED PARTY TRANSACTIONS The principal related parties with which the Group had
significant transactions during the three months ended March 31, 2023 and 2022 presented are as follows:  Related parties

Relationship with the CompanyPham Nhat Vuong

Member of the Board of DirectorsVingroup JSC

Ultimate ParentVietnam Investment Group Joint Stock Company (VIG)

ShareholderAsian Star Trading & Investment Pte. Ltd. (Asian Star)

ShareholderVinES Energy Solutions JSC (VinES JSC)

Entity under common controlVinbus Ecology Transport Services Limited Liability Company (Vinbus Ecology Transport Services LLC)

Entity under common controlVincom Retail JSC (Vincom Retail JSC)

Entity under common controlVincom Retail Operation Company Limited (Vincom Retail Operation LLC)

Entity under common controlVIN3S JSC

Entity under common controlVinhomes Industrial Zone Investment JSC (VHIZ JSC)

Entity under common controlVinhomes JSC

Entity under common controlVinsmart Research and Manufacture JSC (Vinsmart JSC)

Entity under common controlGreen and Smart Mobility Joint Stock Company (GSM JSC)

Entity under common controlVinCSS Internet Security Services Limited Liability Company (VinCSS)

Entity under common controlVinpearl JSC

Entity under common controlVinFast Lithium Battery Pack Limited Liability Company (VinFast Lithium Battery Pack LLC)

Associate of Ultimate Parent
  F-32




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  11.

RELATED PARTY TRANSACTIONS(continued)  Significant transactions
with related parties during the three months ended March 31, 2023 and 2022 were as follows: Currency: VND million  For the three months ended March 31,2022


2023Related party

Transactions

VND million


VND million


USDVingroup JSC

Borrowings


5,860,000



22,255,133



943,014,110Capital contribution in cash


6,000,000







Interest payable


531,903



383,709



16,258,856Vinhomes JSC

Sales






46,450



1,968,220Vouchers redemption






350,126



14,835,847Interest expenses


38,801







Vinsmart JSC

Purchase of machinery and equipment, tools, materials and goods


159,544



42,748



1,811,356VHIZ JSC

Contractual profit sharing under business investment and cooperation contract


56,000







Interest payable


118,023



374,717



15,877,839Vincom Retail JSC

Borrowings


860,000



700,000



29,661,017GSM JSC

Sales of vehicles






149,309



6,326,653VIN3S JSC

Purchase of information technology services


90,466



7,014



297,203Vincom Retail Operation JSC

Borrowing


640,000



1,745,000



73,940,678Interest expense


6,219



35,616



1,509,153Vinpearl JSC

Hotel service & airplane tickets expenses


10,469



46,948



1,989,322VinES JSC

Sale of battery parts and finished batteries


503,518







Transfer battery production facilities


702,749







Processing fee






387,331



16,412,331Purchase of battery parts and finished batteries






339,822



14,399,237VinCSS

Purchase of information technology services






41,874



1,774,322Vinbus Ecology Transport Services LLC

Sale of electric buses


296,151



20,286



859,576
  F-33




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  11.

RELATED PARTY TRANSACTIONS(continued)  Amounts due to and from
related parties as of March 31, 2023 and December 31, 2022:  As of December 31,2022


As of March 31, 2023VND million


VND million


USDAmounts due from related partiesShort-term loans, advance to and receivables from related parties


1,978,097



465,563



19,727,246Short-term loans (Note 11a)


545,400







Short-term advance to and receivables (Note 11c)


1,432,697



465,563



19,727,246Long-term loans to and receivables


44,533



48,073



2,036,992Long-term receivables (Note 11c)


44,533



48,073



2,036,992Total


2,022,630



513,636



21,764,237Amounts due to related partiesShort-term payables to and borrowings from related parties


17,325,317



27,006,774



1,144,354,831Short-term payables (Note 11c)


16,605,397



7,424,610



314,602,119Short-term borrowing (Note 11b)


719,920



19,582,164



829,752,712Long-term payables to related parties


21,918,710



18,139,211



768,610,636Long-term payables (Note 11c)


14,371,365



14,717,711



623,631,822Long-term borrowing (Note 11b)


7,547,345



3,421,500



144,978,814Total


39,244,027



45,145,985



1,912,965,466
  a)
Detail of loans to related parties:  As of December 31,2022


As of March 31, 2023VND million


VND million


USDShort-term loans to related partiesVinpearl JSC


545,400







Total


545,400








  F-34




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  11.

RELATED PARTY TRANSACTIONS(continued)  b)
Detail of borrowings from related parties:  As of December 31,2022


As of March 31, 2023VND million


VND million


USDShort-term borrowing from related partiesVingroup JSC


325,000



19,282,164



817,040,848Vinpearl JSC


300,000



300,000



12,711,864Asian Star


94,920







Total


719,920



19,582,164



829,752,712Long-term borrowing from related partiesVingroup JSC


7,547,345



3,421,500



144,978,814Total


7,547,345



3,421,500



144,978,814
 Details of the short-term and long-term borrowings from related parties of the Group as of
March 31, 2023 were as follows:  Counterparty

As of March 31, 2023

Maturity

Collateral

Interest rateapplicable forthe threemonths endedMarch 31, 2023VND million

USD
(Conveniencetranslation)Short-termVingroup JSC

19,282,164

817,040,848

From August 2023 to March 2024

Unsecured


8-11
%Vinpearl JSC

300,000

12,711,864

August 2023

Unsecured


11
%TOTAL

19,582,164

829,752,712Long-termVingroup JSC

3,421,500

144,978,814

December 2026

Unsecured


11
%TOTAL

3,421,500

144,978,814
  F-35




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  11.

RELATED PARTY TRANSACTIONS(continued)  c)
Detail of other balance due from and due to related parties:  As of December 31,2022


As of March 31, 2023VND million


VND million


USDAmount due from related partiesVinFast Lithium Battery Pack LLC


46,270



46,281



1,961,059Vinpearl JSC


250,204



76,209



3,229,195VinES JSC


1,000,000



9,723



411,992Vingroup JSC


45,676



46,958



1,989,746VHIZ JSC


38,413



58,930



2,497,034Vinhomes JSC


3,654



61,886



2,622,288GSM JSC






135,961



5,761,059Others


93,013



77,688



3,291,864Total


1,477,230



513,636



21,764,237
  As of December 31,2022


As of March 31, 2023VND million


VND million


USDAmount due to related partiesVingroup JSC


910,276



1,186,854



50,290,424VHIZ JSC (*)


15,193,854



15,511,188



657,253,729Vinhomes JSC


3,604,951



3,291,384



139,465,424Vinsmart JSC


2,038,084



1,013,204



42,932,373VinES JSC


8,816,483



736,869



31,223,263Vin3S JSC


104,792



103,354



4,379,407Others


308,322



299,468



12,689,322Total


30,976,762



22,142,321



938,233,941
  (*)
This is payable relating to the leaseback transaction with VHIZ JSC. Payment is made every quarter until
February 2067.  12.

SEGMENT REPORTING The Company has three reportable segments, namely Automobiles, E-scooter, Spare parts & Aftermarket services. The Automobiles segment includes the design, development, manufacturing and sales of cars and electric buses. The
E-scooter segment includes the design, development, manufacturing and sales of e-scooters. The sales of spare parts and rendering of aftermarket services for automobiles
and e-scooters are included in the Spare parts & Aftermarket services segment. A
combination of multiple business activities that does not meet the quantitative thresholds to qualify as reportable segments are grouped together as All other. The All other category mainly includes leasing activities.  F-36




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  12.

SEGMENT REPORTING(continued)  Information about
segments presented was as follows: For the three months ended March 31, 2023: Currency: VND million  Automobiles


E-scooter


Spare parts andaftermarketservices


All other


Unallocated (*)


TotalRevenues


1,369,752



205,136



230,186



166,552







1,971,626Cost of sales


(4,946,438
)


(331,314
)


(202,936
)


(299,708
)






(5,780,396
)Gross profit/(loss)


(3,576,686
)


(126,178
)


27,250



(133,156
)






(3,808,770
)Operating expenses


(6,232,560
)


(60,680
)






(480,643
)


(559,620
)


(7,333,503
)Operating profit/(loss)


(9,809,246
)


(186,858
)


27,250



(613,799
)


(559,620
)


(11,142,273
)
 For the three months ended March 31, 2022:  Automobiles


E-scooter


Spare parts andaftermarketservices


All other


Unallocated (*)


TotalRevenues


2,751,223



344,519



724,591



58,063







3,878,396Cost of sales


(5,232,762
)


(504,351
)


(690,029
)


(59,388
)






(6,486,530
)Gross loss


(2,481,539
)


(159,832
)


34,562



(1,325
)






(2,608,134
)Operating expenses


(4,741,796
)


(116,177
)










(604,382
)


(5,462,355
)Operating loss


(7,223,335
)


(276,009
)


34,562



(1,325
)


(604,382
)


(8,070,489
)
  F-37




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  12.

SEGMENT REPORTING(continued)  For the three months
ended March 31, 2023: Currency: USD  Automobiles


E-scooter


Spare parts andaftermarketservices


All other


Unallocated (*)


TotalRevenues


58,040,339



8,692,203



9,753,644



7,057,288







83,543,475Cost of sales


(209,594,831
)


(14,038,729
)


(8,598,983
)


(12,699,492
)






(244,932,034
)Gross profit/(loss)


(151,554,492
)


(5,346,525
)


1,154,661



(5,642,203
)






(161,388,559
)Operating expenses


(264,091,525
)


(2,571,186
)






(20,366,229
)


(23,712,712
)


(310,741,653
)Operating profit/(loss)


(415,646,017
)


(7,917,712
)


1,154,661



(26,008,432
)


(23,712,712
)


(472,130,212
)
  (*)
Unallocated expenses are mainly related to general and corporate administrative costs such as wages and
salaries for employees responsible for general corporate functions, including accounting, finance, tax, legal and human relations; technology-related fees; depreciation and amortization of fixed assets used for administration purpose; professional
fees and other miscellaneous items that are not allocated to segments. These expenses are excluded from segment results as they are not reviewed by the chief operating decision maker as part of segment performance.  F-38




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  12.

SEGMENT REPORTING(continued)  The following table
presents revenues by geographic area based on the sales location of the products:  For the three months endedMarch 31, 2022


For the three months endedMarch 31, 2023VND million


VND million


USDVietnam


3,878,396



1,971,626



83,543,475Total


3,878,396



1,971,626



83,543,475
 The following table presents revenues earned from external customers for each group of similar products
and services:  For the three months endedMarch 31, 2022


For the three months endedMarch 31, 2023VND million


VND million


USDSales of ICE vehicles


2,357,673



60,082



2,545,847Sales of e-cars


97,399



1,181,192



50,050,508Sales of e-buses


296,151



128,478



5,443,983Sales of e-scooters


344,519



205,136



8,692,203Sale of spare parts and components


706,568



191,545



8,116,314Rendering of aftermarket services


18,023



38,641



1,637,331Revenue from leasing activities and other


58,063



166,552



7,057,288Total revenue


3,878,396



1,971,626



83,543,475
  F-39




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY  A.
Fair value of financial instruments that are carried at fair value The fair value of financial assets and liabilities by classes that are carried at fair value are as follows:  As of December31, 2022Quoted prices in activemarkets for identicalinstruments


Significant otherobservable inputs


Significant unobservableinputs


Total(Level 1)


(Level 2)


(Level 3)VND million


VND million


VND million


VND millionFinancial assets:Financial assets at fair value through profit or loss- Derivative assets - cross-currency interest rate swaps contracts (i)










1,229,050



1,229,050In which:Non-current portion










696,332



696,332Current portion










532,718



532,718As of December 31, 2022










1,229,050



1,229,050Financial liabilities:Financial liabilities at fair value through profit or loss- Long-term financial liabilities in respect of DPS2 (ii)










15,180,723



15,180,723As of December 31, 2022










15,180,723



15,180,723
  F-40




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued) The fair value of financial assets and liabilities by classes that are carried at fair value are as follows
(continued):  As of March31, 2023Quoted prices inactive markets foridentical instruments


Significant otherobservable inputs


Significantunobservableinputs


Total


Total(Level 1)


(Level 2)


(Level 3)VND million


VND million


VND million


VND million


USDFinancial assets:Financial assets at fair value through profit or loss- Derivative assets  cross-currency interest rate swaps contract (i)










737,007



737,007



31,229,110In which:Non-current portion










289,322



289,322



12,259,407Current portion










447,685



447,685



18,969,703As of March 31, 2023










737,007



737,007



31,229,110Financial liabilities:Financial liability at fair value through profit or loss- Long-term financial liabilities in respect of DPS2 (ii)










15,446,200



15,446,200



654,500,000As of March 31, 2023










15,446,200



15,446,200



654,500,000
  F-41




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value (continued)  Reconciliations of
significant liabilities categorized within Level 3 under the fair value hierarchy are as follow:  As of January 1, 2022


Net change in unrealizedfair value recognized inconsolidated statementsof operations


As of March 31, 2022VND million


VND million


VND millionFinancial assets:Financial assets at fair value through profit or loss- Derivative asset - cross-currency interest rate swaps contract (i)


5,291



65,215



70,506In which:Non-current portion


5,291



65,215



70,506Current portion










Financial liabilities:Financial liability at fair value through profit or loss- Derivative liabilities  cross-currency interest rate swaps contract (i)


2,003,184



(1,283,898
)


719,286In which:Non-current portion


891,711



(804,156
)


87,555Current portion


1,111,473



(479,742
)


631,731
  F-42




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued)  Reconciliations of
significant liabilities categorized within Level 3 under the fair value hierarchy are as follow (continued):  As of January 1, 2023


Net change in unrealizedfair value recognized inconsolidated statementsof operations


As of March 31, 2023


As of March 31, 2023VND million


VND million


VND million


USDFinancial assets:Financial assets at fair value through profit or loss- Derivative asset - cross-currency interest rate swaps contract (i)


1,229,050



(492,043
)


737,007



31,229,110In which:Non-current portion


696,332



(407,010
)


289,322



12,259,407Current portion


532,718



(85,033
)


447,685



18,969,703Financial liabilities:Financial liability at fair value through profit or loss- Financial liabilities in respect of DPS2 (ii)


15,180,723



265,477



15,446,200



654,500,000In which:Non-current portion


15,180,723



265,477



15,446,200



654,500,000Current portion















  F-43




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued)  (i)
The Group entered into non-transferable cross-currency interest rate
swap (CCIRS) contracts with financial institutions for syndicated loans No.1, No.2, and No.3. Under the terms of the CCIRS contracts, the Group will receive floating interests based on outstanding USD notional amount every interest
payment date, and in turn will pay fixed interest for such loans based on the outstanding VND notional amount. In addition, at each principal repayment date, the Group will pay a fixed amount in VND based on the
USD-VND exchange rate for such loans at inception of the CCIRS for receiving notional amount in USD with the financial institutions. The outstanding notional amounts of the Groups derivative instruments
were maximum equal the carrying value of syndicated loans No. 1, No. 2 and No. 3 as disclosed in Note 8. As of March 31, 2023, the total net amount of fair value of the CCIRS derivative liabilities and derivative assets were
VND737 billion (USD31.2 million) (as of December 31, 2022: VND1,229 billion). The Group opted not to designate the CCIRS under hedge accounting therefore, the whole fair value change was charged to the consolidated statement of operations.
Net change in fair value of CCIRS derivative instruments for the three months ended March 31, 2023 was recorded as net loss on financial instruments at fair value through profit or loss in the consolidated statement of operations.  (ii)
On April 29, 2022 and June 4, 2022, the Company and Vingroup JSC entered into Subscription Agreements
with certain investors pursuant to which, Vingroup JSC issued to such investors, and such investors subscribed for, USD525 million aggregate principal amount of fixed rate exchangeable bonds due 2027 (First Closing Bonds) and
USD100 million aggregate principal amount of fixed rate exchangeable bonds due 2027 (Second Closing Bonds), respectively. Both First Closing Bonds and Second Closing Bonds are referred to as the EB. Investors of the EB
has the right to require Vingroup JSC to redeem the EB upon the occurrence of certain events, including, amongst others, a change of control of the Company, certain qualifying liquidity events occurring or failing to occur on or prior to
September 25, 2023, in respect of the Company. The amount payable upon redemption depends on the relevant redemption event, timing and other applicable conditions; in certain instances, the amount payable is the amount which would provide the
investors an agreed minimum internal rate of return. Concurrent with the entry into the EB, the Company entered into a
Deed Poll, pursuant to which investors of the EB have the rights to exchange their EB upon the completion of an initial public offering of the Company, for a specified number of ordinary shares in the Company at the exchange rate determined at the
time of exchange. Under the terms of the EB, Vingroup JSC shall use the proceeds from the issuance of the EB (net of fees and expenses incurred in connection with such issuance) to contribute capital into VinFast Vietnam via the issuance of Dividend
Preferred Shares (DPS2). In May and June 2022, VinFast Vietnam issued DPS2 amounting to VND11,745.72 billion and
VND2,249.64 billion to Vingroup JSC, respectively. The DPS2 are non-voting, non-redeemable and entitled to dividend at specified rates. The DPS2 shall be converted
automatically into ordinary shares of VinFast Vietnam at the earlier of the transfer of such DPS2 from Vingroup JSC to the Company and the date falling five years and three months after the issuance date of DPS2. In July 2022, the Company entered
into a put option agreement with Vingroup JSC, pursuant to which Vingroup JSC will have the right to require the Company to purchase DPS2 on the earlier of Vingroup JSCs receipt of a notice to redeem the EB or the maturity date of the EB. The above series of financial instruments and contracts, together with all rights, obligations and features, were treated as a bundle,
collectively, the Financial liabilities in respect of DPS2 and is measured at fair value through profit or loss in the unaudited interim condensed consolidated statements of the Company. As of March 31, 2023, the fair value of the Financial liabilities in respect of DPS2 was VND15,446 billion (USD654.5 million). Change
in fair value of the Financial liabilities in respect of DPS2 was recorded as loss on financial instruments at fair value through profit or loss in the unaudited interim condensed consolidated statement of operations.  F-44




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  13.

FAIR VALUE HIERARCHY(continued)  B.
Valuation processes Valuation methods and assumptions The following methods and assumptions were used for the estimation of recurring fair value measurements categorized within Level 1 and
Level 3 of the fair value hierarchy:  The significant unobservable inputs used in the fair value measurements categorized within Level 3 of the
fair value hierarchy as of March 31, 2023 and as of December 31, 2022 are shown below:  Item

Valuation technique

Valuation date

Significant unobservable inputs

Rate (%/annum)CCIRS contract of the loan No.1

Discounted Cash Flow (DCF)

December 31, 2022

Interpolated LIBOR for subsequent years

4.41- 4.96March 31, 2023

Interpolated LIBOR for subsequent years

4.24 - 5.06CCIRS contract of the loan No.2

DCF

December 31, 2022

Interpolated LIBOR for subsequent years

4.54 - 4.97March 31, 2023

Interpolated LIBOR for subsequent years

4.44 - 5.08CCIRS contract of the loan No.3

DCF

December 31, 2022

Interpolated LIBOR for subsequent years

4.86 - 4.89March 31, 2023

Interpolated LIBOR for subsequent years

4.94Financial liabilities in respect of DPS2

Binomial option pricing model  Lattice model and DCF

December 31, 2022

Credit spread of the Company (ii)

12.46Probability of expected events & expected exercise dateFair value of the ordinary shares ($) (i)

3.31Dividend yield ($) (ii)

0Volatility (ii)

85% - 88%March 31, 2023

Credit spread of the Company (ii)

12.46Probability of expected events & expected exercise dateFair value of the ordinary shares ($) (i)

3.28Dividend yield ($) (ii)

0Volatility (ii)

84% - 85%
  (i)
The fair value of ordinary shares is estimated based on DCF method. Because there has been no public market for
ordinary shares, the Company with the assistance of an independent third party valuer has determined the fair value of ordinary shares by considering a number of objective and subjective factors, including, amongst others, operating and financial
performance and trends in industry. There is inherent uncertainty in these estimates. $1 increase/decrease in the estimated fair value of ordinary shares would result in an increase/decrease in fair value of the Financial liabilities in respect of
DPS2 by VND86.6 billion/VND43.6 billion (USD3.7 million/USD1.8 million), respectively.  (ii)
The risk-free rates are estimated based on the curve of USD LIBOR rates, swap rates, future rates as at the
valuation date. The Group has never declared or paid any cash dividends on its capital stock, and the Group does not anticipate any dividend payments in the foreseeable future. The expected volatility at valuation date is estimated based on
historical volatilities of comparable companies mirroring the remaining time to respective conversion or maturity date of the EB. Lattice model is applied to back-solve the implied credit spread of the Company at First closing date. 1% increase/decrease in the credit
spread of the Company would result in an decrease/increase in fair value of the Financial liabilities in respect of DPS2 by VND150.8 billion/VND153.1 billion (USD6.4 million/USD6.5 million), respectively  F-45




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  14.

LEASES Group as a lessor Sales-type leases For the three months ended March 31, 2023, we recognized VND70.2 billion (USD3.0 million) of sales-type leasing revenue and
VND56.9 billion (USD2.4 million) of sales-type leasing cost of revenue (for the three months ended March 31, 2022: nil) Lease
receivables relating to sales-type leases are presented on the consolidated balance sheet as follows:  As of
December 31, 2022


As ofMarch 31, 2023VND million


VND million


USDGross lease receivables


149,417



255,013



10,805,636Received cash


(2,649
)


(9,701
)


(411,059
)Unearned interest income


(59,258
)


(103,861
)


(4,400,890
)Net investment in sales-type leases


87,510



141,451



5,993,686Reported as:Current net investment in sales-type lease


5,448



6,537



276,992Non-current net investment in sales-type lease


82,062



134,914



5,716,695Net investment in sales-type leases


87,510



141,451



5,993,686
 Lease income in operating lease  For the threemonths endedMarch 31, 2022


For the three months endedMarch 31, 2023VND million


VND million


USDLease income relating to lease payments


22,611



45,167



1,913,856Lease income relating to variable lease payments not included in the measurement of the lease
receivable


3,270



16,068



680,847
  F-46




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  15.

ASSETS CLASSIFIED AS HELD FOR SALE The Group classified certain long-lived assets under
the Vehicle segment, as held for sale as of March 31, 2023 due to its plan to dispose of these assets.  As of
December 31, 2022


As ofMarch 31, 2023VND million


VND million


USDCarrying value of assets held for saleAssets of Lang Lang Proving Ground


360,893



354,701



15,029,703Total


360,893



354,701



15,029,703
 In accordance with the Directors Resolution dated 6 September 2021 of VinFast Australia Pty
Ltd, the Group established a plan to dispose of fixed assets of Lang Lang Proving Ground in Australia. As of March 31, 2023, the Group identified a potential customer and signed a conditional sale agreement in May 2023. The transaction is
expected to be completed in 2023, therefore, the criteria of assets held-for-sale are satisfied as of March 31, 2023.  16.

COMMITMENTS AND CONTINGENCIES Commitments related to the development of the projects
and products The Group has signed contracts relating to the purchase and installation of machinery and equipment, information
technology systems and deployment of site clearance, direct cost to acquire land, construction of factories, showrooms, charging stations and development of products. The estimated commitment amount of these contracts as at March 31, 2023 was
VND17,976.5 billion (USD761.7 million) (December 31, 2022: VND18,498.9 billion). Contingent liabilities related to contract
termination penalty The Group has estimated the compensation expenses deriving from early termination of contracts with suppliers as
result of the Groups ICE phasing-out plan. The Group is in the process of negotiating with suppliers to finalize the compensation expenses. The ultimate resolution of the matter could result in a loss of
up to VND393.2 billion (USD16.7 million) in excess of the amount accrued. The Group has also estimated the compensation expenses
deriving from early termination of a land leasing contract with a landlord in the U.S. and Europe. The Group is in the process of negotiating with suppliers to finalize the compensation expenses. Other commitments Under
the agreement signed between VinFast Vietnam and World Triathlon Corporation, VinFast Vietnam is the Event Title Partner of Ironman World Championship event series. The Group has committed to paying the annual fees with total remaining amount of VND
267.3 billion (USD11.3 million) until the end of 2025.  F-47




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##### Table of Contents

VinFast Auto Pte. Ltd. NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)  16.

COMMITMENTS AND CONTINGENCIES(continued)  Covid-19 pandemic The Covid-19 pandemic is resulting in an
economic slowdown and adversely impacting most businesses and industries. This situation may bring uncertainties and have an impact on the environment in which the Group operates. The Companys management has continuously monitored ongoing
developments and assessed the financial impact in respects of the valuation of assets, provisions, and contingent liabilities, and has used estimates and judgement in respect of various issues as the situation has evolved, using the best information
obtained up to the date of this unaudited interim condensed consolidated financial statements.  17.

SUBSEQUENT EVENTS The Business Combination Agreement On May 12, 2023, the Company entered into a Business Combination Agreement with Black Spade Acquisition Co and Nuevo Tech Limited as
disclosed in Note 2(b). Vehicle Sales with Residual Value Guarantee (Vietnam market) In April 2023, the Group launched a residual value guarantee program in Vietnam of which, subject to terms and conditions of the program, the
Group may repurchase VinFast electric vehicles (including ones sold in the past) from customers after five years of their use. Purchases under the program would be made at predetermined prices which would be a percentage of the original price based
on the vehicle model and on the years of usage, directly by the Group or through arrangements with third parties. Alternatively, under this program, the Group may also compensate for the deficit if the customer decides to sell their VinFast vehicle
to other third parties at a lower price. The Group is in process of determining the financial impact of the implementation of this new policy on its financial statements. Share Consolidation On
August 1, 2023, the shareholders of the Company approved the consolidation of 2,412,852,458 existing ordinary shares in the capital of the Company (Existing Shares) held by shareholders of the Company into 2,299,999,998 ordinary
shares in the capital of the Company (the Consolidated Shares) without any change in the paid-up share capital amount. All shares and per share amounts presented in the consolidated financial
statements have been revised on a retroactive basis to give effect to the share consolidation.  F-48




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##### Table of Contents

VinFast Auto Ltd. [Formerly known as VinFast Trading & Investment Pte. Ltd.] Consolidated Financial Statements as of December 31, 2022 and 2021 and for the years then ended  F-49




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##### Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of VinFast Auto Pte. Ltd. [formerly known as VinFast Trading & Investment Pte. Ltd] Opinion on the Consolidated Financial Statements We have
audited the accompanying consolidated balance sheets of VinFast Auto Pte. Ltd. (formerly known as VinFast Trading & Investment Pte. Ltd) (VinFast Auto or the Company) as of December 31, 2022 and 2021, the
related consolidated statements of operations, comprehensive loss, shareholders equity and cash flows for the two years in the period ended December 31, 2022, and the related notes (collectively referred to as the consolidated
financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, the results of its operations and its cash
flows for the two years in the period ended December 31, 2022, in conformity with United States of America generally accepted accounting principles. Basis for Opinion These financial statements are the
responsibility of the Companys management. Our responsibility is to express an opinion on the Companys financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight
Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As
part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting.
Accordingly, we express no such opinion. Our audits of the consolidated financial statements included performing procedures to assess the risks of
material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a
reasonable basis for our opinion. Ernst & Young Vietnam Limited We have served as the Companys auditor since 2017. Ho
Chi Minh City, Vietnam March 9, 2023, except for Note 25, as to which the date is August 18, 2023.  F-50




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED BALANCE SHEETS as at December 31, 2022 and
2021  As of December 31,2021


2022


2022Notes


VND million


VND million


USDASSETSCURRENT ASSETSCash and cash equivalents


4



3,024,916



4,271,442



180,901,315Trade receivables


5



428,592



652,922



27,652,122Advances to suppliers


6



6,871,869



8,968,752



379,838,724Inventories, net


7



6,683,685



21,607,277



915,097,291Short-term prepayments and other receivables


8



4,826,879



6,457,169



273,469,784Short-term derivative assets


19







532,718



22,561,337Current net investment in sales-type lease


16



169



5,448



230,714Short-term investments










3,902



165,242Short-term amounts due from related parties


21



1,997,181



1,978,097



83,775,079Assets classified as held for sale


22



2,859,211



360,893



15,284,319Total current assets






26,692,502



44,838,620



1,898,975,927NON-CURRENT ASSETSProperty, plant and equipment, net


9



51,788,345



57,188,667



2,422,017,059Intangible assets, net


10



3,163,588



1,461,071



61,878,333Goodwill


10



272,203



272,203



11,528,160Operating lease
right-of-use assets


16



2,235,169



4,558,983



193,079,080Finance lease
right-of-use assets


16



96,582







Long-term derivative assets


19



5,291



696,332



29,490,588Long-term advances to suppliers


6



656,464



29,082



1,231,676Long-term prepayments






4,982



7,611



322,331Non-current net investment in sales-type lease


16



182,304



82,062



3,475,453Long-term amounts due from related parties


21



45,950



44,533



1,886,031Deferred tax assets


17



50,219







Other non-current assets






127,857



4,426,135



187,452,781Total non-current assets






58,628,954



68,766,679



2,912,361,492TOTAL ASSETS






85,321,456



113,605,299



4,811,337,419  F-51




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED BALANCE SHEETS (continued) as at December 31, 2022
and 2021  As of December 31,2021


2022


2022Notes


VND million


VND million


USDEQUITY AND LIABILITIESCURRENT LIABILITIESShort-term and current portion of long-term interest-bearing loans and borrowings


11



15,826,651



14,579,553



617,463,691Short-term derivative liabilities


19



1,111,473







Trade payables






3,188,756



16,636,820



704,591,719Deposits and down-payment from customers


12



1,317,471



1,572,537



66,599,058Short-term deferred revenue


13



17,338



107,448



4,550,551Short-term accruals


14



4,119,068



11,056,666



468,264,705Other current liabilities


15



5,313,963



4,177,978



176,942,975Current operating lease liabilities


16



375,293



768,883



32,563,236Amounts due to related parties


21



56,035,252



17,325,317



733,750,493Total current liabilities






87,305,265



66,225,202



2,804,726,428NON-CURRENT LIABILITIESLong-term interest-bearing loans and borrowings


11



31,343,149



41,624,960



1,762,873,105Long-term derivative liabilities


19



891,711



15,180,723



642,924,079Other non-current liabilities


15



171,290



606,429



25,683,097Non-current operating lease liabilities


16



1,298,354



3,256,351



137,910,847Long-term deferred revenue


13



25,945



499,395



21,150,055Deferred tax liabilities


17



51,462



947,981



40,148,273Long-term accruals






32,714



16,007



677,907Amounts due to related parties


21



41,142,764



21,918,710



928,286,892Total non-current liabilities






74,957,389



84,050,556



3,559,654,255Commitments and contingencies


24EQUITYOrdinary shares (2,298,963,211 and 2,299,999,998 shares issued and outstanding as of
December 31, 2021 and 2022, respectively)






553,892



871,021



36,888,929Accumulated losses






(77,416,918
)


(127,188,455
)


(5,386,602,368
)Additional paid-in capital










12,311,667



521,415,683Other comprehensive loss






(63,494
)


(104,065
)


(4,407,303
)Deficit attributable to equity holders of the parent






(76,926,520
)


(114,109,832
)


(4,832,705,059
)Non-controlling interests (*)






(14,678
)


77,439,373



3,279,661,795Total deficit






(76,941,198
)


(36,670,459
)


(1,553,043,264
)TOTAL DEFICIT AND LIABILITIES






85,321,456



113,605,299



4,811,337,419 (*) The balance as of December 31, 2022 mainly included dividend preference shares which comprise of the DPS 1, DPS 3 and
DPS 4 issued by VinFast Vietnam to Vingroup JSC as presented in Note 20 (i) and Note 20 (iii).  F-52




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENTS OF OPERATIONS for the years ended
December 31, 2022 and 2021  For the year ended December 31,2021


2022


2022Notes


VND million


VND million


USDRevenuesSales of vehicles






13,898,621



12,391,500



524,796,735Sales of merchandise






1,405,368



112,206



4,752,059Sales of spare parts and components






538,216



2,072,628



87,778,581Rendering of services






96,577



222,732



9,432,954Rental incomeRevenue from leasing activities






89,400



166,525



7,052,585Revenues (*)






16,028,182



14,965,591



633,812,914Cost of vehicles sold






(23,326,953
)


(24,660,149
)


(1,044,390,522
)Cost of merchandise sold






(1,398,339
)


(151,353
)


(6,409,994
)Cost of spare parts and components sold






(437,195
)


(1,869,084
)


(79,158,180
)Cost of rendering services






(65,376
)


(389,635
)


(16,501,582
)Cost of leasing activities






(56,095
)


(162,275
)


(6,872,567
)Cost of sales






(25,283,958
)


(27,232,496
)


(1,153,332,845
)Gross loss






(9,255,776
)


(12,266,905
)


(519,519,931
)Operating expenses:Research and development costs






(9,255,376
)


(19,939,898
)


(844,481,524
)Selling and distribution costs






(2,203,839
)


(5,213,739
)


(220,808,879
)Administrative expenses






(2,424,560
)


(4,010,012
)


(169,829,416
)Compensation expenses






(4,340,322
)


(109,431
)


(4,634,540
)Net other operating income/(expenses)


18



412,472



(716,379
)


(30,339,670
)Operating loss






(27,067,401
)


(42,256,364
)


(1,789,613,960
)Finance income


18



446,139



88,060



3,729,477Finance costs


18



(4,598,235
)


(7,959,840
)


(337,109,936
)Net (loss)/gain on financial instruments at fair value through profit or loss






(1,710,029
)


1,226,012



51,923,272Investment gain


18



956,588







Share of losses from equity investees






(36,786
)






Loss before income tax expense






(32,009,724
)


(48,902,132
)


(2,071,071,147
)Tax expense


17



(209,237
)


(946,738
)


(40,095,603
)Net loss for the year






(32,218,961
)


(49,848,870
)


(2,111,166,750
)Net loss attributable to non-controlling
interests






(35,234
)


(65,075
)


(2,756,002
)Net loss attributable to controlling interest






(32,183,727
)


(49,783,795
)


(2,108,410,748
) (*) Including sales to related parties in 2021 and 2022 of VND516,546 million and VND2,378,858 million
(USD100,747,835), respectively.  F-53




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE LOSS for the
years ended December 31, 2022 and 2021  For the year ended December 31,2021


2022


2022Notes


VND million


VND million


USDNet loss for the year






(32,218,961
)


(49,848,870
)


(2,111,166,750
)Other comprehensive lossOther comprehensive loss that will be reclassified to profit or loss in subsequent periods (net
of tax):Exchange differences on translation of foreign operations






(102,084
)


(40,571
)


(1,718,255
)Net other comprehensive loss that will be reclassified to profit or loss in subsequent
periods






(102,084
)


(40,571
)


(1,718,255
)Total comprehensive loss for the year, net of tax






(32,321,045
)


(49,889,441
)


(2,112,885,005
)Net loss attributable to non-controlling
interests






(35,234
)


(65,075
)


(2,756,002
)Comprehensive loss attributable to controlling interest






(32,285,811
)


(49,824,366
)


(2,110,129,003
)VND


VND


USDNet loss per share attributable to ordinary shareholdersBasic and diluted


18



(20,386
)


(21,654
)


(0.92
)Unit: SharesWeighted average number of shares used in loss per share computationBasic and diluted






1,578,726,324



2,299,008,659



2,299,008,659  F-54




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY for the
years ended December 31, 2022 and 2021  Number ofshares ofVinFast AutoShares


Ordinaryshares -VinFastAutoVND million


Additionalpaid-incapital -VinFastAutoVND million


Contributedchartercapital -VinFastVietnamVND million


AccumulatedlossesVND million


Capitalreserve -VinFastVietnamVND million


Othercomprehensiveincome/(loss)VND million


Non-controllinginterestsVND million


Total equity/(deficit)VND millionAs of January 1, 2021














38,707,336



(44,356,242
)


11,753,160



45,870



29,968



6,180,092Net loss for the year


















(32,183,727
)










(35,234
)


(32,218,961
)Foreign currency translation adjustment


























(102,084
)






(102,084
)Total comprehensive income/(loss)














38,707,336



(76,539,969
)


11,753,160



(56,214
)


(5,266
)


(26,140,953
)Additional capital contribution to VinFast Vietnam














4,881,392



















4,881,392Demerger of VinFast Vietnam














(1,091,730
)


(871,041
)


(7,754,407
)










(9,717,178
)Insertion of VinFast Auto as the holding company of the Group and additional capital contribution
to VinFast Vietnam (Note 1)


2,298,963,211



553,892



39,373



(42,496,998
)


234







(7,280
)


5,168



(41,905,611
)Additional capital contribution to a subsidiary and acquisitions of entities under common
control










(35,801
)










(4,022,812
)






4,432



(4,054,181
)Disposal of subsidiaries to entities under common control










(3,572
)










17,917







(3,502
)


10,843Additional acquisition of non-controlling interests from a
subsidiary






























(15,510
)


(15,510
)Other


















(6,142
)


6,142











Balance at the end of the year


2,298,963,211



553,892











(77,416,918
)






(63,494
)


(14,678
)


(76,941,198
)  F-55




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY (continued) for the years ended December 31, 2022 and 2021  Number ofshares ofVinFast AutoShares


Ordinaryshares -VinFastAutoVND million


Additionalpaid-incapital
VinFast
AutoVND million


AccumulatedlossesVND million


OthercomprehensivelossVND million


Non-controllinginterestsVND million


Total
Shareholdersequity (deficit)VND millionBalance as of January 1, 2022


2,298,963,211



553,892







(77,416,918
)


(63,494
)


(14,678
)


(76,941,198
)Net loss for the year














(49,783,795
)






(65,075
)


(49,848,870
)Foreign currency translation adjustments


















(40,571
)






(40,571
)Total comprehensive income/(loss)


2,298,963,211



553,892







(127,200,713
)


(104,065
)


(79,753
)


(126,830,639
)Additional capital contribution to VinFast Auto


1,036,787



317,129



















317,129Additional capital contribution to VinFast Vietnam (Note 20 (i) and (iii))






















77,515,874



77,515,874Partial disposal of a subsidiary














12,258







3,252



15,510Deemed contribution from owners (*)










12,311,667















12,311,667Balance as of December 31, 2022


2,299,999,998



871,021



12,311,667



(127,188,455
)


(104,065
)


77,439,373



(36,670,459
)USD






36,888,929



521,415,683



(5,386,602,368
)


(4,407,303
)


3,279,661,795



(1,553,043,264
)  (*)
Including:  

In January 2022, VinFast Vietnam decided to extend the warranty policy to earlier of 10 years or the first
200,000 km for all internal-combustion-engine (ICE) cars sold since 2019 and to be sold thereafter. The estimated warranty cost was substantially supported by Chairman of the Company, in the form of upfront payment of VND350 billion (USD14.8
million), which was received in cash by VinFast Vietnam in June 2022. This amount was recognized as Additional paid-in capital in the consolidated statements of shareholders equity.  

With regard to the ICE phasing-out (Note 1), ICE assets were transferred
to Vietnam Investment Group Joint Stock Company (VIG) completely in 2022 with a gain of VND11,961.7 billion (USD506.6 million) being recognized in the consolidated statements of shareholders equity. Please refer to Note 21,
Section Transactions with VIG JSC related to ICE assets disposal for details.  F-56




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENTS OF CASH FLOWS for the years ended
December 31, 2022 and 2021  For the year ended December 31,2021


2022


2022Notes


VND million


VND million


USDOPERATING ACTIVITIESNet loss for the year






(32,218,961
)


(49,848,870
)


(2,111,166,750
)Adjustments to reconcile net loss to net cash flows:Depreciation of property, plant and equipment


9



3,981,389



3,924,658



166,214,553Amortization of intangible assets


10



897,562



2,341,850



99,180,510Impairment of assets and changes in fair value of held for sale assets






164,978



1,133,743



48,015,543Amortization of finance lease
right-of-use assets


16



12,421







Changes in operating lease
right-of-use assets






273,270



448,651



19,000,974Provision related to purchase commitment, compensation expenses, assurance-type warranties and
write-downs of inventories






6,513,514



5,988,521



253,621,930Allowance against receivable






206,325



172,571



7,308,604Deferred income tax expenses


17



150,536



946,738



40,095,603Unrealized foreign exchange (gains)/losses






(448,262
)


744,989



31,551,287Investment (gain)/loss






(956,588
)


18,962



803,066Net loss/(gain) on financial instruments at fair value through profit or loss






1,710,029



(1,226,012
)


(51,923,272
)Change in amortized costs of financial instruments measured at amortized cost


18



1,156,118



1,999,914



84,699,051Loss on disposal of fixed assets






113,395







Share of losses from equity investees






36,786







Working capital adjustments:(Increase)/decrease in trade and other receivables






(7,406,143
)


622,707



26,372,480Increase in inventories






(3,857,721
)


(20,241,698
)


(857,263,171
)Increase in trade and other payables






760,098



17,792,820



753,549,890Change in operating lease liabilities






(224,085
)


(420,877
)


(17,824,708
)Decrease/(increase) in prepayments






166,251



(27,080
)


(1,146,874
)Net cash flows used in operating activities






(28,969,088
)


(35,628,413
)


(1,508,911,284
)  F-57




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) CONSOLIDATED STATEMENTS OF CASH FLOWS (continued) for the years
ended December 31, 2022 and 2021  For the year ended December 31,2021


2022


2022Notes


VND million


VND million


USDINVESTING ACTIVITIESPurchase of property, plant and equipment, and intangible assets






(6,007,925
)


(17,681,672
)


(748,842,622
)Repayment under a business investment and cooperation contract










(968,773
)


(41,028,841
)Deposit received under a business investment and cooperation contract










170,017



7,200,449Proceeds from disposal of property, plant and equipment






48,798



1,412,976



59,841,437Disbursement of loans






(3,219,449
)


(3,902
)


(165,255
)Collection of loans






11,054,900



1,034,648



43,818,736Payment for business acquisition






(77,099
)






Proceeds from disposal of equity investments






196,407



(2,240
)


(94,867
)Proceed from disposal of net assets under common control






424,418







Net cash flows from/(used in) investing activities






2,420,050



(16,038,946
)


(679,270,963
)FINANCING ACTIVITIESCapital contribution from owners






9,988,508



6,317,129



267,538,921Deemed contribution from owners










646,655



27,386,710Deemed distribution to owners for transactions under common control






(498,959
)






Payment for initial public offering costs










(41,649
)


(1,763,891
)Proceeds from borrowings






38,042,837



87,660,103



3,712,523,420Repayment of borrowings






(18,677,191
)


(41,637,135
)


(1,763,388,743
)Net cash flows from financing activities






28,855,195



52,945,103



2,242,296,417Net increase in cash and cash equivalents






2,306,157



1,277,744



54,114,170Cash and cash equivalents at January 1






827,742



3,024,916



128,109,266Net foreign exchange difference






(108,983
)


(31,218
)


(1,322,121
)Cash and cash equivalents at December 31


4



3,024,916



4,271,442



180,901,315Supplement disclosures of non-cash
activitiesDebt conversion to equity






4,121,775



71,515,874



3,028,793,580Non-cash property and equipment additions






2,274,048



13,349,412



565,365,577Borrowings by converting from the Groups consideration payable for acquisition of Vingroup
Investment Vietnam JSC






4,693,380







Establishment of
right-of-use assets and lease liabilities at commencement dates and lease modification






1,318,222



2,772,465



117,417,642Non-cash consideration included in the purchase
consideration of business combination






280,912







Interest payable conversion to debt










2,625,845



111,208,072Supplemental DisclosureInterest paid, net of capitalized interest






2,873,846



4,378,839



185,449,729Income tax paid






51,409



22,618



957,903  F-58




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS as of
December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS  (a)
The Reorganization In early 2021, Vingroup Joint Stock Company (Vingroup JSC or the Ultimate Parent), founded by Mr. Pham Nhat Vuong
(the Founder), the parent company of VinFast Auto Pte. Ltd. (formerly known as VinFast Trading & Investment Pte. Ltd.), a company incorporated in Singapore (VinFast Auto or the Company) and VinFast
Trading and Production Joint Stock Company (formerly known as VinFast Trading and Production Limited Liability Company) (VinFast Vietnam), executed reorganization transactions (the Reorganization) to bring together
subsidiaries operating in automotive manufacturing and related businesses into one group. Following the Reorganization, VinFast Auto became the direct holding company of VinFast Vietnam. In preparation for its planned initial public offering (IPO), pursuant to a series of restructuring agreements signed in 2021, the
Company acquired 99.9% of the contributed capital of VinFast Vietnam from Vingroup JSC and VIG, an entity under common control of the Founder, with a total consideration of VND50,446.5 billion. The consideration was mostly unpaid as of
December 31, 2021 and recognized as an amount payable to related parties, namely Vingroup JSC and VIG. In January 2022, the Company issued promissory notes (the P-Notes) to Vingroup JSC and
VIG in place of the aforementioned amount payable to related parties, which was subsequently used to increase in capital of VinFast Vietnam (Note 20 (iii)) and offset against the receivables from transfer of ICE assets (Note (1c)), respectively. As
both VinFast Auto and VinFast Vietnam are under common control of Vingroup JSC immediately before and after the Reorganization, the transaction was accounted for as a legal reorganization of entities under common control whereby the Company became
the holding company of VinFast Vietnam and its subsidiaries using historical costs. Accordingly, the accompanying consolidated financial statements were presented as if the current corporate structure had been in existence since the date when the
subsidiaries first came under the common control of Vingroup JSC. Following this transaction, the consolidated statements of shareholders equity for the year ended December 31, 2021 represented changes of equity components from VinFast
Vietnam to the Company.  (b)
Principal activities The principal activities of the Company and its subsidiaries (hereinafter collectively referred to as the Group) are to manufacture
cars, motor vehicles, render leasing activities, trade smartphones and related businesses. The Companys head office is located at
120 Lower Delta Road #02-05, Cendex Centre, Singapore 169208. Head office of VinFast Vietnam, a subsidiary of the Company, is located atDinh Vu - Cat Hai Economic Zone, Cat Hai Island, Cat Hai town,
Cat Hai district, Hai Phong city, Vietnam.  (c)
Announcement of ICE phasing-out In December 2021, the Members Council of VinFast Vietnam approved Resolution No.
18/2021/NQ-HDTV-VINFAST on the cessation of all production and trading activities of internal combustion engine (ICE) vehicles in 2022 with a commitment to become solely an electric vehicle
(EV) manufacturer. In February 2022, the General Meeting of Shareholders of VinFast Vietnam approved the Resolution No. 02/2022/NQ-DHDCD-VINFAST to transfer assets, exclusively for ICE vehicle production which includes engine manufacturing facilities, toolings, subframes, and other related assets (referred to as ICE
assets), to VIG. Accordingly, VinFast Vietnam entered into transfer agreements and guarantee agreements with VIG for the transfer of the ICE assets. Subsequently, in the period, VinFast Vietnam and VIG signed appendices to adjust the list of
transferred assets and completed the determination of the price of the transferred assets. VinFast Vietnam completed the disposal of ICE assets in early November 2022.  F-59




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS(continued)  (d)
The Consolidated Financial Statements The Group consists of the following entities as of the reporting dates:  No.

Name

Short name

Structure as ofDecember31, 2021


Structure as ofDecember31, 2022


Registered offices address

NoteVotingright (%) (1)


Equityinterest (%) (1)


Votingright (%) (1)


Equityinterest (%) (1)1

VinFast Auto Pte. Ltd.

VinFast Auto

















120 Lower Delta Road #02-05, Cendex Centre, Singapore 169208

(i)2

VinFast Trading and Production JSC

VinFast Vietnam


99.9



99.9



99.9



99.9


Dinh Vu  Cat Hai Economic Zone, Cat Hai Island, Cat Hai Town, Cat Hai District, Hai Phong City, Vietnam

(ii)3

VinFast Commercial and Services Trading LLC

VinFast Trading


99.5



99.4



99.5



99.4


No. 7, Bang Lang 1 Street, Vinhomes Riverside Eco-Urban Area, Viet Hung Ward, Long Bien District, Hanoi, Vietnam

(iii)4

VinFast Germany GmbH

VinFast Germany


100.0



99.9



100.0



99.9


Kornmarktarkaden, Bethmannstraße 8/Berliner Straße 51  60311 Frankfurt am Main, Germany

(iv)5

VinFast Engineering Australia Pty Ltd

VinFast Australia


100.0



99.9



100.0



99.9


234 Balaclava Road, Caulfield North, VIC 3161, Australia

(iv)6

Vingroup Investment Vietnam JSC

Vingroup Investment


99.7



99.6



99.3



99.2


No. 7, Bang Lang 1 Street, Vinhomes Riverside Eco-Urban Area, Viet Hung Ward, Long Bien District, Hanoi, Vietnam

(v)7

Vingroup USA, LLC

Vingroup USA


100.0



99.6



100.0



99.2


333 W. San Carlos St., Suite 600, San Jose, CA 95110, USA

(v)8

VinFast USA Distribution, LLC

VinFast USA Distribution


100.0



99.6



100.0



99.2


12777 West Jefferson Blvd, Suite A-101, Los Angeles, CA 90066, USA

(vi)9

VinFast Auto, LLC

VinFast Auto, LLC


100.0



99.6



100.0



99.2


790 N. San Mateo Drive, San Mateo, CA 94401, USA

(vi)10

VinFast Auto Canada Inc.

VinFast Auto Canada


100.0



99.6



100.0



99.2


Suite 2600, Three Bentall Centre 595 Burrard Street, P.O. Box 49314, Vancouver Bc V7X 1L3, Canada

(vii)11

VinFast France

VinFast France


100.0



99.6



100.0



99.2


72 rue du Faubourg Saint Honoré, Paris, 75008 France

(vii)12

VinFast Netherlands B.V

VinFast Netherlands


100.0



99.6



100.0



99.2


Vijzelstraat 68, 1017HL Amsterdam, Netherlands

(vii)13

Vingroup Ru, LLC

Vingroup Ru


100.0



99.6










Building 7, 1-ST Kazachiy Lane, Moscow, Russia

(viii)14

VinFast OEM US Holding, Inc.

VinFast OEM










100.0



100.0


850 New Burton Road, Suite 201, Dover, Delaware 19904, Kent County, USA

(ix)15

VinFast Manufacturing US, LLC

VinFast Manufacturing










100.0



100.0


160 Mine Lake Court, Ste 200, Raleigh, North Carolina 27615, USA

(ix)
  F-60




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS(continued)  (d)
The Consolidated Financial Statements(continued)  (1)
These represent the voting right and equity interest of the Company as of December 31, 2022 and 2021 in
each entity, respectively.  (i)
In March 2021, Vingroup JSC and Vietnam Investment Group JSC acquired VinFast Auto from a third party. The
Company was dormant and did not conduct any substantive operations on its own. In December 2021, pursuant to a series of
restructuring agreements as described in the Reorganization, the Company completed the acquisition of VinFast Vietnam.  (ii)
In accordance with Resolution No. 21/2020/NQ-HDTV-VINFAST dated
December 28, 2020 and the Merger Contract dated December 28, 2020 between VinFast Vietnam and P&S LLC, an entity under common control of Vingroup JSC, VinFast Vietnam increased its charter capital by VND1,092 billion in exchange
for charter capital of P&S LLC at conversion rate 1:1. The merger of P&S LLC into VinFast Vietnam is assessed as the acquisition of assets under common control. The consideration paid is the carrying value of equity instruments issued by
VinFast Vietnam. Consequently, the difference of VND7,754 billion between the carrying amount of net assets of P&S LLC and the par value of equity instruments issued by VinFast Vietnam was recognized in Capital reserve of the consolidated
statement of shareholders equity. In March 2021, VinFast Vietnam completed the demerger transaction in which,
VinFast Vietnam was demerged into three entities, namely VinFast Vietnam, Ngoc Viet Business Development Investment JSC and P&S Investment JSC. The share capital of Ngoc Viet Business Development Investment JSC and P&S Investment JSC was
VND811.94 billion and VND279.79 billion, respectively. As part of the demerger, the other two entities inherited the shares in Vinhomes JSC (a subsidiary of Vingroup JSC) and Vingroup JSC respectively. As a result of the demerger, share
capital of VinFast Vietnam decreased by VND1,092 billion. In March and November 2021, VinFast Vietnam increased its contributed
charter capital to VND42,497 billion and VND50,497 billion, respectively. In June 2021, VinFast Vietnam completed the
acquisition of 50% of contributed capital of VinFast  An Phat Plastic Auto Part Company Limited (VinFast  An Phat) from a corporate counterparty at a total consideration of VND88 billion. Before the acquisition date,
VinFast  An Phat was previously accounted for as an investment in joint venture. After this step-up acquisition, VinFast Vietnams equity interest in VinFast  An Phat is 100% and VinFast
 An Phat became a subsidiary of the Group. Gain and goodwill arising from this transaction were VND29.6 billion and VND42.3 billion, respectively. The principal activity of this company was to produce plastic components for
automobiles and e-scooters. In July 2021, VinFast  An Phat was merged into VinFast Vietnam. During the year ended December 31, 2022, VinFast Vietnam increased its contributed charter capital in certain times with details as below:  Date

Contributed charter capital
(VND billion)


Contributed charter capital
(USD million)March 15, 2022


56,497



2,393May 12, 2022


57,380



2,430June 13, 2022


57,548



2,437December 29, 2022


129,064



5,466
  (iii)
In March 2020, VinFast Leasing JSC was merged into VinFast Trading and VinFast Trading is the surviving entity.
As a result, VinFast Trading has been included in the consolidated financial statements from the date of establishment. The principal activities of VinFast Trading are motor vehicles retail and distribution.  F-61




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS(continued)  (d)
The Consolidated Financial Statements(continued)  (iv)
In July 2018 and November 2019, VinFast Vietnam established VinFast Germany and VinFast Australia with 100%
direct voting right. As a result, both VinFast Germany and VinFast Australia have been included in the consolidated financial statements from their establishment dates. The principal activities of VinFast Germany are trading, importing and exporting equipment, components and spare parts for automobiles, e-scooters and related goods. VinFast Australia is currently dormant, but its principal activities were automobile designing, collaborating in technological research, importing and distributing goods.  (v)
In January 2019 and March 2019, VinTech Technology Development JSC, another subsidiary of Vingroup JSC,
established Vingroup USA (previously known as VinTech USA, LLC) and Vingroup Investment (previously known as VinTech Ventures Development LLC) with 100% equity interest. In July 2020, Vingroup JSC fully acquired Vingroup Investment from VinTechTechnology Development JSC with total consideration of
VND500 billion. In September 2020, Vingroup Investment fully acquired Vingroup USA from VinTech Technology Development JSC with total consideration of VND97 billion. On the basis that these entities have been under common control, Vingroup
Investment and Vingroup USA have been consolidated as subsidiaries of the Group from the date Vingroup JSC obtained control over these entities. In January 2021, Vingroup JSC contributed capital amounting to VND675 billion to Vingroup Investment. In March 2021, VinFast Trading acquired 0.33% shares of Vingroup Investment from a subsidiary of Vingroup JSC, therefore, the Group owned
99.57% equity interest of Vingroup Investment and its subsidiaries. In December 2022, VinFast Trading disposed all shares in Vingroup
Investment to a subsidiary of Vingroup JSC, resulting in the decrease in voting right of the Company in Vingroup Investment by 0.33%. The
current principal activities of Vingroup Investment are consultancy and investment activities. The current principal activities of Vingroup USA are importing and distributing electronic and telecommunication equipment.  F-62




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS(continued)  (d)
The Consolidated Financial Statements(continued)  (vi)
In March 2020, Vingroup USA established VinFast USA Distribution and VinFast Auto, LLC (previously known as
VinFast Dealer San Francisco #1) with 100% equity interest. As a result, both VinFast USA Distribution and VinFast Auto, LLC have been included in the consolidated financial statements from the date Vingroup USA obtained control over these entities. In March 2021, VinFast Vietnam completed the acquisition of 99.34% shares of Vingroup Investment from Vingroup JSC,
thereby, Vingroup Investment, Vingroup USA (subsidiary of Vingroup Investment), VinFast USA Distribution and VinFast Auto, LLC (subsidiaries of Vingroup USA) became subsidiaries of VinFast Vietnam. The principal activity of these companies is distribution of automotive vehicles.  (vii)
In March 2021, Vingroup Investment received the investment registration certificates certifying Vingroup
Investment as the investor of VinFast Auto Canada, VinFast France and VinFast Netherlands.  (viii)
In April 2021, Vingroup Investment completed the acquisition of 100% of contributed capital of Vingroup Ru from
Vintech Technology Development JSC (a subsidiary of Vingroup JSC), with total consideration of VND47.6 billion. At the acquisition date, Vingroup Ru owned 99.9% of contributed capital in Vinpearl Travel Ru, thus, VinFast Vietnam indirectly
obtained control over Vinpearl Travel Ru. In November 2021, Vingroup Ru completed the disposal of 99.9% of contributed capital in Vinpearl Travel Ru to an external party. In March 2022, the Board of Directors of Vingroup Investment approved the plan
to dispose or dissolve Vingroup Ru. In June 2022, the Group completed the disposal of Vingroup Ru to third parties at total consideration of RUB1. Accordingly, Vingroup Ru is no longer a subsidiary of the Company.  (ix)
In May 2022, the Company established VinFast OEM with 100% direct voting right. In March 2022, Vingroup USA incorporated Project Blue NC, LLC with 100% direct voting right. Subsequently, in May 2022, Project Blue NC, LLC
changed its name to VinFast Manufacturing US, LLC and Vingroup USA completed the transfer of all equity interest in VinFast Manufacturing to VinFast OEM. VinFast OEM and VinFast Manufacturing have been included in the consolidated financial statements from their establishment dates. The principal activities of VinFast OEM are to research and develop the market. The principal activities of VinFast Manufacturing are to
manufacture cars.  (e)
Sales of EVs From December 2021, the Group commenced its sales of EVs only whilst offering an innovative battery lease model in partnership with VinES
Energy Solution Joint Stock Company (VinES), an affiliate controlled by the sameUltimate Parent (Note 1(f)). Commencing November 2022, the Group changed its go-to-market
strategy and offered customers the option to purchase electric vehicles with the battery as well as lease batteries under the Battery Subscription Program, in which the Group will act as principal of both sale and subscription plan of batteries.  F-63




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  1.
ORGANIZATION AND NATURE OF OPERATIONS(continued)  (f)
VIE structures VinES is a company operating in the battery business that includes leasing its battery to VinFasts EV customers (Note 1(e)). From January
2022 to October 2022, VinFast Vietnam offers a battery lease subsidy to their EV customers throughout the battery lease term by paying a portion of the battery lease charge directly to VinES, pursuant to the Master Sales Promotion Agreement signed
between VinFast Vietnam and VinES. The Master Sales Promotion Agreement has an initial term of five years until 2027. The battery lease subsidy that exposes VinFast Vietnam to the risk of loss in VinES constitutes variable interests held by the
Group. The Groups maximum exposure to the risk of loss as a result of the Master Sales Promotion Agreement is varied by the number of EV customers who will lease the batteries from VinES and are entitled to receive a subsidy from VinFast
Vietnam, subjected to future negotiations with VinES on the terms and conditions of the subsidy according to the Master Sales Promotion Agreement and other factors in the future. The Group lacks the power through voting or similar rights to direct
the activities of this entity that most significantly affect its economic performance, so the Group is not the primary beneficiary of VinES and does not consolidate VinES. By the end of October 2022, in connection with the change in the Groups
go-to-market strategy, the Group and VinES signed the following agreements:  (i)
a termination agreement of the Master Sale Promotion Agreement. The battery lease subsidy by the Group was no
longer paid to VinES from November 2022. As a result, the Group ceased to have a variable interest in VinES.  (ii)
an agreement to acquire all batteries that are owned by VinES and currently leased to EV customers. Therefore,
the Group shall inherit all the rights and obligations of the Battery Lease Agreement previously signed between VinES and EV Customers. VinES will no longer be the Principal in Battery Lease Agreement.  (g)
Going concern basis of accounting The Group has prepared the consolidated financial statements on a going concern basis, which assumes the Group will continue in operation for
the foreseeable future and, accordingly, will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due. The Group has been incurring losses from operations since inception. The Group incurred net losses of VND49,849 billion (USD2,111.2
million) for the year ended December 31, 2022. Accumulated losses amounted to VND127,188 billion (USD5,386.6 million) as of December 31, 2022. The Group is also in a net current liability position of VND21,387 billion (USD905.8
million) as of December 31, 2022. As of December 31, 2022, the Groups consolidated balance of cash and cash equivalents
was VND4,271 billion (USD180.9 million) (as of December 31, 2021: VND3,025 billion). The Group has prepared its business plan covering the next twelve months from the date of issuance of the consolidated financial statements which
considers the increase in revenue and operational efficiency optimization to improve operating cash flows, the use of and the consummation of external financing projects. The Group also has financial support from Vingroup JSC, subject to necessary
procedures to facilitate such support, which will remain in place until the earliest of the date on which the Group obtains adequate third-party funding for the Groups capital requirements, or until Vingroup JSC ceases to control the Group
but, in all cases, no sooner than the date falling 12 months after the issuance date of the audit report in relation to the consolidated financial statements.  F-64




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  a)
Basis of preparation and presentation and principles of consolidation Basis of preparation and presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of
America (U.S. GAAP). Prior to the Reorganization, substantially all of the operations of the Group were conducted through
VinFast Vietnam. VinFast Vietnam was designated as the predecessor as the Company succeeded to the business of VinFast Vietnam as a result of the Reorganization and the Companys own operations prior to the succession was insignificant relative
to the operations assumed. Certain restructuring transactions were also conducted amongst entities under common control in 2021, thus the
acquired assets and liabilities were recognized at their historical amount and consolidated financial statements were retrospectively adjusted. The difference between the consideration and the net book value of acquired net assets has been accounted
for as a deemed contribution from or deemed distribution to owners in the consolidated statements of shareholders equity. Principles of consolidation All significant intercompany transactions and balances and unrealised gains or losses from intercompany transactions within the Group are
eliminated upon consolidation. Operating segments ASC 280, Segment Reporting, establishes standards to report in consolidated financial statements information about operating segments,
products, services, geographic areas, and major customers. The Chief Operating Decision Maker monitors each segments performance for
the purpose of making decisions on resource allocation and performance assessment. Based on the criteria established by ASC 280, the Group has three operating segments which are also reportable segments, namely Automobiles, E-scooters and Spare Parts & Aftermarket services.  F-65




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  b)
Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities, related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported period in the consolidated financial
statements and accompanying notes. Significant accounting estimates reflected in the Groups consolidated financial statements mainly include, but are not limited to, the valuation of derivatives; depreciable lives of property, plant and
equipment and intangible assets; assessment for impairment of long-lived assets and goodwill, product warranty, lease terms and standalone selling price of each distinct performance obligation in revenue recognition. Actual results could differ from
these estimates.  c)
Asset acquisitions Where an asset is acquired, via corporate acquisitions or otherwise, management considers the substance of the assets and activities of the
acquired entity in determining whether the acquisition represents the acquisition of a business. Where such acquisitions are not judged to
be an acquisition of a business, they are not treated as business combinations. Rather, the cost to acquire the corporate entity is allocated between the identifiable assets and liabilities of the entity based on their relative fair values at the
acquisition date. Accordingly, no goodwill is recognized. Otherwise, the acquisitions are accounted for as business combinations.  d)
Business combinations The Group accounts for its business combinations using the purchase method of accounting in accordance with ASC Topic 805, Business
Combinations. The purchase method of accounting requires that the consideration transferred to be allocated to the assets, including separately identifiable assets and liabilities the Group acquired, based on their estimated fair values. The
consideration transferred in an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred, and equity instruments issued as well as the contingent considerations as of the
acquisition date. The costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date,
irrespective of the extent of any non-controlling interests. The excess of (i) the total of the fair value of considerations transferred, the fair value of the
non-controlling interests (if any) and previously held equity interest (if any) over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. The determination and allocation of fair values to the identifiable assets acquired, liabilities assumed and
non-controlling interests is based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, the
number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Group determines discount rates to be used based on the risk inherent in the related
activitys current business model and industry comparisons.  e)
Disposal of subsidiaries to under common control entities The Group derecognizes the net assets transferred at carrying amount and generally recognizes no gains or losses. A difference between any
proceeds received and the carrying amounts of the net assets transferred is recognized in equity in the consolidated financial statements.  F-66




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  f)
Investment Investment in equity investees Investments in equity investees represent investments in entities in which the Group can exercise significant influence but does not own a
majority equity interest or control are accounted for using the equity method of accounting in accordance with ASC 323-10, Investments  Equity Method and Joint Ventures: Overall. Under the equity method,
the Group initially records its investment at cost and prospectively recognizes its proportionate share of each equity investees net profit or loss into its consolidated statement of operations. The difference between the cost of the equity
investee and the amount of the underlying equity in the net assets of the equity investee is recognized as equity method goodwill included in equity method investment on the consolidated balance sheet. The Group evaluates its equity method
investments for impairment under ASC 323-10. An impairment loss on the equity method investments is recognized in the consolidated statement of operations when the decline in value is determined to be
other-than-temporary. Other investments Other investments consist of investment in other entities. In accordance with ASC 321, Investments  Equity Securities, for investments in
an investee over which the Group does not have significant influence, the Group carries the investment at fair value with unrealized gains and losses included in earnings. The Group has elected to measure its equity security investments without
readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same investee. The Companys management
regularly evaluates the impairment of its equity security investments based on the performance and financial position of the investee as well as other evidence of estimated market values. Such evaluation includes, but is not limited to, reviewing
the investees cash position, recent financing, projected and historical financial performance, cash flow forecasts and current and future financing needs. An impairment loss is recognized in the consolidated statement of operations equal to
the excess of the investments cost over its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value would then become the new cost basis of investment. Short-term investments consist of short-term deposits, which are time deposits placed with banks and have original maturities between three
months and one year. Interest earned is recorded as interest income in the consolidated statements of comprehensive loss for the years presented.  g)
Cash and cash equivalents Cash and cash equivalents comprise cash on hand, cash in banks, cash in transit and short-term, highly liquid investments, which are
unrestricted as to withdrawal and use, with an original maturity of not more than three months that are readily convertible into known amount of cash and that are subject to an insignificant risk of change in value.  F-67




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  h)
Inventories Inventories are stated at the lower of cost incurred in bringing each product to its present location and condition, and net realizable value. Net realizable value (NRV) is the estimated selling prices in the ordinary course of business, less reasonably predictable
costs of completion, disposal, and transportation. Once inventory is written-down, a new, lower-cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly
established cost basis. The perpetual method is used to record inventories, which are valued as follows:  Raw materials, goods in transit, tools and merchandises

-   cost of purchase on a weighted average basis.Finished goods and work in process

-   cost of direct materials and labour plus attributable manufacturing
overheads based on the normal operating capacity on a weighted average basis.
 Reserve for obsolete inventories Raw materials, work in process, finished goods, and other inventories owned by the Group are reviewed to determine if inventory quantities are
in excess of forecasted usage or if they have become obsolete based on appropriate evidence available at the date of the consolidated balance sheet.  i)
Property, plant and equipment Property, plant and equipment are stated at cost less accumulated depreciation. The cost of property, plant and equipment comprises their purchase prices and any directly attributable costs of bringing the property, plant
and equipment to working condition for its intended use. Depreciation of property, plant and equipment are calculated on a straight-line
basis over the estimated useful lives of the assets, as follows:  Buildings and structures (*)

3  49 yearsMachinery and equipment

3  25 yearsLeased-out EV batteries

10 yearsLeased-out escooter batteries

3  8 yearsVehicles

5  12 yearsOffice equipment

3  10 years
 (*) Including leasehold improvements which are depreciated on a straight-line basis over the shorter of
their estimated useful lives and terms of the related leases. Freehold land is not depreciated. Property, plant and equipment are derecognized upon disposal (i.e., at the date the recipient obtains control) or when no future economic
benefits are expected from its use or disposal. Any gain or loss from disposal (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statement of operations when the
asset is derecognized. The cost of maintenance and repairs is expensed as incurred, whereas the cost of renewals and betterment that extends the useful lives of property, plant and equipment is capitalized as additions to the related assets.
Construction in progress is included within property, plant and equipment and is not amortized until the related asset is ready for its intended use.  F-68




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VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  i)
Property, plant and equipment(continued)  The useful lives and methods of depreciation of property, plant and equipment are reviewed at
each financial year end. As presented in Note 1, VinFast Vietnam entered into transfer agreements to transfer ICE assets to VIG JSC.
Accordingly, the useful lives of ICE assets have been shortened to early November 2022, with salvage value being the transfer prices specified in the transfer agreements and subsequent amendments.  j)
Assets classified as held for sale The Group classifies long-lived assets and disposal groups as held for sale if their carrying amounts will be recovered principally through
disposal by sale rather than through continuing use. Such long-lived assets and disposal groups are measured at the lower of their carrying amount and fair value less costs to sell. Costs to sell are the incremental costs directly attributable to
the sale, excluding the finance costs and income tax expenses. The criteria for held for sale classification is regarded as met only when
the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that
the decision to sell will be withdrawn. Property, plant and equipment and intangible assets are not depreciated or amortized once
classified as held for sale. Assets and liabilities classified as held for sale are presented separately as current items in the
consolidated balance sheets. The Group classified certain long-lived assets as held for sale as of December 31, 2022 and 2021 (Note
22).  k)
Intangible assets Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business
combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. Licenses The
Group made upfront payments to acquire:  

A license for the purpose of importing Completely Knocked Down (CKD) Kits and assemble the Fadil car
model with the CKD Parts at the assembly facilities of the Group and marketing, selling the car and service parts through the Groups distribution. As a result of the ICE phasing-out event, the useful
life of this license was shortened to the date of completion of ICE phasing-out.  

Licenses to use an intellectual property for the purpose of manufacturing the Lux car models, sourcing components
from third parties to produce these cars, selling cars in the licensed territory and other rights. As a result of the ICE phasing-out event, the useful life of this license was shortened to the date of ICE phasing-out.  

Licenses to distribute certain licensed software that are embedded in the electric cars produced by the Group.  F-69




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)  k)
Intangible assets(continued)  Amortization of intangible assets is calculated on a straight-line basis over the estimated
useful life of each asset as follows:  License

3 years 2 months to 7 yearsSoftware

3  8 yearsOthers

3  15 years
 Intangible assets with finite lives are amortized over the useful economic life and assessed for
impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at the end of each reporting period.
Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and are treated as changes in accounting
estimate. The amortization expense on intangible assets with finite lives is recognized in the consolidated statement of operations in the expense category that is consistent with the function of the intangible assets. Software purchased from external suppliers for purpose of internal use which is in progress of development as of balance sheet date is included
in intangible assets and not amortized until it is ready for intended use. An intangible asset is derecognized upon disposal (i.e., at the
date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising upon derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is included in the consolidated statement of operations.  l)
Goodwill The Group assesses goodwill for impairment in accordance with ASC 350-20, Intangibles-Goodwill and
Other: Goodwill (ASC 350-20), which requires that goodwill be tested for impairment at the reporting unit level at least annually and more frequently upon the occurrence of certain events. The
Group early adopted ASU 2017-04, Simplifying the Test for Goodwill Impairment (ASU 2017-04) from January 1, 2019, which simplifies the accounting for
goodwill impairment by eliminating Step two from the goodwill impairment test from January 1, 2020. The Group has identified two
reporting units as disclosed in Note 10. The Group has the option to assess qualitative factors first to determine whether it is necessary to perform the quantitative test in accordance with ASC 350-20. For the year ended December 31, 2022 and 2021, the Group elected to perform a quantitative assessment. The Group estimated the fair value
of the reporting units based on an income approach which involved significant management judgment, estimates and assumptions such as the discount rate, sale price, sale volume, production costs and other operating expenditures, terminal growth rate.
The fair value of the reporting units exceeded their carrying value and therefore, goodwill was not impaired.  F-70




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  m)
Impairment of long-lived assets The Group evaluates its long-lived assets, including fixed assets, intangible assets with finite lives and right-of-use assets, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the
carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amount of the assets to the future undiscounted cash flows expected to result
from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Group recognizes an impairment loss based on the excess of the carrying amount of the
assets over their fair value.  n)
Borrowing costs Interest costs are capitalized if they are incurred during the acquisition, construction or production of a qualifying asset and such costs
could have been avoided if expenditures for the assets had not been made. Capitalization of interest costs commences when the activities to prepare the asset are in progress and expenditures and borrowing costs are being incurred. Interest costs are
capitalized until the assets are ready for their intended use.  o)
Warranty provisions The Group provides a standard manufacturers warranty on all new vehicles at the time of vehicle sale. The Group accrues a warranty
reserve for the vehicles sold, which includes the best estimate of projected costs to repair or replace items under warranties including recalls when identified. These estimates are primarily based on the estimation of the nature, frequency and
average costs of claims or peer benchmarking with other automakers. The estimate of warranty-related costs is revised at each reporting date. Warranty cost is recorded as a component of cost of sale in the consolidated statement of operations. The
Group re-evaluates the adequacy of the warranty accrual on a regular basis. Management records and
adjusts warranty reserves based on changes in estimated costs and actual warranty costs. As the Group only commenced volume production of
VinFast cars in June 2019, managements experience with warranty claims regarding vehicles or with estimating warranty reserves is limited. The Group could, in the future, become subject to significant and unexpected warranty claims, resulting
in significant expenses, which would in turn materially and adversely affect its financial condition, results of operations, and prospects. As of December 31, 2022 and 2021, the portion of the warranty reserve expected to be incurred within the next 12 months is included in
other current liabilities, while the remaining balance is included in other non-current liabilities on the consolidated balance sheets.  p)
Leases The Group early adopted ASC 842, Leases, as of January 1, 2019 using the modified retrospective application. The Group assesses at contract inception whether a contract is or contains a lease if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration. The lease term corresponds to the non-cancellable period of each contract.  F-71




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  p)
Leases(continued)  The Group as a lessee Leases are classified at the inception date as either a finance lease or an operating lease. As the lessee, a lease is a finance lease if any
of the following conditions exist: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the assets estimated remaining economic life, d) the present
value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased asset to the lessor at the inception date or e) the leased asset is of such a specialized nature that it is expected to have no
alternative use. Finance lease assets are presented separately on the consolidated balance sheet as finance lease right-of-use assets, and finance lease liabilities are included in accrued expenses and other payables, current and non-current. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their
respective leases. Operating leases (with an initial term of more than 12 months) are included in operating lease right-of-use (ROU) assets, operating lease
liabilities (current), and operating lease liabilities (non-current) in the consolidated balance sheet. ROU assets represent the Groups right to use an underlying asset for the lease term and lease
liabilities represent the Groups obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The
Group utilizes a market-based approach to estimate the incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease
prepayments, reduced by lease incentives and accrued rent. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. The Group has lease agreements with lease and non-lease components, which are generally accounted for
separately. In addition, leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet; the Group recognizes lease expense for these leases on a straight-line basis over the lease term. Certain lease agreements
contain rent holidays and escalating rent are considered when determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the lease property for purposes of recognizing
lease incentives. The Group as a lessor At the commencement date, the lease payments consist of the fixed payments less any lease incentives paid or payable to the lessee relating to
the use of the underlying asset during the lease term. Lease payments do not include variable lease payments that do not depend on an index or a rate.  F-72




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  p)
Leases(continued)  Leases are classified at the lease commencement date as either a sales-type lease or an
operating lease. The lessor shall classify a lease as a sales-type lease when the lease meets any of the following criteria: a) the lease transfers ownership of the underlying asset to the lessee by the end of the lease term, b) the lease grants the
lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise, c) the lease term is for the major part of the remaining economic life of the underlying asset, d) the present value of the sum of the lease
payments equals or exceeds substantially all of the fair value of the underlying asset, or e) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term.
Notwithstanding the above criteria, leases are classified as operating leases if they have variable lease payments that do not depend on an index or rate and if classifying the lease as a sales-type lease or a direct financing lease would result in
the recognition of a selling loss. For a sales-type lease, at the lease commencement, net investment in the lease is recognized by the sum
of the lease receivable and the unguaranteed residual asset. Lease receivable is the present values of the sum of lease payments and the guaranteed residual asset. The Group recognises all revenue and costs associated with the sales-type lease as
revenue from leasing activities and cost of leasing activitiesupon delivery of the underlying asset to the customer. Interest income based on the implicit rate in the lease is recorded to finance income over time as customers are
invoiced on a monthly basis. All other leases are accounted for as operating leases wherein the Group recognizes, at the commencement
date, the lease payments as income in profit or loss over the lease term on a straight-line basis and the Group recognizes variable lease payments as income in profit or loss in the period in which the changes in facts and circumstances on which the
variable lease payment are based occur. Battery leases The Group has battery leases accounted for as both operating leases and sales-type leases. The Groups operating leases for batteries
allow variable monthly subscription fees that depend on mileage usage. Both types of battery leases have an indefinite term and can be terminated at any time at the customers discretion. At the termination of contract, customers are required
to return the battery to the Group. The Group considers a number of factors, including the technical useful lives of the vehicles and batteries, useful lives of the vehicles, the customers termination right, amongst others, in determining the
lease term. At inception or on modification of a contract, the Group allocates the consideration in the contract to the separate lease
components and the non-lease components based on their relative standalone selling prices (Note 2q).  F-73




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  q)
Revenue recognition Sales of vehicles (automobiles, e-scooters) The Group identifies the individuals and distributors who purchase the vehicles as the customers in the contracts for sales of automobiles and e-scooters produced by the Group. Proceeds from customers are recognized in revenue at the point in time when control of the vehicles is transferred to the customers, usually upon the delivery of the vehicles. From
January 2022 onwards, the Group provides extended warranty (service-type warranty) in addition to the standard manufacturers warranty (assurance-type warranty) for general repairs of defects that existed at the time of
sale, which are accounted for in accordance with ASC 460, Guarantees, and the estimated costs are recorded as a liability when control of the vehicle is transferred to the customer (Note 2(o)). Contracts with customers may include lease and non-lease components, comprising multiple performance
obligations. The total contract consideration is allocated to the separate lease components and non-lease components, which represents distinct performance obligations, based on the relative estimated
standalone selling price in accordance with ASC 606 Revenue recognition (Note 2(p)). The Group generally determines standalone selling prices based on observable price of the goods and services  i.e., actual selling prices charged to customers
for vehicles are the prices charged to customers. If the standalone selling price is not directly observable, it is estimated using appropriate data that reflects the amount of consideration to which the Group expects to be entitled in exchange for
transferring the promised goods or services to the customer i.e., cost plus expected margin. Assumptions and estimations have been made in estimating the relative selling price of each distinct performance obligation, and changes in judgements on
these assumptions and estimates may impact the revenue recognition. As for the extended warranty, the Group will recognize the deferred revenue over time based on a straight-line method initially and will continue to monitor the cost pattern
periodically and adjust the revenue recognition pattern to reflect the actual cost pattern as it becomes available. The consideration
recognized represents the amount received, net of estimated sales incentives to distributors and customer sales incentives that the Group reasonably expects to pay. Taxes assessed by various government entities, such as special consumption and
value-added taxes, collected at the time of the vehicle sale are excluded from net sales and revenue.  F-74




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  q)
Revenue recognition(continued)  Exchange of used automobiles The Group receives used automobiles from certain customers in exchange for the new automobiles. The fair value of such non-cash consideration received from the customers is used as part of consideration and will be offset with the transaction price of new automobiles and measured when the Group obtains control of the used
automobiles. The Group estimates the fair value of the non-cash consideration by reference to its
market price. If the fair value cannot be reasonably estimated, the non-cash consideration is measured indirectly by reference to the stand alone selling price of the used automobiles sold by the Group. The program has ceased with effect from December 2022. Sale of merchandise (automobiles, smartphones) Proceeds from sales of trading automobiles and smartphones are recognized in revenue upon transfer of control of the merchandise to the
customer and the related merchandise carrying value in inventory is recognized in cost of sales. Under contracts for sale of smartphones,
the customer has the right to return defect products for cash refund. The Group uses the most likely amount method to estimate the variable consideration arising from rights of return. As of the reporting date, management assesses that the right of
return is unlikely to be exercised by the customers and thus no corresponding adjustments for right of return is recognised in the consolidated financial statements. Sales of spare parts and components Proceeds from sales of spare parts and components to distributors and customers are recognized in revenue at the point in time when control of
the goods is transferred to the distributor or the customer, usually upon the delivery of the spare parts and components. Rendering
of services Revenue from rendering of services is recognized over time based on the level of work completion as the outcome of all
contracts can be reasonably ascertained. Contract balances under ASC 606 Trade receivables A
receivable is recognized if an amount of consideration that is unconditional is due from the customer (i.e., only the passage of time is required before payment of the consideration is due). Contract liabilities A
contract liability is recognized if a payment is received, or a payment is due (whichever is earlier) from a customer before the Group transfers the related goods or services. Contract liabilities are recognized as revenue when the Group performs
under the contract (i.e., transfers control of the related goods or services to the customer).  F-75




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  r)
Cost of sales Vehicles Cost of vehicles
sold includes direct parts, materials, processing fees, labor costs, manufacturing overhead (including depreciation of assets associated with the production), shipping and logistic costs, penalties imposed by suppliers in case of the shortfall
purchases and reserves for estimated warranty expenses. Cost of vehicle revenue also includes adjustments to warranty expense and charges to write-down the carrying value of the inventory when it exceeds its estimated net realizable value and to
provide for on-hand inventory that is either obsolete or in excess of forecasted demand. Other
goods (merchandises, spare parts and components) Cost of other goods sold generally includes cost of purchase of merchandise,
spare-parts and other goods, including transportation costs. Services Cost of services and other revenue mainly includes labour cost and cost of depreciation of associated assets used for providing the services.  s)
Research and development expenses All costs associated with research and development (R&D) are expensed as incurred. R&D expenses are primarily comprised of
charges for R&D and consulting work performed by third parties; salaries, bonuses and benefits for those employees engaged in research, design and development activities; license expenses related to intellectual property of designing and
developing cars; and allocated costs, including depreciation and amortization and other costs.  t)
Selling and distribution costs Selling and distribution costs consist primarily of marketing and advertising expenses, salaries and other expenses related to sales and
marketing personnel. Advertising expenses consist primarily of costs for the promotion of the Companys image and product marketing. The Group expenses all advertising costs as incurred and classifies these costs under Selling and distribution
costs. For the year ended December 31, 2021 and 2022, advertising cost totalled VND614,805 million and VND1,839,069 million (USD77,887,047).  u)
Taxes Current income tax Current income tax assets and liabilities 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 or substantively enacted at the reporting date in the countries where the Group operates and generates taxable income.  F-76




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)  u)
Taxes(continued) Current income tax(continued)  Current income tax relating to items recognized directly in equity is recognized in equity
and not in the consolidated statement of operations. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where
appropriate. Deferred tax The Group follows the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes (ASC 740). Under
this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are
expected to reverse. The Group records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. The
effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate. The Group accounts for uncertainties in income taxes in accordance with ASC 740. Interest and penalties arising from underpayment of income
taxes shall be computed in accordance with the related tax law. The amount of interest expense is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized and the amount previously taken or
expected to be taken in a tax return. Interest and penalties recognized in accordance with ASC 740 are classified in the consolidated statement of operations as income tax expense. The Group recognizes in its consolidated financial statements the impact of a tax position if a tax return position or future tax position is
more likely than not to prevail based on the facts and technical merits of the position. Tax positions that meet the more likely than not recognition threshold are measured at the largest amount of tax benefit that has a
greater than fifty percent likelihood of being realized upon settlement. The actual benefits ultimately realized may differ from the Groups estimates. As each audit is concluded, adjustments, if any, are recorded in the Groups
consolidated financial statements. Additionally, in future periods, changes in facts, circumstances, and new information may require the Group to adjust the recognition and measurement estimates with regard to individual tax positions. Changes in
recognition and measurement estimates are recognized in the period in which the changes occur. Uncertainties exist with respect to the
interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of business relationships and the long-term nature and complexity of existing contractual agreements,
differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Group establishes provisions, based on reasonable
estimates, for possible consequences of audits by the tax authorities. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and
the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective tax jurisdictions. No significant provisions have been made in the consolidated
financial statements for the year then ended December 31, 2022 and 2021 (Note 18).  F-77




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  v)
Foreign currencies The consolidated financial statements are presented in VND. For each entity, the Group determines the functional currency and items included in
the financial statements of each entity are measured using that functional currency. Transactions in foreign currencies are initially
recorded by the Groups entities at their respective functional currency spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated at the functional
currency spot rates of exchange at the reporting date. Differences arising on settlement or translation of monetary items are recognized in profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rates at the dates of the initial transactions. In determining the spot exchange rate to use on initial recognition of
the related asset, expense or income (or part of it) on the derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date
of the transaction is the date on which the Group initially recognizes the non-monetary asset or non-monetary liability arising from the advance consideration. If there
are multiple payments or receipts in advance, the Group determines the transaction date for each payment or receipt of advance consideration. The assets and liabilities of foreign operations are translated into VND at the rate of exchange prevailing at the reporting date and their
consolidated statement of operations are translated at monthly average functional exchange rates. The exchange differences arising on translation for consolidation are recognized in Other components of equity in the consolidated statement of
shareholders equity. Convenience Translation Translations of balances in the consolidated balance sheet, consolidated statement of operations, consolidated statement of other loss and
consolidated statement of cash flows from VND into USD as of and for the year ended December 31, 2022 are solely for the convenience of the reader and were calculated at the rate of USD1.00 = VND23,612, representing the central exchange rate
quoted by the State Bank of Vietnam Operations Centre as of December 31, 2022. No representation is made that the VND amounts represent or could have been, or could be, converted, realized or settled into USD at that rate on December 31,
2022, or at any other rate.  w)
Fair value measurement The Group applies ASC 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a framework
for measuring fair value and expands disclosures about fair value measurements. ASC 820 requires disclosures to be provided for fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in
measuring fair value as follows:  

Level 1-Observable inputs that reflect quoted prices (unadjusted) for
identical assets or liabilities in active markets.  

Level 2-Includes other inputs that are directly or indirectly observable
in the marketplace.  

Level 3-Unobservable inputs which are supported by little or no market
activity.  F-78




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  w)
Fair value measurement(continued)  ASC 820 describes three main approaches to measuring the fair value of assets and
liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities.
The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the
amount that would currently be required to replace an asset. Financial instruments include cash and cash equivalents, trade
receivables, certain other receivables, short-term derivative asset, other investments, long-term derivative asset, amounts due from related parties, certain other non-current assets, accounts payable,
accruals, short-term derivative liabilities, short-term loans, long-term borrowings, long-term derivative liabilities, amounts due to related parties, and certain other current liabilities. The carrying values
of the financial instruments included in current assets and liabilities approximate their fair values due to their short-term maturities. The carrying amount of long-term borrowings approximates its fair value due to the fact that the related
interest rates approximate market rates for similar debt instruments of comparable maturities. For fair value measurements categorized
within Level 3 of the fair value hierarchy, the Group uses its valuation processes to decide its valuation policies and procedures and analyse changes in fair value measurements from period to period. For assets and liabilities that are
recognized in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the
lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting.  x)
Commitments and contingencies In the normal course of business, the Group is subject to contingencies, which cover a wide range of matters. Liabilities for contingencies are
recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. If the
assessment of a contingency indicates that it is probable that a loss is incurred and the amount of the liability can be estimated, then the estimated liability is accrued in the Groups consolidated financial statements. If the assessment
indicates that a potential loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss, if determinable
and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in
which case the nature of the guarantee would be disclosed.  y)
Current expected credit loss In 2016, the FASB issued ASU No. 2016-13, Financial InstrumentsCredit Losses (Topic
326): Measurement of Credit Losses on Financial Instruments (ASC Topic 326), which amends previously issued guidance regarding the impairment of financial instruments by creating an impairment model that is based on expected losses
rather than incurred losses. The Group has early adopted this ASC Topic 326 and several associated ASUs.  F-79




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  y)
Current expected credit loss(continued)  The Groups cash and cash equivalents, accounts receivable, certain
other receivables, and other current assets are in scope of ASC Topic 326. The Groups loan receivables from related parties (entities under common control) are excluded from the scope of ASC Topic 326. The Group has identified the relevant risk characteristics of its customers and the related cash and cash equivalents, accounts receivable,
certain other receivables, amounts due from other related parties, other current assets and other non-current assets which include size, type of the services or the products the Group provides, or a
combination of these characteristics. Receivables and amounts due from related parties with similar risk characteristics have been grouped into pools. For each pool, the Group considers the historical credit loss experience, current economic
conditions, supportable forecasts of future economic conditions, and any recoveries in assessing the lifetime expected credit losses. Other key factors that influence the expected credit loss analysis include customer demographics, payment terms
offered in the normal course of business to customers, and industry-specific factors that could impact the Groups receivables. Additionally, external data and macroeconomic factors are also considered. This is assessed at each reporting date
based on the Groups specific facts and circumstances. As of December 31, 2022 and 2021, the allowance for credit losses of the financial assets was insignificant. Write-off and recoveries of financial assets When the Group deems all or a portion of a financial asset to be uncollectible, it will reduce the allowance for current expected credit losses
by the same amount as the portion that is being written off. An instrument is considered to be recoverable when it no longer meets any of
the default criteria. The decision whether to incorporate an estimate of expected recoveries depends on supportable factors such as consideration (e.g. cash) in satisfaction of some or all of the amounts it previously wrote off and historical
recoveries in the historical data.  z)

Loss per share Basic loss per share is computed by dividing net loss
attributable to holders of ordinary shares by the weighted average number of ordinary shares outstanding during the year. Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders, as adjusted for the dilutive
ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the year. Ordinary equivalent shares are not included in the denominator of the diluted earnings per share
calculation when inclusion of such shares would be anti-dilutive.  F-80




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  aa)
Recent accounting pronouncements  Under the Jumpstart Our Business Startups Act of 2012, as amended
(the JOBS Act), the Company meets the definition of an emerging growth company, or EGC, and has elected the extended transition period for complying with accounting standards update, which delays the adoption of these accounting
standards until they would apply to private companies. ASU 2021-08, Business Combinations
(Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this Update address diversity and inconsistency related to the
recognition and measurement of contract assets and contract liabilities acquired in a business combination. The amendments in this Update require that an acquirer recognizes and measures contract assets and contract liabilities acquired in a
business combination in accordance with Topic 606, Revenue from Contracts with Customers. The amendments are effective for fiscal years
beginning after December 15, 2023, including interim periods within those fiscal years. The amendments in this Update should be applied prospectively to business combinations occurring on or after the effective date of the amendments. Early
adoption of the amendments is permitted, including adoption in an interim period. An entity that early adopts in an interim period should apply the amendments (1) retrospectively to all business combinations for which the acquisition date
occurs on or after the beginning of the fiscal year that includes the interim period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. The amendments are currently not expected to have a material impact on the Groups consolidated financial statements. ASU No. 2022-06, Deferral of the Sunset Date of Reference Rate Reform (Topic 848) In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Reference Rate
Reform (Topic 848). Topic 848 provides optional expedients and exceptions for applying GAAP to transactions affected by reference rate (e.g., LIBOR) reform if certain criteria are met, for a limited period of time to ease the potential burden in
accounting for (or recognizing the effects of) reference rate reform on financial reporting. The ASU deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. The ASU is effective as of December 21, 2022
through December 31, 2024. We continue to evaluate transactions or contract modifications occurring as a result of reference rate reform and determine whether to apply the optional guidance on an ongoing basis. We adopted ASU 2022-06 during 2022. The ASU has not and is currently not expected to have a material impact on the
Groups consolidated financial statements.  F-81




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)  aa)
Recent accounting pronouncements(continued)  ASU No. 2021-10,
Government Assistance (Topic 832) In November 2021, the FASB issued ASU No. 2021-10,
Government Assistance (Topic 832). This ASU requires business entities to disclose information about government assistance they receive if the transactions were accounted for by analogy to either a grant or a contribution accounting model. The
disclosure requirements include the nature of the transaction and the related accounting policy used, the line items on the balance sheets and statements of operations that are affected and the amounts applicable to each financial statement line
item and the significant terms and conditions of the transactions. The ASU is effective for annual periods beginning after December 15, 2021. The disclosure requirements can be applied either retrospectively or prospectively to all transactions
in the scope of the amendments that are reflected in the financial statements at the date of initial application and new transactions that are entered into after the date of initial application. We adopted the ASU prospectively on January 1,
2022. Adoption of this ASU did not have a material impact on the Groups consolidated financial statements. ASU 2020-10, Codification Improvements In October 2020, FASB issued ASU 2020-10, Codification Improvements. The amendments in this Update
represent changes to clarify the Codification, correct unintended application of guidance, or make minor improvements to the Codification that are not expected to have a significant effect on current accounting practice or create a significant
administrative cost to most entities. The amendments are effective for annual periods beginning after December 15, 2021, and interim
periods within annual periods beginning after December 15, 2022. Early application of the amendments in this Update is permitted for public business entities for any annual or interim period for which financial statements have not been issued.
For all other entities, early application of the amendments is permitted for any annual or interim period for which financial statements are available to be issued. The amendments in this Update should be applied retrospectively. An entity should
apply the amendments at the beginning of the period that includes the adoption date. The amendments did not have a material impact on the
Groups consolidated financial statements.  F-82




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  3.
CONCENTRATION OF RISKS  Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
The management focuses on two types of market risk, i.e., interest rate risk and currency risk. Financial instruments affected by market risks include loans and borrowings, corporate bonds, financial assets and financial liabilities at fair value
through profit or loss. Interest rate risk Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The Groups exposure to the risk of changes in market interest rates relates primarily to the Groups debt obligations with floating interest rates. To manage this, the Group enters into interest rate swaps for loan
contracts, in which it agrees to exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount. Foreign currency risk Foreign currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
foreign exchange rates. The Groups exposure to the risk of changes in foreign currency rates relate primarily to the Groups operating activities (when revenues or expenses are denominated in a different currency from the Groups
functional currency) and the Groups borrowings in foreign currency. To manage this, the Group enters into foreign exchange rate swap and forward foreign exchange for loan contracts. Liquidity risk The Groups objective is to maintain a balance between continuity of funding and flexibility through the use of bank loans and corporate
bonds. The Group has managed this liquidity risk by arranging for long-term credit facilities with the banks, or issuing long-term corporate bonds, to ensure that the loans and bonds will be repaid after the Group has completed and put into
commercial operations its projects. The Group determines the liquidity risk based on terms of contracts. For accruals and other liabilities, the Group uses its judgement to determine the appropriate level of liquidity risk exposed to these
liabilities. Supply risk The Group is dependent on its suppliers. The inability of these suppliers to deliver necessary components of products in a timely manner at
prices, quality levels and volumes acceptable to the Group, or its inability to efficiently manage these components from these suppliers, could have a material adverse effect on its business, prospects, financial condition and operating results.  F-83




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  4.
CASH AND CASH EQUIVALENTS  As of December 31,2021


2022


2022VND million


VND million


USDCash on hand


99



382



16,185Cash at banks


2,574,817



4,271,060



180,885,130Cash equivalents


450,000







TOTAL


3,024,916



4,271,442



180,901,315
 Cash at banks earns interest at floating rates. Cash equivalents as of December 31, 2021 represents
bank deposit in VND with the term of 7-10 days, earning interest at the rate of 0.2% per annum.  5.
TRADE RECEIVABLES  As of December 31,2021


2022


2022VND million


VND million


USDReceivables from sale of finished goods and merchandises (i)


325,326



538,697



22,814,559Receivables from disposal of assets and raw materials


90,664



76,341



3,233,141Others


12,602



37,884



1,604,422TOTAL


428,592



652,922



27,652,122
  (i)
This represents contract assets which included trade receivables from sale of automobiles, e-scooters, and spare-parts, which are unconditional (i.e., only the passage of time is required before payment of the consideration is due). The opening balance also included trade receivables from sale of
smartphones.  6.
ADVANCES TO SUPPLIERS The advances to suppliers pertain primarily to amounts advances to suppliers, procurement agents who undertake the procurement of machinery,
equipment, and component parts for the Group. It also includes advances to construction contractors engaged in the Groups manufacturing projects and advances made for the purchase of other goods and services.  F-84




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  7.
INVENTORIES, NET  The classification of inventory balance as of December 31, 2022 and
2021 is as follows:  At lower of cost and net realizable valueAs of December 31,2021
VND million


2022
VND million


2022
USDRaw materials


3,680,579



12,096,176



512,289,341Finished goods, including service parts


1,347,383



3,733,281



158,109,478Good in transit


698,765



2,479,342



105,003,473Work in process


730,311



2,976,984



126,079,282Merchandises


71,570



124,375



5,267,462Tools and spare parts


155,077



197,119



8,348,255TOTAL


6,683,685



21,607,277



915,097,291
 As of December 31, 2022, inventories with the carrying value of VND500 billion (USD21.2
million) (2021: VND500 billion) are used as collateral for borrowings of the Group as presented in Note 11.1. Finished goods include
vehicles, e-scooters and service parts. Battery leases accounted for as operating leases (Note
2(p)) are transferred to Property, Plant and Equipment once the lease commences (concurrently with the sales of vehicles). Out of the
total amount recognized for inventories at December 31, 2022, inventories measured at cost amounted to VND27,854,205 million (USD1,179,663,084) (2021: VND9,208,796 million). Inventory write-downs recognized in cost of sales for the year
ended 2022 were VND5,143,894 million (USD217,850,853) (2021: VND2,385,334 million).  F-85




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  8.
SHORT-TERM PREPAYMENTS AND OTHER RECEIVABLES  As of December 31,2021
VND million


2022
VND million


2022
USDFinancial assets:Cash collateral to support Standby letter of credit issuances and other financial assets
(i)


348,644



808,518



34,241,826Subtotal


348,644



808,518



34,241,826Non-financial assets:Valued added tax deductible


3,421,578



4,697,711



198,954,388Import tax to be refunded


689,828



604,755



25,612,175Other receivables


171,226



12,697



537,716Other prepaid expenses


195,603



333,488



14,123,679Subtotal


4,478,235



5,648,651



239,227,958TOTAL


4,826,879



6,457,169



273,469,784
  (i)
This mainly comprises:  

The secured deposits held in designated bank accounts for being pledged for autonomous vehicle manufacturing
surety bonds issued by counterparty. The bonds were issued to cover any cost and expense incurred by Vingroup USA, LLC when running test of automatic prototype cars; and  

Deposits for lease contracts which will be returned at the end of lease period.  F-86




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  9.
PROPERTY, PLANT AND EQUIPMENT, NET  As of December 31,2021
VND million


2022
VND million


2022
USDFreehold land






1,854,095



78,523,420Buildings and structures


14,435,845



18,212,817



771,337,328Machinery and equipment


44,206,289



42,641,762



1,805,936,049Leased-out batteries


147,164



2,383,095



100,927,283Vehicles


743,459



1,135,902



48,106,980Office equipment


973,660



861,099



36,468,702Others


113,195



92,280



3,908,183Subtotal


60,619,612



67,181,050



2,845,207,945Less: Accumulated depreciation


(8,831,267
)


(8,938,736
)


(378,567,517
)Less: Impairment charges






(1,053,647
)


(44,623,369
)Total property, plant and equipment, net


51,788,345



57,188,667



2,422,017,059
 The Group recorded depreciation expenses of VND3,924,658 million (USD166,214,553) and
VND3,981,389 million for the years ended December 31, 2022 and 2021, respectively. As a result of the ICE phasing out event, the
ICE assets have been derecognized as of December 31, 2022. In 2022, the Group identified specific impairment
indicators associated with individual assets of leased-out batteries due to competitive lease subscription fee for pioneer customers. The Group impaired these identified assets based on contractual lease
payments agreed with customers. Impairment charges of VND1,053,647 million (USD44,623,369) relating to leased-out batteries under the Automotive and E-scooter
segments were recognized during the year. As of December 31, 2022, a portion of property, plant and equipment with carrying amount of
VND165 billion (USD7 million) was mortgaged with banks to secure the Groups loans and debts (Note 11.2). As of
December 31, 2022 and 2021, certain items of property, plant and equipment were classified as non-current assets held for sale due to the plan to dispose of these assets (Note 22). During the year, the amount of interest cost that has been capitalized is VND357 billion (USD15.1 million) (2021: VND323 billion).  F-87




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  10.
INTANGIBLE ASSETS, NET AND GOODWILL  As of December 31, 2021


As of December 31, 2022Cost


Accumulated
amortization


Net carrying
value


Cost


Accumulated
amortization


Net carrying
value


Net
carryingvalueVND million


VND million


VND million


VND million


VND million


VND million


USDFinite-lived intangible assets:License (i) (ii)


3,690,720



(1,572,093
)


2,118,627



3,903,095



(3,698,305
)


204,790



8,673,132Software (iii)


1,266,009



(393,593
)


872,416



1,442,065



(608,416
)


833,649



35,306,158Purchased software under development phase


159,604







159,604



410,506







410,506



17,385,482Others


17,176



(4,235
)


12,941



17,176



(5,050
)


12,126



513,561Total


5,133,509



(1,969,921
)


3,163,588



5,772,842



(4,311,771
)


1,461,071



61,878,333
  (i)
As a result of the ICE phasing-out event, the useful lives of those
licenses related to ICE have been shortened to end in early November 2022.  (ii)
Weighted-average remaining useful life of 81 months as of December 31, 2022 (2021: 7 months).  (iii)
Weighted-average remaining useful life of 43 months as of December 31, 2022 (2021: 48 months). The Group recorded amortization expenses of VND2,341,850 million (USD99,180,510) and VND897,562 million for
the years ended December 31, 2022 and 2021, respectively.  F-88




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  10.
INTANGIBLE ASSETS AND GOODWILL(continued)  The following table identifies the estimated amortization expense of the
Groups intangible assets as of December 31, 2022 for each of the next five years (in VND million):  2023


296,4142024


328,6622025


282,2052026


173,9972027 and thereafter


379,793
 Impairment testing of goodwill of the Group Allocation of goodwill Goodwill has been allocated to the Groups reporting units that are expected to benefit from the synergies of the combination. The
reporting units are identified according to main product lines as follows:  Reporting unit

Goodwill allocatedAs of December 31,2021VND million


2022
VND million


2022
USDAutomotive


262,252



262,252



11,106,722E-scooter


9,951



9,951



421,438Total


272,203



272,203



11,528,160
 There were no accumulated impairment losses as of December 31, 2022 and 2021. The reporting unit of Automotive is one level below the Automobiles operating segment, whereas the
E-scooter reporting unit and E-scooter operating segment are at the same level. The Group does not aggregate any reporting units for the purpose of testing goodwill for
impairment. Testing impairment for Automotive reporting unit The Group is required to test its goodwill for impairment annually and more frequently if indicators of impairment exist. As of
December 31, 2022, the Group elected to bypass the qualitative assessment and proceeded directly to perform the quantitative goodwill impairment test for the Automotive reporting unit. For the purpose of fair value measurement, the current use of the assets is considered as the highest and best use.Accordingly, fair
value is calculated using cash flow projections from financial budgets approved by management covering the period from the reporting dates to the end of next five financial years; and extrapolated using a steady growth rate (terminal growth rate) of
3% (in 2021: 3%). The after-tax discount rate applied to cash flow projections is 15% (2021: 16%). As a result of this analysis, the estimated fair value of the automotive reporting unit is substantially in
excess of their carrying values. Therefore, management did not record any impairment for goodwill allocated to this reporting unit. Management has made key assumptions and estimates about the future cash flows. The Groups business is subject to certain risks and
uncertainties that may lead to failure to implement the Groups business plans; including managing changes in market conditions outside of our control and realization of selling price and volume in the future. As a result, a significant
reduction in projected cash flow would result in an impairment of goodwill.  F-89




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  11.
INTEREST-BEARING LOANS AND BORROWINGS  As of December 31,2021


2022


2022Note


VND million


VND million


USDShort-termLoans from banks


11.1



974,542



6,268,276



265,469,931Current portion of long-term loans


11.2



4,963,207



8,311,277



351,993,760Current portion of domestic bonds


11.3



9,888,902







TOTAL






15,826,651



14,579,553



617,463,691Long-termLoans from banks


11.2



26,412,665



27,652,234



1,171,109,358Domestic bonds


11.3



4,930,484



13,972,726



591,763,747TOTAL






31,343,149



41,624,960



1,762,873,105
 As of December 31, 2022, the remaining balance of undrawn lines of credit for short-term financing
was VND2,406.7 billion (USD101.9 million). Interest rate and maturity date would be determined at disbursement date of the loans.  F-90




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  11.
INTEREST-BEARING LOANS AND BORROWINGS(continued)  11.1
Short-term loans from banks Details of the short-term loans from banks of the Group as of December 31, 2022 were as follows:  Bank

As of December 31, 2022


Maturity

CollateralVND million


USD
(Convenience
translation)Vietnam Prosperity Joint Stock Commercial Bank


1,916,352



81,160,088


From January 2023 toJune 2023

Sharing collateral with a group of companies guaranteed the ultimate parent companyVietnam Technological and Commercial Joint Stock Bank


1,545,277



65,444,562


From January toAugust 2023

Payment Guarantee from the ultimate parent companySaigon  Hanoi Commercial Joint Stock Bank


798,055



33,798,704


From November2023 toDecember 2023

Sharing collateral with a group of companies guaranteed by certain shares of the ultimate parent companyJoint stock Commercial Bank for Investment and Development of Viet Nam  Ha Thanh Branch


818,953



34,683,762


From January2023 to July2023

Certain shares of an affiliate of the Group held by the ultimate parent companyJoint stock Commercial Bank for Investment and Development of Viet Nam  Quang Trung Branch


873,244



36,983,059


From January2023 to July2023

Certain shares of an affiliate of the Group held by the ultimate parent companyJoint Stock Commercial Bank for Foreign Trade of Vietnam


169,381



7,173,513


January 2023

Certain inventories of the GroupHo Chi Minh City Development Joint Stock Commercial Bank


147,014



6,226,243


March 2023

Certain shares of an affiliate of the Group held by the ultimate parent companyTOTAL


6,268,276



265,469,931 Details of interest rate during the year of short-term borrowings as of December 31, 2022 are as
follows:  Loans and borrowings

Currency

Interest rate applicable in 2022Short-term Loans

VND

From 4.8% to 13.9%UPAS Letter of Credit

EUR

3.1%  F-91




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  11.
INTEREST-BEARING LOANS AND BORROWINGS(continued)  11.2
Long-term loans from banks Details of long-term borrowings as of December 31, 2022 were as follows:  Lenders

As of December 31, 2022





Maturity date

CollateralUSD
(Convenience
translation)


VND millionForeign syndicated loan No.1


647,465,653



15,287,959


From March 2023 to September 2030


(i
)In which: current portion


89,758,809



2,119,385Foreign syndicated loan No.2


235,604,735



5,563,099


From May 2023 to November 2024


(i
)In which: current portion


54,084,576



1,277,045Foreign syndicated loan No.3


199,647,298



4,714,072


April 2023


(i
)In which: current portion


199,647,298



4,714,072Foreign syndicated loan No.4


97,010,249



2,290,606


From December 2023 to December 2026


(i
)In which: current portion


7,486,659



176,775Foreign syndicated loan No.5


123,354,396



2,912,644


From November 2024 to November 2029


(i
)Foreign syndicated loan No.6


217,570,846



5,137,283


From November 2025 to November 2026


(i
)Domestic loan


2,449,941



57,848


From March 2023 to December 2024


(i
)In which: current portion


1,016,418



24,000TOTAL


1,523,103,118



35,963,511In which:Non-current portion


1,171,109,358



27,652,234Current portion


351,993,760



8,311,277
 Details of long-term borrowings as of December 31, 2021 were as follows:  Lenders

As of December 31, 2021





Maturity date

CollateralUSD
(Convenience
translation)


VND millionForeign syndicated loan No.1


693,541,420



16,375,900


From March 2022 to September 2030


(i
)In which: current portion


87,048,069



2,055,379Foreign syndicated loan No.2


270,048,916



6,376,395


From May 2022 to November 2024


(i
)In which: current portion


44,885,143



1,059,828Foreign syndicated loan No.3


269,022,446



6,352,158


From April 2022 to April 2023


(i
)In which: current portion


77,418,262



1,828,000Foreign syndicated loan No.4


92,900,686



2,193,571


From December 2023 to December 2026


(i
)Domestic loan


3,296,968



77,848


From March 2022 to December 2024


(i
)In which: current portion


847,027



20,000TOTAL


1,328,810,436



31,375,872In which:Non-current portion


1,118,611,935



26,412,665Current portion


210,198,501



4,963,207
  F-92




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  11.
INTEREST-BEARING LOANS AND BORROWINGS(continued)  11.2
Long-term loans from banks(continued)  (i)
As of December 31, 2022 and 2021, these long-term loans were secured by:  

Property, plant and equipment (Note 9), the Debt Service Reserve Account at the offshore account management bank,
the Revenue Account at a commercial bank with outstanding balance and accumulated other related benefits arising from such account;  

Certain shares of an affiliate held by another affiliate in the Group, certain shares of another subsidiary held
by the ultimate parent company;  

Payment Guarantee from the ultimate parent company and a commercial bank. As of December 31, 2022, the Groups collateral cover ratio was less than the required ratio specified in certain borrowing
agreements with outstanding balance amounting to VND2,290,606 million (USD97,010,249). The Group subsequently restored the collateral
cover ratio by adding additional assets into the collateral pursuant to the contractual agreements. By the date of the consolidated financial statements, the Group has completed administrative procedures with the relevant regulatory body to register
the additional collaterals. Accordingly, VND2,113,831 million (USD89,523,590) under this borrowing agreement continued to be classified as non-current liabilities as of December 31, 2022. A borrowing agreement with outstanding balance of VND4,714,072 million (USD199,647,298), which matures in April 2023 thus classified as a
current liability, is subject to collateral cover ratio covenant test falling due by the end of April 2023. The Group is in the process of calculating the collateral cover ratio and anticipates that it might be less than the required ratio specified
in the borrowing agreement. However, there will be no adverse impact on the Groups financial position as the Group has the ability and intent to settle this obligation at its maturity date. Details of interest rate during the year of borrowings as of December 31, 2022 as follows:  Loans and borrowings

Currency

Interest rate applicable in 2022Secured loans

VND

Floating interest rate, determined by the bank every six months, 10% per annum for the whole yearSecured loans without swap contract

USD

Floating interest rate, from 0.91% to 8.07% per annumSecured loans with floating interest rate swapped for fixed interest rate (also fixed transaction
rate) under swap contracts (Note 19A)

USD

Fixed interest rate under swap contract from 4.1% to 9.15% per annum
  F-93




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  11.
INTEREST-BEARING LOANS AND BORROWINGS (continued)  11.3
Domestic bonds The balance as of 31 December 2022 includes bonds arranged by a third counterparty:  

The bonds being due in December 2024 with a total issuance value of VND11,500 billion. The remaining
principal balance of the bonds is VND11,386 billion (USD482.2 million) (net of issuance costs) as of December 31, 2022. These bonds are secured by shares of an affiliate in the Group held by the ultimate parent company, and bear interest
at the rate ranging from 9% to 9.25% for the first year. In the following years, the interest rate is determined by the 3.8% to 3.9% marginal interest rates and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam, Bank for Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry and Trade and Vietnam
Technological and Commercial Joint Stock Bank. The Company and its subsidiaries have received a guarantee (irrevocable and unconditional) for all payment obligations related to this bond from the ultimate parent company.  

The bonds being due in May 2025 with a total issuance amount of VND2,000 billion. The remaining
principal balance of the bonds is VND1,976 billion (USD83.7 million) (net of issuance costs) as at December 31, 2022. The bonds are secured by shares of an affiliate held by the ultimate parent company, are guaranteed (irrevocable and
unconditional) by the ultimate parent company for entire repayment obligations relating to the bonds and bear interest at the rate of 9.26% for the first year. In the following years, the interest rate is determined by 3.9% marginal interest rate
and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam,
Bank for Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry and Trade and Vietnam Technological and Commercial Joint Stock Bank;  

The bonds being due in September 2025 with a total expected issuance amount of VND1,200 billion, of
which the Group received a disbursement of VND620 billion (USD 26.3 million). The remaining principal balance of the bonds as of December 31, 2022 is VND611 billion (USD25.9 million) (net of issuance costs). The bonds are secured by
shares of the ultimate parent company held by VIG, and guaranteed by the ultimate parent company. The bonds bear interest at the rate of 10.42% for the first year. In the following years, the interest rate is determined by 5% marginal interest rate
and 12-month saving interest rate for individuals (paid-in-arrears) of Joint Stock Commercial Bank for Foreign Trade of Vietnam,
Bank for Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank for Industry and Trade and Vietnam Technological and Commercial Joint Stock Bank.  12.
DEPOSITS AND DOWN PAYMENT FROM CUSTOMERS This represents deposits and down payment received in advance from customers for sales of automobiles, escooters and service parts, which
included VND600 billion (USD25.4 million) of refundable deposit liabilities and VND973 billion (USD41.2 million) non-refundable down-payment of contract liabilities. Revenue recognized in 2022 from
these contract liabilities at the beginning of the year amounted to approximately VND1,009 billion (USD42.7 million) (in 2021: VND1,069 billion).  F-94




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  13.
DEFERRED REVENUE Deferred revenue mainly related to service-type warranties, leasing activities for batteries and maintenance services consisted of the
following:  For the year ended December 31,2021


2022


2022VND million


VND million


USDBeginning balance of the period


9,087



43,283



1,833,093Additions


122,035



615,265



26,057,316Revenue recognized


(87,839
)


(51,705
)


(2,189,803
)Ending balance of the period


43,283



606,843



25,700,606
 Deferred revenue is equivalent to the total transaction price allocated to the performance obligations
that are unsatisfied, or partially unsatisfied, as of the balance sheet dates. From the deferred revenue balance as of December 31, 2021, revenue recognized during the year ended December 31, 2022 was VND21 billion (USD0.9 million).
Of the total deferred revenue as of December 31, 2022, the Group expects to recognize VND107 billion (USD4.6 million) of revenue in the next 12 months. The remaining balance will be recognized over the performance period.  14.
SHORT-TERM ACCRUALS  As of December 31,2021


2022


2022VND million


VND million


USDFinancial liabilities:Accruals for purchase of raw material, machines and equipment, information technology system and
development costs


2,871,354



7,885,194



333,948,598Accrued construction costs of factories and infrastructures


548,739



1,561,480



66,130,781Accrued selling expenses


148,142



827,978



35,065,983Accrued loan and bonds interests


273,875



500,259



21,186,642Others


276,958



281,755



11,932,701TOTAL


4,119,068



11,056,666



468,264,705
  15.
OTHER LIABILITIES  As of December 31,2021


2022


2022VND million


VND million


USDCurrent non-financial liabilities:Provision for contract penalty, compensations and purchase commitment


4,115,956



1,321,147



55,952,355Tax payable


626,370



1,756,860



74,405,387Assurance-type warranties


164,180



254,792



10,790,784Payables to employees


313,099



631,064



26,726,410Others


94,358



214,115



9,068,039TOTAL


5,313,963



4,177,978



176,942,975Non-current
non-financial liabilities:Assurance-type warranties


171,290



606,429



25,683,097TOTAL


171,290



606,429



25,683,097
  F-95




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  15.
OTHER LIABILITIES (continued)  Details of movement of certain provisions during the year are as below:  Currency: VND millionProvision for
contract penalty
and
compensation for the ICE phasing-out


Provision related
to purchase
commitment


Provision related
to cessation of
certain Escooter
models


Provision
for cancellation
of lease
contract


Assurance-type
warranties (i)


TOTALAt January 1, 2021:






1,444,833











428,046



1,872,879Provision made during the year


4,340,322



65,981











178,377



4,584,680Change in accounting estimate for pre-existing
warranties


















(211,399
)


(211,399
)Reversal of provision






(245,101
)














(245,101
)Offsetting against advances


(402,777
)


















(402,777
)Utilized






(1,087,302
)










(59,554
)


(1,146,856
)At December 31, 2021


3,937,545



178,411











335,470



4,451,426At January 1, 2022:Provision made during the year










142,264



130,515



740,710



1,013,489Change in accounting estimate for pre-existing
provisions


(157,349
)


(7,728
)










(25,024
)


(190,101
)Utilized


(2,727,358
)


(170,683
)


(4,470
)






(189,935
)


(3,092,446
)At December 31, 2022


1,052,838







137,794



130,515



861,221



2,182,368USD


44,589,107







5,835,761



5,527,486



36,473,869



92,426,223
 (i) The estimated impact of extension warranty period for cars sold before December 31, 2021 as
disclosed in the consolidated statements of shareholders equity is VND357 billion (USD15 million) and was recorded in selling and distribution costs for the year ended December 31, 2022.  F-96




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  15.
OTHER LIABILITIES(continued)  Provision for compensation due to ICE phase out event The Group estimated and made provision amounting to VND4,340,322 million in the year ended December 31, 2021 for compensation
expenses deriving from early termination of contracts with suppliers as a result of the Groups ICE phasing-out plan (Note 1). As of December 31, 2022, VinFast Vietnam is in the process of
negotiating with certain suppliers to finalize the compensation expenses (Note 24). Provision related to purchase commitment A provision is recognized for expected claims on purchase commitment from suppliers in relation to the purchase of parts, based on
respective agreements and negotiation between the counterparties. The pricing is based on estimated purchased volumes. In case of shortfall purchase, the suppliers will reserve the right to revise the quotation and component pricing or are entitled
to compensation from VinFast Vietnam. Amounts charged by those parties would be negotiated separately for each period.  F-97




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  16.
LEASES Group as a lessee The
Group determines whether an arrangement is a lease at inception. The Group has entered into various non-cancellable operating and finance lease agreements for lands, showrooms, offices and tooling used in its
operations. The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of or less than 12 months). As most of the leases do not provide an implicit rate, the Group uses its incremental borrowing rate based on the information available at
commencement date in determining the present value of lease payments. The balances for the operating leases and finance lease where the
Group is the lessee are presented as follows:  As of December 31,2021
VND million


2022
VND million


2022
USDOperating leaseRight-of-use
assets  Operating lease


2,235,169



4,558,983



193,079,080Total operating lease liabilities


1,673,647



4,025,234



170,474,083In which:Current portion of operating lease liabilities


375,293



768,883



32,563,236Non-current operating lease liabilities


1,298,354



3,256,351



137,910,847In which:Lease liabilities from related parties (*)


663,812



689,846



29,215,909Lease liabilities from third parties


1,009,835



3,335,388



141,258,174Finance leaseRight-of-use
assets  Finance lease


96,582








 (*) Detail of balance of lease liabilities from related parties are as follows:  As of December 31,2021
VND million


2022
VND million


2022
USDVinhomes JSC


49,965



41,517



1,758,301Vincom Retail JSC


234,462



237,939



10,077,039Vincom Retail Operation LLC


379,385



410,390



17,380,569TOTAL


663,812



689,846



29,215,909
 The components of lease expense are as follows:  As of December 31,2021
VND million


2022
VND million


2022
USDOperating lease expense


336,644



757,710



32,090,055Finance lease expense


12,421








  F-98




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  16.
LEASES(continued) Group as a lessee(continued)  Other information related to operating leases where the Group is the lessee is as follows:  As of December 31,Weighted-average remaining lease term: (months)


2021



2022Operating lease  Land lease


555



545Operating lease  Showrooms and offices


51



53Finance lease  Tooling


89



Weighted-average discount rate:Operating leases


8.88
%


9.2
%
 Supplemental cash flow information related to operating leases where the Group is the lessee was as
follows:  For the year ended December 31,2021
VND million


2022
VND million


2022
USDCash paid for amounts included in the measurement of lease liabilities:Operating cash outflows from operating leases


289,642



638,235



27,030,112
 As of December 31, 2022 and 2021, the maturities of operating lease liabilities (excluding
short-term leases) were as follows:  As of December 31,2021
VND million


2022
VND million


2022
USDLess than 1 year


395,413



811,630



34,373,624From 1 to 2 years


388,990



905,685



38,356,980From 2 to 3 years


387,991



904,013



38,286,168From 3 to 4 years


366,273



822,308



34,825,851From 4 to 5 years


275,803



647,396



27,418,092Thereafter


740,294



2,086,969



88,385,948TOTAL


2,554,764



6,178,001



261,646,663Less: Imputed interest


881,117



2,152,767



91,172,580Present value of lease obligations


1,673,647



4,025,234



170,474,083Less: Current portion


375,293



768,883



32,563,236Non-current portion of lease obligations


1,298,354



3,256,351



137,910,847
  F-99




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  16.
LEASES (continued)  Group as a lessor Operating Lease and Sales-type Lease Receivables As of December 31, 2021, the Group, as a lessor, leased a part of factory under a finance lease agreement that lasts for 48 years.
Subsequently, as disclosed in Note 21, the Group transferred the factory, which belongs to non-leased back component, to Vinhomes Industrial Zone Investment JSC (VHIZ JSC) in February 2022 under
the Business Cooperation Contract (BCC) agreement, as of result of this transfer, the Group derecognized the sales-type lease receivables from the consolidated financial statements. The Group is also the lessor of batteries of EV and E-scooter (Note 2(p)). As of December 31, 2022 and 2021, maturities of our operating lease and sales-type lease receivables from customers for each of the next
five years and thereafter were as follows:  Sale-type lease


Operating leaseAs of December 31,


As of December 31,2021


2022


2022


2021


2022


2022VND million


VND million


USD


VND million


VND million


USDLess than 1 year


19,746



18,677



790,996



65,283



92,632



3,923,090From 1 to 2 years


19,746



18,677



790,996



57,747



92,632



3,923,090From 2 to 3 years


19,746



18,677



790,996



57,747



92,632



3,923,090From 3 to 4 years


19,746



18,677



790,996



48,893



92,632



3,923,090From 4 to 5 years


19,746



18,677



790,996



31,040



92,632



3,923,090Thereafter


796,135



56,031



2,372,989



68,595



367,748



15,574,623TOTAL


894,865



149,416



6,327,969



329,305



830,908



35,190,073  F-100




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  16.
LEASES (continued) Group as a lessor(continued)  Net investment in sales-type leases Net investment in sales-type leases, which is the sum of the present value of the future contractual lease payments, is presented on the
consolidated balance sheet as a component of prepaid expenses and other current assets for the current portion and as other assets for the non-current portion. Lease receivables relating to sales-type leases
are presented on the consolidated balance sheet as follows:  As of December 31,2021
VND million


2022
VND million


2022
USDGross lease receivables


944,227



149,417



6,328,011Received cash


(49,364
)


(2,649
)


(112,188
)Unearned interest income


(712,390
)


(59,258
)


(2,509,656
)Net investment in sales-type leases


182,473



87,510



3,706,167Reported as:Current net investment in sales-type lease


169



5,448



230,714Non-current net investment in sales-type lease


182,304



82,062



3,475,453Net investment in sales-type leases


182,473



87,510



3,706,167
 Lease income in operating lease  For the year ended December 31,2021
VND million


2022
VND million


2022
USDLease income relating to lease payments


11,466



26,387



1,117,505Lease income relating to variable lease payments not included in the measurement of the lease
receivable


7,770



14,065



595,689
  F-101




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  17.
CORPORATE INCOME TAX The tax report filed by the entities under the Group is 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 are more-likely-than-not and could change based on the interpretation of tax law by the
relevant legal authorities. The major components of tax expense for the years ended December 31, 2022 and 2021 were:  For the year ended December 31,2021VND million


2022VND million


2022
USDIncome taxesCurrent income tax expense


58,701







Deferred income tax expense


150,536



946,738



40,095,603Income tax expense reported in the consolidated statement of operations


209,237



946,738



40,095,603
 The reconciliation of tax computed by applying the Vietnams statutory tax rate of 20% to the
Groups income tax expense of the years presented are as follows:  For the year ended December 31,2021VND million


2022VND million


2022
USDLoss before tax expense


(32,009,724
)


(48,902,132
)


(2,071,071,147
)Income tax benefit computed at the Vietnam statutory tax rate of 20%


(6,401,985
)


(9,780,426
)


(414,214,229
)Effect of preferential tax rates


3,086,200



4,397,659



186,246,781Foreign tax rates differential


(128,853
)


(232,379
)


(9,841,564
)Non-deductible expenses


181,983



684,104



28,972,726Change in valuation allowance


3,471,892



5,877,780



248,931,889Estimated income tax expense


209,237



946,738



40,095,603
 The Vietnam statutory income tax rate was used because the majority of the Groups operations are
based in Vietnam.  17.1
Current corporate income tax Singapore The Company
incorporated in Singapore is subject to the Singapore Corporate Tax rate of 17% for the years ended December 31, 2022. Vietnam The statutory corporate income tax rate applied for subsidiaries in Vietnam is 20% of taxable income. For VinFast Vietnam, the entity
was granted an incentive generated from investment project with the tax rate of 10% in the first consecutively 15 years commencing from the first year (2018) in which income from investment project is generated. VinFast Vietnam is entitled to
an exemption from CIT for investment project for 4 years commencing from the first year (2021) in which a taxable income from investment project is earned, and a 50% reduction of CIT for the subsequent 9 years. Accordingly, for fiscal year
2022, VinFast Vietnam is entitled to a preferential tax rate of 10% and CIT exemption, leading to the effective tax rate of 0%.  F-102




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  17.
CORPORATE INCOME TAX(continued)  17.1
Current corporate income tax(continued)  Others The CIT rates applicable to subsidiaries established in countries other than Singapore and Vietnam vary depending on the regulations of the
local tax authorities.  F-103




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  17.
CORPORATE INCOME TAX(continued)  17.2
Deferred tax  For the year ended December 31,2021


2022


2022VND million


VND million


USDDeferred tax assetsUnrecognised tax loss carried forward


1,745,182



3,238,531



137,156,149Differences in useful life of fixed assets


98,666



45,719



1,936,261Written-off R&D expenses


118,549



877,778



37,175,080Loss on revaluations of financial instruments to fair value and impact of amortized cost


390,745







Exceeding-deductible-cap interest expense carried
forward


430,351



728,237



30,841,818Deferred tax assets from lease back transaction






2,806,243



118,848,170Lease liabilities


384,044



904,451



38,304,718U.S start-up costs






704,720



29,845,841Others


56,817



443,249



18,772,192Total deferred tax assets


3,224,354



9,748,928



412,880,229Less valuation allowance


(2,840,310
)


(7,570,934
)


(320,639,251
)Total deferred tax assets, net amount


384,044



2,177,994



92,240,978Deferred tax liabilitiesDeferred tax liabilities from lease back transaction






(2,115,120
)


(89,578,181
)Right-of-use
assets


(384,044
)


(904,451
)


(38,304,718
)Battery leased assets






(93,110
)


(3,943,334
)The tax effect of asset acquisitions that are not business combinations


(1,243
)


(7,372
)


(312,214
)Gain on revaluations of financial instruments to fair value and impact of amortized cost






(5,922
)


(250,804
)Total deferred tax liabilities


(385,287
)


(3,125,975
)


(132,389,251
)Net deferred tax liabilities


(1,243
)


(947,981
)


(40,148,273
)Reflected in the consolidated balance sheet as follows:Deferred tax assets


50,219







Deferred tax liabilities


(51,462
)


(947,981
)


(40,148,273
)Deferred tax liabilities, net


(1,243
)


(947,981
)


(40,148,273
)
  F-104




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  17.
CORPORATE INCOME TAX(continued)  17.3
Valuation allowance for deferred tax assets Full valuation allowances have been provided where, based on all available evidence, management determined that it is more likely than not that
deferred tax assets will not be realizable in future tax years. Movement of valuation allowance is as follow:  For the year ended December 31,2021


2022


2022VND million


VND million


USDBalance at beginning of the year


1,721,902



2,840,310



120,290,954Additions


1,118,408



4,730,624



200,348,297Balance at end of the year


2,840,310



7,570,934



320,639,251
 Tax loss carried forward The consolidated entities are entitled to carry tax losses forward to offset against taxable income arising within five years subsequent to the
year in which the loss was incurred. As of December 31, 2022, the Group had accumulated tax losses of VND58,738 billion (USD2,487.6 million) available for offset against future taxable profit. These are estimated accumulated
tax losses as per the CIT declarations of the consolidated entities which have not been finalized by the local tax authorities as of the date of these consolidated financial statements. No deferred tax assets have been recognized in respect of these accumulated tax losses because future taxable profit cannot be ascertained at
this stage. The Group has tax losses mainly arising in Vietnam that will expire in several years for deduction against future taxable
profit  Originating year

Can be utilized up to


Tax loss amountVND million2018


2023



38,1412019


2024



3,159,7502020


2025



10,146,4492021


2026



16,833,9322022


2027



26,597,720TOTAL






56,775,992
 As of December 31, 2022, the Group has tax losses arising in subsidiaries other than Vietnam of
VND1,962 billion (USD 83.1 million) that will be carried for deduction against future taxable profit depending on the local tax regulations.  F-105




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  17.
CORPORATE INCOME TAX(continued)  17.3
Valuation allowance for deferred tax assets Uncertain tax position The management takes into account the requirement of ASC 740 for all uncertainty over income tax treatments. In determining the treatment for
uncertain tax positions, the management considers either the probability of whether the relevant taxation authority will accept the tax treatment under tax law or preparing its income tax filings and supporting tax treatments. Based on the
reasonable estimates and prudent judgements of the management, it is more likely than not that the taxation authority will accept all uncertain tax treatments of the Group. Accordingly, the Group did not record any uncertain tax position as of
December 31, 2022 and 2021. Income tax returns are filed in multiple jurisdictions and are subject to examination by taxing
authorities throughout the world. We have open tax years from 2020 to 2022 with various significant tax jurisdictions. Tax authorities may have the ability to review and adjust net operating loss or tax credit carryforwards that were generated prior
to these periods if utilized in an open tax year. These open years contain matters that could be subject to differing interpretations of applicable tax laws and regulations as they relate to the amount, character, timing or inclusion of revenue and
expenses or the sustainability of income tax credits for a given audit cycle.  F-106




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  18.
OTHER INCOME AND EXPENSES AND LOSSES PER SHARE  18.1
Other operating income/expenses  For the year ended December 31,2021


2022


2022VND million


VND million


USDOther operating incomeForeign exchange gains


450,380



33,774



1,430,374Others


238,198



159,318



6,747,301Total


688,578



193,092



8,177,675Other operating expensesForeign exchange losses


1,611



861,935



36,504,108Penalties


112,704







Loss from disposal of long-lived assets


113,395







Others


48,396



47,536



2,013,237Total


276,106



909,471



38,517,345Net other operating income/(expenses)


412,472



(716,379
)


(30,339,670
)
  18.2
Finance income  For the year ended December 31,2021


2022


2022VND million


VND million


USDInterest income on loan receivables


415,230



81,836



3,465,861Interest income on sales-type lease


25,054



1,749



74,073Others


5,855



4,475



189,543Total


446,139



88,060



3,729,477
  18.3
Finance costs  For the year ended December 31,2021


2022


2022VND million


VND million


USDContractual coupons on loans and borrowings


3,442,117



5,883,067



249,155,791Change in amortized costs of financial instruments measured at amortized cost


1,156,118



1,999,914



84,699,051Others






76,859



3,255,094Total


4,598,235



7,959,840



337,109,936
  F-107




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  18.
OTHER INCOME AND EXPENSES AND LOSSES PER SHARE(continued)  18.4
Investment gain  For the year ended December 31,2021


2022


2022VND million


VND million


USDFair value gain from equity instruments measured at fair value through profit or loss


879,792







Gain from disposal of investments


47,092







Others


29,704







Total


956,588








  18.5
Loss per share Basic loss per share and diluted loss per share have been calculated in accordance with ASC 260 on computation of earnings per share for the
years ended December 31, 2022 and 2021. Details are as below:  For the year ended December 31,2021


2022


2022VND million


VND million


USDNet loss attributable to controlling interests


(32,183,727
)


(49,783,795
)


(2,108,410,748
)Net loss attributable to controlling interests adjusted for the effect of
dilution


(32,183,727
)


(49,783,795
)


(2,108,410,748
)Unit: SharesWeighted average number of ordinary shares for basic earnings per share


1,578,726,324



2,299,008,659



2,299,008,659Weighted average number of ordinary shares adjusted for the effect of dilution


1,578,726,324



2,299,008,659



2,299,008,659For the year ended December 31,2021


2022


2022VND


VND


USDBasic loss per share


(20,386
)


(21,654
)


(0.92
)Diluted loss per share


(20,386
)


(21,654
)


(0.92
)
 In January 2022, the Company effected a
100-for-one split of ordinary shares. On
August 1, 2023, the shareholders of the Company approved the consolidation of 2,412,852,458 existing ordinary shares in the capital of the Company (Existing Shares) held by shareholders of the Company into 2,299,999,998 ordinary
shares in the capital of the Company (the Consolidated Shares) without any change in the paid-up share capital amount. All shares and per share amounts presented in the consolidated financial
statements have been revised on a retroactive basis to give effect to the share split and the share consolidation.  F-108




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY  A.
Fair value of financial instruments that are carried at fair value The fair value of financial assets and liabilities by classes that are carried at fair value are as follows:  As of December31, 2021Quoted prices inactive markets foridentical instruments


Significant otherobservable inputs


Significantunobservableinputs


Total(Level 1)


(Level 2)


(Level 3) (*)VND million


VND million


VND million


VND millionFinancial assets:Financial assets at fair value through profit or loss- Long-term derivative asset  cross currency interest rate swaps contract (i)










5,291



5,291At December 31, 2021










5,291



5,291Financial liabilities:Financial liability at fair value through profit or loss- Derivative liabilities  cross-currency interest rate swaps contract (i)










2,003,184



2,003,184In which:Non-current portion










891,711



891,711Current portion










1,111,473



1,111,473At December 31, 2021










2,003,184



2,003,184
  (*)
There were no transfers into or out of Level 3 of the fair value hierarchy during the year ended
December 31, 2021.  F-109




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial
instruments that are carried at fair value(continued)  The fair value of financial assets and liabilities by classes that are carried at fair value
are as follows (continued):  As of December31, 2022Quoted prices inactive markets foridentical instruments


Significant otherobservable inputs


Significantunobservableinputs


Total


Total(Level 1)


(Level 2)


(Level 3) (*)VND million


VND million


VND million


VND million


USDFinancial assets:Financial assets at fair value through profit or loss- Derivative assets  cross-currency interest rate swaps contracts (i)










1,229,050



1,229,050



52,051,925In which:Non-current portion










696,332



696,332



29,490,588Current portion










532,718



532,718



22,561,337At December 31, 2022










1,229,050



1,229,050



52,051,925Financial liabilities:Financial liabilities at fair value through profit or loss- Long-term financial liabilities in respect of DPS2 (Note 20 (ii))










15,180,723



15,180,723



642,924,079At December 31, 2022










15,180,723



15,180,723



642,924,079
  (*)
There were no transfers into or out of Level 3 of the fair value hierarchy during the year ended
December 31, 2022.  F-110




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued) Reconciliations of significant assets and liabilities categorized within Level 3 under the fair value
hierarchy are as follow (continued):  As of January 1, 2021


Net change in unrealizedfair value recognized inconsolidated statementsof operations


As of December 31, 2021VND million


VND million


VND millionFinancial assets:Financial assets at fair value through profit or loss- Long-term derivative assets  cross-currency interest rate swaps contracts (i)


309,524



(304,233
)


5,291Financial liabilities:Financial liability at fair value through profit or loss- Derivative liabilities  cross-currency interest rate swaps contracts (i)


1,643,510



359,674



2,003,184In which:Non-current portion


803,691



88,020



891,711Current portion


839,819



271,654



1,111,473
  F-111




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued) Reconciliations of significant assets and liabilities categorized within Level 3 under the fair value
hierarchy are as follow (continued):   As of January 1, 2022


Initialrecognitionduring the year


Net change in unrealizedfair value recognized inconsolidated statementsof operations


As of December 31, 2022


As of December 31, 2022VND million


VND million


VND million


VND million


USDFinancial assets:Financial assets at fair value through profit or loss- Derivative asset  cross-currency interest rate swaps contract (i)


5,291







1,223,759



1,229,050



52,051,925In which:Non-current portion


5,291







691,041



696,332



29,490,588Current portion










532,718



532,718



22,561,337Financial liabilities:Financial liability at fair value through profit or loss- Financial liabilities in respect of DPS2 (Note 20 (ii))






13,995,359



1,185,364



15,180,723



642,924,079- Derivative liabilities  cross-currency interest rate swaps contract (i)


2,003,184







(2,003,184
)






In which:Non-current portion


891,711



13,995,359



293,653



15,180,723



642,924,079Current portion


1,111,473







(1,111,473
)







  F-112




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY(continued)  A.
Fair value of financial instruments that are carried at fair value(continued)  (i)
The Group entered into non-transferable cross-currency interest rate
swap (CCIRS) contracts with financial institutions for syndicated loans No.1, No.2, and No.3. Under the terms of the CCIRS contracts, the Group will receive floating interests based on outstanding USD notional amount every interest
payment date, and in turn will pay fixed interest for such loans based on the outstanding VND notional amount. In addition, at each principal repayment date, the Group will pay a fixed amount in VND based on the
USD-VND exchange rate for such loans at inception of the CCIRS for receiving a notional amount in USD with the financial institutions. The outstanding notional amounts of the Groups derivative
instruments were maximum equal to the carrying value of syndicated loans No. 1, No. 2 and No. 3 as disclosed in Note 11.2. As of December 31, 2022, the total net amount of fair value of the CCIRS derivative liabilities and derivative assets were
VND1,229 billion (USD52.1 million) (2021: VND1,998 billion). The Group opted not to designate the CCIRS under hedge accounting therefore, the whole fair value change was charged to the consolidated statement of operations. Net change in fair
value of CCIRS derivative instruments for 2022 was recorded as net gain on financial instruments at fair value through profit or loss in the consolidated statement of operations.  B
Valuation processes Valuation methods and assumptions The following methods and assumptions were used for the estimation of recurring fair value measurements categorized within Level 1 and
Level 3 of the fair value hierarchy:  

The significant unobservable inputs used in the fair value measurements categorized within Level 3 of the
fair value hierarchy as of December 31, 2022 are shown below:  Item

Valuation
technique

Valuation date

Significant unobservable
inputs

Rate
(%/annum)CCIRS contract of the loan No.1

Discounted Cash Flow (DCF)

December 31, 2021

Interpolated LIBOR for subsequent years

0.18-1.19December 31, 2022

Interpolated LIBOR for subsequent years

4.41-4.96CCIRS contract of the loan No.2

DCF

December 31, 2021

Interpolated LIBOR for subsequent years

0.11-1.13December 31, 2022

Interpolated LIBOR for subsequent years

4.54-4.97CCIRS contract of the loan No.3

DCF

December 31, 2021

Interpolated LIBOR for subsequent years

0.03-0.68December 31, 2022

Interpolated LIBOR for subsequent years

4.86-4.89Financial liabilities in respect of DPS2

Binomial option pricing model  Lattice model and DCF

December 31, 2022

Credit spread of the Company (ii)

12.46Probability of expected events & expected exercise date Fair value of the ordinary shares ($) (i)

3.31Dividend yield ($) (ii)

0Volatility (ii)

85%-88%
  (i)
The fair value of ordinary shares is estimated based on the DCF method. Because there has been no public market
for ordinary shares, the Company with the assistance of an independent third party valuer has determined the fair value of ordinary shares by considering a number of objective and subjective factors, including, amongst others, operating and
financial performance and trends in industry. There is inherent uncertainty in these estimates. A $1 increase/decrease in the estimated fair value of ordinary shares would result in an increase/decrease in fair value of the Financial liabilities in
respect of DPS2 by VND155.2 billion/VND90.1 billion (USD6.6 million/USD3.8 million), respectively.  F-113




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  19.
FAIR VALUE HIERARCHY(continued) Valuation methods and assumptions(continued)  (ii)
The risk-free rates are estimated based on the curve of USD LIBOR rates, swap rates, future rates as at the
valuation date. The Group has never declared or paid any cash dividends on its capital stock, and the Group does not anticipate any dividend payments in the foreseeable future. The expected volatility at valuation date is estimated based on
historical volatilities of comparable companies mirroring the remaining time to respective conversion or maturity date of the EB. Lattice model is applied to back-solve the implied credit spread of the Company at First closing date. 1% increase/decrease in the credit
spread of the Company would result in a decrease/increase in fair value of the Financial liabilities in respect of DPS2 by VND146.2 billion/VND148.4 billion (USD6.2 million/USD6.3 million), respectively.  20.
DIVIDEND PREFERENCE SHARES  (i)
In March 2022, the General Shareholders of VinFast Vietnam approved the issuance of 600,000,000 dividend
preference shares (DPS1) to Vingroup JSC, at par value of VND10,000 per share. In December 2022, the General Shareholders of VinFast Vietnam approved the amendment to the rights of the shareholder of these DPS1. These preference shares
are non-voting, non-redeemable and entitled to 0.01% of the issuance value per annum in the event VinFast Vietnam has positive retained earnings (after deduction of all
dividend). The dividend is paid at the time decided by the General Meeting of Shareholders of VinFast Vietnam. The Shareholders have an optional conversion option to convert the DPS1 to ordinary shares of VinFast Vietnam after December 31, 2023
at the fixed rate of 1:1 if the IPO event does not occur prior to this date.  (ii)
On April 29, 2022 and June 4, 2022, the Company and Vingroup JSC entered into Subscription Agreements
with certain investors pursuant to which, Vingroup JSC issued to such investors, and such investors subscribed for, USD525 million aggregate principal amount of fixed rate exchangeable bonds due 2027 (First Closing Bonds) and
USD100 million aggregate principal amount of fixed rate exchangeable bonds due 2027 (Second Closing Bonds), respectively. Both First Closing Bonds and Second Closing Bonds are referred to as the EB. Investors of the EB
have right to require Vingroup JSC to redeem the EB upon the occurrence of certain events, including, amongst others, a change of control of the Company, certain qualifying liquidity events occurring or failing to occur on or prior to
September 25, 2023, in respect of the Company. The amount payable upon redemption depends on the relevant redemption event, timing and other applicable conditions; in certain instances, the amount payable is the amount which would provide the
investors an agreed minimum internal rate of return. Concurrent with the entry into the EB, the Company entered into a
Deed Poll, pursuant to which investors of the EB have the rights to exchange their EB upon the completion of an initial public offering of the Company, for a specified number of ordinary shares in the Company at the exchange rate determined at the
time of exchange. Under the terms of the EB, Vingroup JSC shall use the proceeds from the issuance of the EB (net of fees and expenses
incurred in connection with such issuance) to contribute capital into VinFast Vietnam via the issuance of Dividend Preferred Shares (DPS2). In May and June 2022, VinFast Vietnam issued DPS2 amounting to VND11,745.72 billion (USD497.4 million) and VND2,249.64 billion
(USD95.3 million) to Vingroup JSC, respectively. The DPS2 are non-voting, non-redeemable and entitled to dividend at specified rates. The DPS2 shall be converted
automatically into ordinary shares of VinFast Vietnam at the earlier of the transfer of such DPS2 from Vingroup JSC to the Company and the date falling five years and three months after the issuance date of DPS2.  F-114




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  20.
DIVIDEND PREFERENCE SHARES(continued)  In July 2022, the Company entered into a put option agreement with Vingroup JSC, which was
amended in December 2022, pursuant to which Vingroup JSC will have the right to require the Company to purchase DPS2 on the earlier of Vingroup JSCs receipt of a notice to redeem the EB or the maturity date of the EB. The above series of financial instruments and contracts, together with all rights, obligations and features, were treated as a bundle,
collectively, the Financial liabilities in respect of DPS2 and is measured at fair value through profit or loss in the consolidated statements of the Group. As of December 31, 2022, the fair value of the Financial liabilities in respect of DPS2 was VND15,181 billion (USD 642.9 million).
Change in fair value of the Financial liabilities in respect of DPS2 was recorded as loss on financial instruments at fair value through profit or loss in the consolidated statement of operations.  (iii)
In December 2022, the General Shareholders of VinFast Vietnam approved the issuance of 2,578,216,022 Dividend
preference shares (DPS3) to Vingroup JSC at par value of VND10,000 per share. Vingroup used the P-Notes as consideration to subscribe for DPS3 (Note 1(a)). These preference shares are non-voting, non-redeemable and entitled to dividend of 0.01% of the par value per annum in the event VinFast Vietnam has positive retained earnings (after deduction of all
dividend). The dividend is paid at the time decided by the General Meeting of Shareholders of VinFast Vietnam. The Shareholders have a conversion option to convert the DPS3 to ordinary shares of VinFast Vietnam after December 31, 2023 at the
fixed rate of 1:1 if the IPO event does not occur prior to this date. In December 2022, the General Shareholders of
VinFast Vietnam also approved the issuance of 4,573,371,392 Dividend preference shares (DPS4) to Vingroup at par value of VND10,000 per share. Vingroup used its loans to VinFast Vietnam as consideration to subscribe for DPS4. These
preference shares are non-voting, non-redeemable and entitled to dividend of 9% of the par value per annum in the event VinFast Vietnam has positive retained earnings
(after deduction of all dividend). The amount of dividend can be adjusted upon agreement between Vingroup and VinFast Vietnam. The dividend is paid at the time decided by the General Meeting of Shareholders of VinFast Vietnam. The Shareholders have
a conversion option to convert the DPS4 to ordinary shares of VinFast Vietnam after December 31, 2023 at the fixed rate of 1:1 if the IPO event does not occur prior to this date.  F-115




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES The principal related parties with which the Group had significant transactions during the years ended December 31, 2022 and 2021
presented are as follows:  Related parties

Relationship with the CompanyPham Nhat Vuong

Member of the Board of DirectorsVingroup JSC

Ultimate ParentVIG

ShareholderAsian Star Trading & Investment Pte. Ltd. (Asian Star)

ShareholderVinES JSC

Entity under common controlVinbus Ecology Transport Services LLC

Entity under common controlVincom Retail JSC

Entity under common controlVincom Retail Operation LLC

Entity under common controlVIN3S JSC

Entity under common controlVHIZ JSC

Entity under common controlVinhomes JSC

Entity under common controlVinpearl JSC

Entity under common controlVinsmart Research and Manufacture JSC

Entity under common controlVinFast Lithium Battery Pack LLC

Joint venture (until December 3, 2021)
Associate of Parent CompanySADO JSC

Entity under common controlTimes Trading Investment and Development One Member LLC

Entity under common controlVinbiocare Biotechnology JSC

Entity under common controlThai Son Construction Investment JSC

Entity under common control
 Significant transactions with related parties during the year ended December 31, 2022 and 2021 were
as follows:  For the year ended December 31,2021


2022


2022Related party

Transactions

VND million


VND million


USDVingroup JSC

Borrowings


31,938,007



51,879,878



2,197,182,704Borrowings (converted from the Groups consideration payable to Vingroup JSC for
acquisition of Vingroup Investment)


4,693,380







Borrowings (converted from interest payable)






2,625,845



111,208,072Interest expense


1,229,683



2,349,133



99,488,946Capital contribution by offsetting against borrowings (Note 20(iii))


4,121,775



45,733,714



1,936,884,381Capital contribution receipt in cash (Note 20(i))


2,515,000



6,000,000



254,108,081Capital contribution by offsetting against P-notes
(Note 20(iii))






25,782,160



1,091,909,199Capital contribution receipt in cash






163,392



6,919,871Issuance of DPS2 (Note 20(ii))






13,995,359



592,722,302Payable due to the acquisition of VinFast Vietnam by VinFast Auto


25,782,160








  F-116




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued) Significant transactions with related parties during the year ended December 31, 2022 and 2021 were as follows (continued):  For the yearendedDecember 31,2021


2022


2022Related party

Transaction

VND million


VND million


USDVingroup JSC

Advance to acquire shares of VinFast Vietnam


235,000







Cash received from selling car vouchers






700,150



29,652,295Asian Star

Borrowings






94,920



4,019,990Capital contribution receipt in cash






47,569



2,014,611VIG

Payable due to the acquisition of VinFast Vietnam by VinFast Auto


24,208,340







Consideration receivable from disposal of ICE assets which was used to offset against P-notes






24,208,340



1,025,255,802Consideration receivable from disposal of ICE assets which was used to offset against debts
related to lease back ICE assets






1,148,215



48,628,452Cash received for disposal of ICE assets (inclusive of VAT receivable)






2,000,000



84,702,694Capital contribution receipt in cash


5,870,619



106,168



4,496,358Advance to acquire shares of VinFast Vietnam


226,917







Pham Nhat Vuong

Capital contribution in cash


247,963







Sponsorship contribution - accounted for as deemed contribution






350,000



14,822,971Vinhomes JSC

Cash received from selling car and e-scooter
vouchers


3,967,140



5,345,953



226,408,309Borrowings


4,270,000







Reduction of borrowings through offsetting debt


1,921,337







Vinpearl JSC

Loan receivables


4,353,000







Borrowing






500,000



21,175,673Interest receivable


244,557



72,353



3,064,247Purchase of hospitality vouchers


165,303



56,095



2,375,699Advance to buy voucher






150,000



6,352,702Hotel service expenses


121,122



99,794



4,226,410
  F-117




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued) Significant transactions with related parties during the year ended December 31, 2022 and 2021 were as follows (continued):  For the year ended December 31,2021


2022


2022Related party

Transaction

VND million


VND million


USDVinES JSC

Sale of battery parts and finished batteries






1,355,548



57,409,283Transfer of battery production facilities






5,061,503



214,361,469Purchase of finished battery packs, tools and service






5,413,397



229,264,654Payment on behalf related to batteries purchase






7,448,574



315,457,140Vinsmart Research and Manufacture JSC

Loan receivable


1,227,000







Transfer of investments


634,406







Purchase of smartphones


930,065







Purchase of fixed assets, tools, materials and goods


595,827



3,178,988



134,634,423VHIZ JSC

Contractual profit sharing under business investment and cooperation contract


336,000



56,000



2,371,675Interest expense






1,202,202



50,914,874Vincom Retail JSC

Borrowings


295,000



3,250,000



137,641,877Vincom Retail Operation LLC

Rental showrooms and charging stations


76,666



110,077



4,661,909Borrowings






4,570,000



193,545,655SADO JSC

Loan receivables


107,200







Times Trading Investment and Development One Member LLC

Loan receivables


108,000







Vinbiocare Biotechnology JSC

Borrowing


137,500







VIN3S JSC

Purchase of information technology services and software


148,586



350,577



14,847,408Thai Son Construction Investment JSC

Borrowing


1,900,000







VinFast Lithium Battery Pack LLC (Joint venture until December 3, 2021)

Purchase of assets, materials and tools


189,407



319



13,510Vinbus Ecology Transport Services LLC

Revenue from sale of electric buses


480,102



847,128



35,877,012
  F-118




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued)  Transactions with VHIZ JSC related to Asset Transfer According to the Business Cooperation Contract (BCC) and related appendices signed between VinFast Vietnam and VHIZ JSC, VHIZ JSC
contributed an amount of VND17,005 billion to VinFast Vietnam for the transfer of assets of certain component projects (mainly land and structures, factories and infrastructure associated on the land of the VinFast Automotive Manufacturing
Complex project in Hai Phong) to VHIZ JSC and would earn a yield of VinFast Vietnams total revenue. The yield applicable for period from August 2020 to December 2020 is 2% of VinFast Vietnams total revenue but not less than
VND22,000 million per month, and for period from January 2021 to February 2022 is 1.5% of VinFast Vietnams total revenue but not less than VND28,000 million per month while awaiting completion of legal procedures for project
handover. In February 2022, VinFast Vietnam completed the transfer of the component projects to VHIZ JSC with total consideration of VND16,036 billion (USD679.2 million). At the same time, VinFast Vietnam also signed a long-term lease contract
(45 years) to lease back majority of the transferred assets (except for those in the Supplier Park) from VHIZ JSC (the Leased-back assets), to continue production activities of VinFast Vietnam. The
non-leaseback portion of transferred assets was transferred to VHIZ JSC. While waiting for the
legal title of VHIZ JSC to be registered in the land certificate, VinFast Vietnam and VHIZ JSC signed a short-term business cooperation contract (BCC 2022) to continue using the Leased-back assets for production and operation until the
legal title of the Transferred portion of the project is registered under VHIZ JSC in the land certificate. The legal title registration procedures were completed in October 2022. The Leased-back assets continue to be recognized as property, plant
and equipment of the Group. Transactions with VIG JSC related to ICE assets disposal As disclosed in Note 1, in 2022, VinFast Vietnam disposed ICE Assets amounting to VND12,817.7 billion (USD542.8 million) to VIG at total
contractual consideration amount of VND28,999 billion (USD1,228.1 million), including VAT. After the ICE Assets were legally transferred in June 2022, a portion of these assets was leased back until early November 2022, at which point ICE
vehicle production was ceased, resulting to the disposal of ICE Assets being completed by that time, at net gain of VND13,604.2 billion (USD576.1 million). During 2022, VIG settled (i) VND2,000 billion (USD84.7 million) in cash,
(ii) VND24,208.3 billion (USD 1,025.3 million) through the assignment of the Share Acquisition P-Note held by VIG to VinFast Vietnam in 2022 and (iii) VND1,148.2 billion (USD48.6 million)
through offsetting against outstanding fixed rental fee receivables for the leased-back period due from VinFast Vietnam. For the purpose of presentation, the net gain of VND13,604.2 billion (USD576.1 million) is presented net of the outstanding
receivable due from VIG of VND1,642.5 billion (USD69.5 million). As a result, the net impact of VND11,961.7 billion (USD506.6 million) is recognized in the consolidated statements of shareholders equity as a deemed contribution
arising from the disposal of the ICE assets. Terms and conditions of transactions with related parties during the years During the year ended December 31, 2022 and 2021, the Group sold/purchased goods and rendered/purchased services to/from related parties
based on negotiated prices. The sales to and purchases from related parties are made on terms agreed among parties. Outstanding balances
at the year-end are unsecured and interest free (except for loans to and borrowings from related parties which are subject to interest rate of 7.5% or 10% per annum) and settlement occurs in cash or offsetting
against debts. There has been no guarantee provided or received for any related party receivables or payables. During the year ended
December 31, 2022 and 2021, the Group has not made provision for doubtful debts relating to amounts due from related parties. This assessment is undertaken each financial period through the examination of the financial position of the related
parties and the market in which the related parties operate.  F-119




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued)  Amounts due to and from related parties as of December 31, 2022 and 2021:  As of December 312021


2022


2022VND million


VND million


USDAmounts due from related partiesShort-term loans, advance to and receivables from related parties


1,997,181



1,978,097



83,775,079Short-term loans (Note 21a)


1,563,299



545,400



23,098,425Short-term advance to and receivables (Note 21b)


433,882



1,432,697



60,676,654Long-term loans to and receivables


45,950



44,533



1,886,031Long-term loans (Note 21a)


16,750







Long-term receivables


29,200



44,533



1,886,031Total


2,043,131



2,022,630



85,661,110Amounts due to related partiesShort-term payables to and borrowings from related parties


56,035,252



17,325,317



733,750,493Short-term payables (Note 21b)


55,740,252



16,605,397



703,260,911Short-term borrowings (Note 21a)


295,000



719,920



30,489,582Long-term payables to related parties


41,142,764



21,918,710



928,286,892Long-term payables (Note 21b)


14,531,172



14,371,365



608,646,646Long-term borrowings (Note 21a)


26,611,592



7,547,345



319,640,246Total


97,178,016



39,244,027



1,662,037,385
  F-120




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued)  a)
Detail of loans to and borrowings from related parties:  

As of December31, 2022:  Related parties

VND million


Interest rateper annum


Maturity dateShort-term loans to a related partyVinpearl JSC


545,400



9
%


September 2023Total


545,400Short-term borrowings from related partiesVingroup JSC


325,000



9
%


From August 2023 toOctober 2023Vinpearl JSC


300,000



9
%


August 2023Asian Star


94,920



7.5
%


June 2023Total


719,920Long-term borrowings from a related party.


7,547,345



9
%


February 2024 andDecember 2026Total


7,547,345
  

As of December31, 2021:  Related parties

VND million


Interest rateper annum


Maturity dateShort-term loans to related partiesVinpearl JSC


1,500,400



9
%


From June 2022 toJuly 2022Vinsmart Research and Manufacture JSC


62,899



9
%


September 2022Total


1,563,299Short-term borrowings from a related partyVincom Retail JSC


295,000



10
%


October 2022Total


295,000Long-term borrowings from related partiesVingroup JSC


24,262,930



9
%


From February 2023 toSeptember 2023Vinhomes JSC (*)


2,348,662



9
%


February 2023Total


26,611,592
  (*)
The collateral for the borrowing from Vinhomes JSC is a portion of equity interest in an affiliate, held by
Vingroup JSC and entire rights and benefits associated with the equity interest.  F-121




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued)  b)
Detail of other balance due from and due to related parties:  

As of December31, 2022:  Related parties

Transactions

VND millionShort-term advance to and receivables from related partiesVinES JSC

Receivable from disposal of assets


1,000,000VinFast Lithium Battery Pack LLC

Receivable from disposal of assets and selling material


46,270Vinpearl JSC

Interest receivables


133,626Advance for purchase of vouchers


91,944Other receivables


24,634Vingroup JSC

Receivable from providing services and disposal of assets


45,676VHIZ JSC

Payment on behalf and others


38,413Others

Other advance and short-term receivables


52,134Total




1,432,697Short-term payables to related partiesVHIZ JSC

Payable relating to leaseback transaction and others


919,493Vingroup JSC

Car vouchers which have not been redeemed


699,390Interest payables and others


113,883Vinsmart Research and Manufacture JSC

Payable for purchasing of raw materials and assets


2,038,084Vinhomes JSC

Car vouchers which have not been redeemed


3,520,132Other payables


84,801VinES JSC

Payable relating to purchase of goods and services


8,816,483Vin3S JSC

Payable relating to purchase of assets and services


104,792Others

Other payables


308,339Total




16,605,397Long-term payables to related partiesVHIZ JSC

Payables relating to leaseback transaction and others


14,274,362Vingroup JSC

Interest payables


97,003Total




14,371,365
  F-122




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  21.
TRANSACTIONS WITH RELATED PARTIES(continued)  b)
Detail of other balance due from and due to related parties (continued):  

As of December31, 2021:  Related parties

Transactions

VND millionShort-term advance to and receivables from related partiesVinFast Lithium Battery Pack LLC

Receivable from disposal of assets and selling material


45,061Vinsmart Research and Manufacture JSC

Interest receivables


95,989Vinpearl JSC

Interest receivables


264,660Others

Other advance and short-term receivables


28,172Total




433,882Short-term payables to related partiesVHIZ JSC

Obligation and deposit relating to business investment and cooperation contract


3,449,253Interest accrued expenses


24,861Vingroup JSC

Payable relating to the acquisition of VinFast Vietnam by VinFast Auto


25,782,160Vinsmart Research and Manufacture JSC

Payable for purchasing of goods and services


534,867Vinhomes JSC

Car vouchers which have not been redeemed


1,502,503VIG

Payable relating to the acquisition of VinFast Vietnam by VinFast Auto


24,208,340Others

Other payables


238,268Total




55,740,252Long-term payables to related partiesVHIZ JSC

Deposit under business investment and cooperation contract


13,593,227Vinhomes JSC

Interest payables


2,791Vingroup JSC

Interest payables


935,154Total




14,531,172
  F-123




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  22.
ASSETS CLASSIFIED AS HELD FOR SALE  The Group classified certain long-lived assets under the Automobiles segment, as held for
sale as of December 31, 2022 due to its plan to dispose of these assets.  As of December 31,2021


2022


2022VND million


VND million


USDCarrying value of assets held for saleCertain assets relating to the BCC (i)


1,720,604







Battery production facilities (ii)


723,354







Assets of Lang Lang Proving Ground (iii)


415,253



360,893



15,284,319Total


2,859,211



360,893



15,284,319
  (i)
Under the BCC transaction as disclosed in Note 21, VinFast Vietnam had plan to dispose of a portion of its
projects to VHIZ JSC. The disposal was subsequently completed in February 2022 and thus the non-lease back assets were derecognized from the consolidated financial statements of the Group. (ii)
According to the framework contract between VinFast Vietnam and VinES JSC, VinFast Vietnam shall transfer to
VinES all battery production facilities, including those in battery cell workshop and battery packing workshop. During the year ended December 31, 2022, the battery production facilities were transferred and the Group recognized a loss of
VND39 billion (USD1.7 million) in cost of sales, which was resulted from change in fair value of these assets. (iii)
In accordance with the Directors Resolution dated 6 September 2021 of VinFast Australia Pty Ltd, the
Group established a plan to dispose of fixed assets of Lang Lang Proving Ground in Australia. As of December 31, 2022, the Group has identified a potential customer and is in the process of negotiation to finalize a sale agreement. The
transaction is expected to be completed in 2023, therefore, the criteria of assets held-for-sale are satisfied as of December 31, 2022. For the year ended
December 31, 2022, the Group recognized a decrease of VND14 billion (USD0.6 million) in Other comprehensive loss in equity due to change in foreign exchange rate, and a loss of VND40 billion (USD1.7 million) in administrative expenses
due to change in fair value of fixed assets of Lang Lang Proving Ground.  23.
SEGMENT REPORTING The Company has three reportable segments, namely Automobiles, E-scooter, Spare parts &
Aftermarket services. The Automobiles segment includes the design, development, manufacturing and sales of cars and electric buses. The E-scooter segment includes the design, development, manufacturing and
sales of e-scooters. The sales of spare parts and rendering of aftermarket services for automobiles and e-scooters are included in the Spare parts & Aftermarket
services segment. A combination of multiple business activities that does not meet the quantitative thresholds to qualify as reportable
segments are grouped together as All other. The All other category mainly includes sales from trading smartphones and leasing activities.  F-124




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  23.
SEGMENT REPORTING(continued)  Information about segments presented were as follows: For the year ended December 31, 2022:  Currency: VND millionAutomobiles


E-scooter


Spare parts
and aftermarket
services


All other


Unallocated (*)


TotalRevenues


11,118,227



1,385,479



2,213,317



248,568







14,965,591Cost of sales


(22,615,533
)


(2,195,969
)


(1,962,906)



(458,088
)






(27,232,496
)Gross loss


(11,497,306
)


(810,490
)


250,411



(209,520
)






(12,266,905
)Operating expenses


(24,574,527
)


(688,540
)






(1,053,647
)


(3,672,745
)


(29,989,459
)Operating loss


(36,071,833)



(1,499,030)



250,411



(1,263,167)



(3,672,745)



(42,256,364)
 For the year ended December 31, 2021:  Currency: VND millionAutomobiles


E-scooter


Spare parts
and aftermarket
services


All other


Unallocated (*)


TotalRevenues


13,593,482



678,936



634,793



1,120,971







16,028,182Cost of sales


(22,720,417
)


(1,040,905
)


(453,213
)


(1,069,423
)






(25,283,958
)Gross profit/(loss)


(9,126,935
)


(361,969
)


181,580



51,548







(9,255,776
)Operating expenses


(15,525,771
)


(499,865
)










(1,785,989
)


(17,811,625
)Operating profit/(loss)


(24,652,706
)


(861,834
)


181,580



51,548



(1,785,989
)


(27,067,401
)
  F-125




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  23.
SEGMENT REPORTING(continued)  For the year ended December 31, 2022 (convenience translation):  Currency: USDAutomobiles


E-scooter


Spare parts
andaftermarket
services


All other


Unallocated (*)


TotalRevenues


470,871,887



58,676,907



93,736,956



10,527,164







633,812,914Cost of sales


(957,798,271
)


(93,002,245
)


(83,131,713
)


(19,400,616
)






(1,153,332,845
)Gross loss


(486,926,384
)


(34,325,338
)


10,605,243



(8,873,452
)






(519,519,931
)Operating expenses


(1,040,764,315
)


(29,160,596
)






(44,623,369
)


(155,545,749
)


(1,270,094,029
)Operating loss


(1,527,690,699
)


(63,485,934
)


10,605,243



(53,496,821
)


(155,545,749
)


(1,789,613,960
)
  (*)
Unallocated expenses are mainly related to general and corporate administrative costs such as wages and
salaries for employees responsible for general corporate functions, including accounting, finance, tax, legal and human relations; technology-related fees; depreciation and amortization of fixed assets used for administration purpose; professional
fees and other miscellaneous items that are not allocated to segments. These expenses are excluded from segment results as they are not reviewed by the Chief Operating Decision Maker as part of segment performance.  F-126




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  23.
SEGMENT REPORTING(continued)  The following table presents revenues by geographic area based on the sales location of the
products:  As of December 31, 2021


As of December 31, 2022VND million


VND million


USDVietnam


14,996,611



14,965,591



633,812,914United States


1,031,571







Total


16,028,182



14,965,591



633,812,914
 The following table presents revenues earned from external customers for each group of similar products
and services:  As of December 31, 2021


As of December 31, 2022VND million


VND million


USDSales of ICE vehicles


13,107,978



6,688,467



283,265,585Sales of e-cars


5,402



3,582,632



151,729,290Sales of e-buses


480,102



847,128



35,877,012Sales of e-scooters


678,936



1,385,479



58,676,907Sale of spare parts


538,216



2,072,628



87,778,587Sale of smartphones


1,031,571







Rendering of aftermarket services


96,577



140,689



5,958,369Revenue from leasing activities


89,400



248,568



10,527,164Total revenue


16,028,182



14,965,591



633,812,914
  F-127




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  24.
COMMITMENTS AND CONTINGENCIES Commitments related to the development of the projects and products The Group signed contracts relating to the purchase and installation of machinery and equipment, information technology systems and deployment
of site clearance, construction of factories and development of products. The estimated commitment amount of these contracts as of December 31, 2022 was VND18,498.9 billion (USD783.5 million) (December 31, 2021: VND14,588 billion). Commitments related to the minimum purchase commitment The Group signed the contracts with certain suppliers to agree the minimum purchase volume in which the Group committed and promised that the
annual purchase volume from these suppliers is not lower than the quantity agreed upon by the two parties in the signed contract and/or other accompanying documents. In case of shortfall purchase, the suppliers will reserve the right to revise the quotation and component pricing or are entitled to
compensation from Vinfast Vietnam. Contingent liabilities related to contract termination penalty The Group has estimated the compensation expenses deriving from early termination of contracts with suppliers as result of the Groups ICE
phasing-out plan. The Group is in the process of negotiating with suppliers to finalize the compensation expenses. The ultimate resolution of the matter could result in a loss of up to VND387 billion
(USD16.4 million) in excess of the amount accrued. The Group has also estimated the compensation expenses deriving from early termination
of a land leasing contract with a landlord in the U.S. The Group is in the process of negotiating with suppliers to finalize the compensation expenses. Other commitments Under
the agreement signed between VinFast Vietnam and World Triathlon Corporation, VinFast Vietnam is the Event Title Partner of Ironman World Championship event series. The Group has committed to paying the annual fees with total remaining amount of
VND288.1 billion (USD12.2 million) until the end of 2025. Covid-19 pandemic The Covid-19 pandemic is resulting in an economic slowdown and adversely impacting most businesses and
industries. This situation may bring uncertainties and have an impact on the environment in which the Group operates. The Companys management has continuously monitored ongoing developments and assessed the financial impact in respects of the
valuation of assets, provisions and contingent liabilities, and has used estimates and judgement in respect of various issues as the situation has evolved, using the best information obtained up to the date of this consolidated financial statements. There are still uncertainties of COVID-19s future impact, and the extent of the impact will
depend on a number of factors, including the duration and severity of COVID-19, the development and progress of distribution of COVID-19 vaccine and other medical
treatment, the potential change in users behaviours, the actions taken by government authorities, particularly to contain the outbreak, stimulate the economy to improve business condition especially for small and medium enterprises, almost all
of which are beyond the Companys control. As a result, certain estimates and assumptions require significant judgments and carry a higher degree of variabilities and volatilities that could result in material changes to the Companys
estimates in future periods.  F-128




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##### Table of Contents

VinFast Auto Pte. Ltd. (Formerly known as VinFast Trading & Investment Pte. Ltd.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as
of December 31, 2022 and 2021 and for the years then ended  25.
SUBSEQUENT EVENTS On August 1, 2023, the shareholders of the Company approved the consolidation of 2,412,852,458 existing ordinary shares in the capital of
the Company (Existing Shares) held by shareholders of the Company into 2,299,999,998 ordinary shares in the capital of the Company (the Consolidated Shares) without any change in the
paid-up share capital amount. All shares and per share amounts presented in the consolidated financial statements have been revised on a retroactive basis to give effect to the share consolidation. There are no other matters or circumstances that have arisen since the consolidated balance sheet date that requires disclosure in consolidated
financial statements of the Group.  F-129