Taking into account the provisions for governing bodies that apply under the ‘Freedom of Information Act’ (‘Wet openbaarheid van bestuur’) and the ‘Data Protection Act’ (‘Wet bescherming persoonsgegevens’), the Fund Manager of the DGGF part ‘Financing local SMEs’ will publish its anticipated transactions.
Views
Parties can express their views on the proposed transaction to the Fund Manager by contacting dggf@pwc.com within 30 days after the publication date of the notice. After the transaction has been closed, or after it has become clear that the transaction will not take place, the Fund Manager will respond as soon as possible to these Parties concluding on the expressed views by these Parties.
Description of proposed transaction
Part of DGGF
Financing Local SMEs
Name of Intermediary Fund (IF)
Do Ventures Fund II (DVF II)
Domicile IF
DVF II will be domiciled in USA.
Name of manager of the IF
DV Partners GP, LLC.
Nature of the activities of the IF
DVF II is a growth‑stage venture capital fund focused on Southeast Asian technology‑enabled SMEs. The fund targets companies operating in sectors such as manufacturing technology, industrial automation, consumer technology, and related areas. The investment strategy includes a thematic allocation to climate‑aligned and gender‑lens investments, alongside a broader commercial technology focus.
Size of proposed investment
DGGF is considering a commitment in the range of USD 5–7 million. The proposed investment is considered reasonable in light of the fund’s target size, strategy, and the manager’s experience in the Vietnamese venture capital market.
Intended transaction date
Q2 2026.
Expected financial results
A positive financial return on the investment is expected.
Expected impact
ESG risk categorization: Do Ventures should add an ESG risk categorization as a step prior to the ESG due diligence and describe this in the relevant investment process section in its ESG Policy/ESMS. This shall be implemented within three (3) months of the investment date.
ESG due diligence questionnaire: Do Ventures should implement a revised ESG due diligence questionnaire including questions related to the DGGF ESG principle: Other labour rights (working conditions, working hours, freedom of expression and association). The ESG due diligence questionnaire shall be in accordance with the DGGF ESG Policy and shall be implemented within three (3) months of the investment date.
ESG due diligence documentation for the first two investments: Do Ventures should share the ESG due diligence documentation for the first two (2) investments after implementation of the revised ESG policy and ESMS. This documentation should contain, at a minimum, the ESG risk categorization, the identification of material ESG risks, the assessment of material ESG risks during (on-site) due diligence, and any resulting ESG action plans that have been agreed with the investee.
Tax compliance
DGGF will invest into DVF II, which will be a limited partnership domiciled in the United States. Consequently, DVF II will be disregarded for US tax purposes and will not be considered a tax resident of the United States, nor will DVF II itself be subject to corporate income tax in the United States. Rather, investors in DVF II will be taxed in their jurisdiction of residence on their respective share of the investment income.
DVF II will invest in growth-stage SMEs across Southeast Asia, with a particular focus on Vietnam. The SMEs in which DVF II will invest are in principle subject to the local statutory tax rates and DVF II will not make use of artificial constructions to lower its taxation or the taxation of the SMEs they invest in. DVF II requires the SMEs it invests in to comply with local laws and regulations, among others those regarding tax. DGGF’s conditions for investment focus on ascertaining that DVF II and its SMEs meet their ongoing tax obligations and the DGGF tax requirements.
Given Vietnam’s inclusion on the EU list of non-cooperative jurisdictions, DGGF has proposed specific conditions to be included in the investment agreement ensuring that Vietnam is not used for tax avoidance or tax evasion and ensuring continuous compliance of DVF II with the DGGF tax criteria.