Put two Hoa Phat Group (HPG) board resolutions side by side, issued exactly two months apart, and one number holds still while another moves sharply. What Hoa Phat received is unchanged: 799.5 million shares of Song Hong Future Group JSC (Tương lai Sông Hồng), worth VND 7,995 billion. What Hoa Phat gave up, namely shares in its own property subsidiary, roughly tripled. As a result, Hoa Phat now owns just 26.55% of Hoa Phat Real Estate Development JSC, versus the 76.41% its July plan expected it to keep.Hoa Phat
This post walks through each dated milestone, compares the two documents directly, and separates what has been disclosed from what remains an open question.
Song Hong Future: capital up more than 26-fold in under nine months
Song Hong Future was founded on November 14, 2025 with charter capital of VND 1,500 billion, contributed by five individual shareholders. Capital rose to VND 9,200 billion on February 5, 2026, to VND 12,800 billion on June 22, and then to VND 39,450 billion (3,945 million shares) under an amended registration dated August 3.Người Quan Sát The largest founding shareholder was Mr. Trần Đăng Khoa, with 40% of the initial capital. Mr. Khoa is Chairman of the Board of Song Hong Future Group JSC and also Chairman of the Board of Dai Quang Minh Real Estate Investment JSC.CafeBiz
The company is the developer of record for a multi-purpose urban area in Thu Lam and Dong Anh communes in Hanoi, with a study area of about 696 hectares, preliminary investment of about VND 60,558 billion and a 2026–2029 timeline.MarketTimes On August 11, a consortium of Dai Quang Minh, THACO, Hoa Phat and Song Hong Future broke ground on another multi-purpose urban area and a resettlement area in Linh Nam ward along the Red River. The multi-purpose site covers about 169.5 hectares, with preliminary capital of about VND 174,758 billion.CafeBiz
According to business registration data cited by CafeBiz, the entire capital increase to VND 39,450 billion was paid in assets rather than cash. A full list of who contributed which assets in that round has not been published.
The July 22 plan: swap about 250 million shares, keep three quarters
Board resolution No. 10/NQHP-2026, dated July 22, approved Hoa Phat subscribing to 799.5 million new shares offered by Song Hong Future at a par value of VND 10,000, for a total of VND 7,995 billion. The document states that Hoa Phat held no Song Hong Future shares at the time. Hoa Phat would not pay in cash. It would contribute shares it held in Hoa Phat Real Estate, valued in the resolution at VND 32,000 per share.Hoa Phat
The same resolution laid out the starting position on both sides. Hoa Phat Real Estate had charter capital of VND 10,600 billion, of which Hoa Phat held VND 10,598 billion, or 99.98%. After the deal, that stake was expected to fall to VND 8,099.56 billion, or 76.41%. At Song Hong Future, Hoa Phat's share was expected to be about 20.27% of VND 39,450 billion in capital, with Mr. Nguyễn Việt Thắng, CEO of Hoa Phat Group JSC, as the designated representative.
What stands out is that the July numbers reconcile neatly. The drop from VND 10,598 billion to VND 8,099.56 billion is about VND 2,498 billion at par, or roughly 249.8 million shares. Multiply by VND 32,000 and you get exactly VND 7,995 billion. That is Investify's calculation from the resolution itself, and it shows the original plan was a balanced swap: Hoa Phat would still own more than three quarters of its subsidiary.
The September 30 resolution: same shares in, three times as many out
Board resolution No. 13/NQHP-2026, dated September 30 and signed by Mr. Trần Đình Long, Chairman of the Board of Hoa Phat Group JSC, confirms that Hoa Phat bought all 799,500,000 shares for VND 7,995 billion, as subscribed. Payment was still made in Hoa Phat Real Estate shares. But the number of shares contributed was 778,405,218, leaving Hoa Phat with 281,394,782 shares, or 26.55% of the property company's charter capital.Hoa Phat
Against the roughly 249.8 million shares implied by the July plan, the actual contribution was about 3.1 times larger. On the other side, Hoa Phat's capital in Song Hong Future after the deal stands at VND 9,915 billion, or 25.13%, above the roughly 20.27% expected in July. The representative for this stake is Mr. Hoàng Quang Việt, a member of Hoa Phat's Board of Directors, replacing Mr. Thắng as named in the earlier resolution.
The shares Hoa Phat no longer holds have moved to Song Hong Future. CafeBiz reports that Song Hong Future has become the main shareholder, with about 73.5% of Hoa Phat Real Estate.CafeBiz Working directly from the two figures in the September 30 resolution, 778.4 million out of 1,060 million shares comes to about 73.4%.
Two gaps in the September 30 disclosure
The valuation used in the final contribution. The July resolution priced Hoa Phat Real Estate at VND 32,000 per share. The September resolution gives no figure. Dividing VND 7,995 billion by 778.4 million shares gives about VND 10,270 per share, close to the VND 10,000 par value. To be clear, that is Investify's arithmetic, not a valuation Hoa Phat has disclosed. The document does not say what the final valuation report concluded, nor whether all 778.4 million shares were exchanged for the 799.5 million new shares.
A gap of about VND 1,920 billion. Hoa Phat bought VND 7,995 billion of new shares, yet its post-deal capital in Song Hong Future is recorded at VND 9,915 billion. The difference of about VND 1,920 billion, or roughly 192 million shares at par, is not explained in the resolution. The July resolution, meanwhile, states that Hoa Phat held no shares at that point. If both documents are accurate, Hoa Phat acquired roughly 192 million additional Song Hong Future shares between July 22 and September 30 outside this subscription, and the September 30 disclosure does not describe them.
Article 2 of the September 30 resolution says only that provisions differing from the July 22 resolution are adjusted accordingly. The two documents show the outcome diverged from the plan. They do not show why, so this post does not speculate on motive.
From subsidiary to two minority stakes
For HPG shareholders, the biggest change is the shape of the group's property business. Hoa Phat Real Estate used to be a near-wholly owned subsidiary. Now it reaches HPG shareholders through two channels: Hoa Phat holds 26.55% of Hoa Phat Real Estate directly, and 25.13% of Song Hong Future, which in turn holds about 73.4% of Hoa Phat Real Estate.
Add the two together and Hoa Phat's economic interest in Hoa Phat Real Estate comes to about 45%: 26.55% directly plus 25.13% times 73.4%. That assumes Song Hong Future keeps the shares it just received. So the economic loss is smaller than the 26.55% headline suggests. What Hoa Phat has actually given up is control. The majority owner of Hoa Phat Real Estate is now Song Hong Future, where Hoa Phat holds only about a quarter of the votes.
The accounting is likely to change too. Under Vietnamese Accounting Standard No. 07, an investor holding between 20% and under 50% of voting rights is presumed to have significant influence unless otherwise agreed.VAS 07 Such stakes are typically carried under the equity method. Put simply, the consolidated statements stop adding the investee's revenue and costs line by line, and instead book only the share of profit or loss matching the ownership stake. How Hoa Phat classifies these two stakes is a question only its financial statements can answer.
The Q3 report is the next document to read
The third quarter ended on September 30, the same day resolution No. 13 was signed. Under Circular 96/2020/TT-BTC, a listed parent company must publish its consolidated quarterly financial statements within 30 days of quarter end, which means by October 30, 2026 at the latest.Chinhphu.vn That is the general regulatory deadline; Hoa Phat has not announced a specific date.
That report will be the first document able to answer the questions the September 30 disclosure leaves open. The points worth watching:
- Whether Hoa Phat Real Estate is still consolidated or has been reclassified as an investment in an associate.
- What carrying values are assigned to the 26.55% and 25.13% stakes.
- Whether the transaction produced a gain or loss in the period, and how the gap of about VND 1,920 billion is explained in the notes.
The bottom line is straightforward. The deal turned Hoa Phat's property business from a subsidiary the group controlled outright into minority stakes in a group of companies Hoa Phat does not control. Its remaining economic interest is about 45%, a figure that can be calculated directly from the published documents. What that interest is worth on the books has not been disclosed, and until the Q3 report is out, every valuation figure remains an outside estimate.