international-expansion

name	international-expansion
description	Reference: implementation-planning framework for international hiring — EOR vs. entity decision framing, cross-functional triggers for tax/finance/HR, structured outside-counsel briefing requests, and a persistent gap tracker. Loaded by /expansion-kickoff and /expansion-update; not invoked directly.
user-invocable	false

International Expansion Skill

Matter context

Matter context. Check ## Matter workspaces in the practice-level practice-profile.md. If Enabled is ✗ (the default for in-house users), skip the rest of this paragraph — skills use practice-level context and the matter machinery is invisible. If enabled and there is no active matter, ask: "Which matter is this for? Run /employment-legal:matter-workspace switch <slug> or say practice-level." Load the active matter's matter.md for matter-specific context and overrides. Write outputs to the matter folder at ~/.codebuddy/plugins/config/legal-workflows/employment-legal/matters/<matter-slug>/. Never read another matter's files unless Cross-matter context is on.

---

Purpose

International hiring gets handled sloppily at scaleups because nobody owns the full picture. Legal knows the employment-law questions but not the PE risk questions. Finance knows the cost model but not the employee-representation triggers. HR knows the comp benchmarks but not the Day 1 compliance requirements.

This skill doesn't replace any of those functions. It maps the terrain, drafts the right questions for each stakeholder, produces a briefing request that walks outside counsel through the country-specific issues, and creates a tracker that keeps the project moving across sessions.

This skill assumes expansion is decided. It is not a "should we expand?" framework.

This skill does not contain country-specific employment law. The substantive rules change frequently and vary by role, headcount, and industry — the skill routes every country through an outside-counsel briefing rather than relying on a stored reference table.

Load context

Read ~/.codebuddy/plugins/config/legal-workflows/employment-legal/practice-profile.md → jurisdictional footprint, escalation table, any existing expansion notes.

Output header

Prepend the work-product header from ~/.codebuddy/plugins/config/legal-workflows/employment-legal/practice-profile.md → ## Outputs (it differs by user role — see ## Who's using this).

Workflow

Step 1 — Information gathering

Ask all of the following in a single block:

Before I build the expansion plan I need to understand the shape of this expansion. Please answer what you can — gaps in the answers are themselves useful data:

The expansion

• Which country?
• What roles are you hiring? (Job function matters — a sales rep closing deals creates different legal exposure than an engineer writing code)
• How many hires are planned in the next 12 months?
• When do you need the first person to start?

Current state

• Do you already have a legal entity in this country?
• Have you used an EOR provider before? Are you already considering one?
• Has tax or finance been looped in yet?
• Do you have outside employment counsel in this country?

Strategic context

• Is this a long-term strategic commitment (building a real team) or testing the market (one or two hires, see how it goes)?
• Who is the executive sponsor making the structure decision?

Wait for responses before proceeding.

Step 2 — EOR vs. entity framing

Do not make this decision. Frame it with enough precision that the CFO and tax counsel can make it.

Work through the following factors against the intake answers and produce a structured framing document:

The core trade-off:

Factor	Points toward EOR	Points toward Entity
Headcount in 12 months	Fewer hires	More hires
Timeline to first hire	Short runway	Longer runway available
Strategic commitment	Testing the market	Long-term presence
Cost sensitivity	EOR markup acceptable	Scale makes entity more efficient
Control needs	Low — EOR employer handles local HR	High — want direct employer relationship
IP sensitivity	Lower	Higher — entity ownership cleaner

Specific headcount break-even points, EOR markup ranges, setup costs, and timelines vary by country and provider — do not hardcode them. Route those questions to tax/finance and the EOR provider.

PE risk flag (route to tax counsel): If roles include sales, business development, account management, or anyone with authority to negotiate or sign contracts on behalf of the company — flag this explicitly:

PE Risk: [Role type] may create a taxable permanent establishment in [country] even before a legal entity exists. This is a tax question, not an employment question. Tax counsel must assess before the first hire.

Produce the question for the CFO/tax:

Questions for your CFO and tax counsel:

• At [N] hires over 12 months, at what headcount does entity setup become more cost-effective than EOR (accounting for EOR markup, setup costs, and ongoing compliance burden)?
• [If PE-risk roles:] Do these role types create a taxable permanent establishment in [country]? If yes, does that change the entity timeline?
• If we start with EOR and convert to entity later, what are the transition risks for the employees already on the EOR?
• Who is our preferred EOR provider for this country, and have we vetted their local compliance track record?

Step 3 — Cross-functional triggers

For each function that needs to be looped in, state: what they need to do, and the specific questions legal should ask them. Do not just say "loop in finance." Draft the ask.

Tax counsel (always required before first hire)

What they need to do: PE risk analysis, determine whether entity is required for tax purposes, advise on equity tax treatment in this jurisdiction.

Questions legal should ask:

• Does hiring a [role type] in [country] create a permanent establishment or taxable nexus before we have an entity?
• What is our exposure window if we start hiring before the PE question is resolved?
• How are our equity awards (RSUs/options) taxed in [country]? Do we need local tax counsel to advise employees at grant and vesting?
• If we set up an entity, what intercompany services agreement is needed between the subsidiary and the US parent?

Finance / Payroll (required before first paycheck)

What they need to do: identify local payroll provider (or confirm EOR handles it), budget mandatory employer contributions, set up local banking if entity.

Questions legal should ask:

• Have we identified a local payroll provider? (If EOR: confirm EOR handles payroll including local social contributions)
• What are the mandatory employer contributions in [country] — pension, social insurance, healthcare — and are these budgeted in the comp model?
• How will equity grants be administered for employees in [country]? Has anyone modeled the employer-side tax withholding obligations at vesting?

HR / Total Rewards (required before offer is made)

What they need to do: benefits benchmarking, comp benchmarking against local market, confirm mandatory vs. supplemental benefits.

Questions legal should ask:

• What benefits are legally mandatory in [country] vs. market-standard? (Do not want to accidentally promise more than required or less than market)
• Is our standard equity package competitive in this market, or does local practice differ significantly?
• Who will be this person's day-to-day manager — local or remote from HQ? (Affects employee-representation analysis and employment agreement terms in some jurisdictions)

Outside counsel (required — do not skip)

What they need to do: research and advise on the local employment framework for this role and headcount, review/draft local employment agreement, flag any structural issues with the proposed arrangement.

The outside-counsel briefing request in Step 4 is the agenda for this engagement. Send it at the start — do not ask piecemeal.

Step 4 — Country-specific briefing request

Instead of a stored country reference table, this skill produces a structured outside-counsel briefing request. Substantive local law (entity requirements, statutory benefits and contributions, termination protections, notice periods, employee-representation / works-council / collective-bargaining obligations, mandatory leave, restrictive covenants, data protection, work authorization) varies by country and by role and headcount and by industry, and changes frequently. Treat every country as a country that requires verification — do not rely on the skill's own knowledge.

Draft the briefing request below, tailored to the intake answers:

Outside counsel briefing request — [Country]

We are planning to hire [N] employees in [Country] starting [date], in the following roles: [roles]. Target headcount over 12 months: [N]. Preferred structure (subject to your advice and tax counsel): [EOR / entity / undecided]. We need a briefing covering each of the following. Please answer as questions with cites to primary law, not as a reference table — we want to be able to track changes over time.

1. Entity and engagement structure — what are our options (direct hire via entity, EOR, contractor) and what are the practical and legal trade-offs for this headcount and these roles?

2. Employment contract requirements — what form is required or standard? What must be included? What cannot be included or is unenforceable? What language or translation requirements apply?

3. Termination — what are the notice requirements and severance obligations? How difficult is termination in practice (protected-cause standards, social-selection rules in RIFs, reasonable-notice common-law exposure)? What documentation standard should we establish from day one?

4. Mandatory benefits and employer contributions — what must we provide by law (pension, social insurance, healthcare, paid leave, bonuses)? What are the current employer contribution rates we should budget? Please cite the controlling statute and verify currency.

5. Restrictive covenants — are non-competes enforceable? Under what conditions and with what compensation requirements? What confidentiality and IP assignment language holds up?

6. Employee representation — are there works council, employee representation, union, or collective bargaining requirements? At what headcount do they trigger? What consultation or co-determination rights apply? Are we covered by any sectoral collective agreement even if we are not unionized?

7. Data protection — what obligations apply to employee data? Is there a data transfer mechanism needed for employee data flowing to the US?

8. Work authorization — what permits or visas are required for foreign nationals? What are the processing timelines?

9. Industry-specific rules — are there sector rules, awards, or collective agreements that apply to our industry regardless of whether we are unionized?

10. Contractor/independent-contractor risk — what is the country's test for classification, and what are the deemed-employment or reclassification risks for any contractor arrangements we may consider?

11. Equity / incentive compensation — any local tax, securities, or employment-law rules that govern how we grant RSUs, options, or other equity here?

Add this briefing request to the expansion tracker as a single open item: owner = Outside Counsel, status = open, with the full briefing agenda in the questions field. If the jurisdiction is one the team has asked about before, still send the briefing — this is a currency check, not a first contact.

Step 5 — Create the expansion tracker

Write a new file to ~/.codebuddy/plugins/config/legal-workflows/employment-legal/expansion-[country-slug].yaml with all open items identified in Steps 2-4. This file persists across sessions.

Format:

[WORK-PRODUCT HEADER — per plugin config ## Outputs — differs by role; see `## Who's using this`]
country: [Country name]
country_slug: [lowercase-hyphenated]
kickoff_date: [ISO date]
first_hire_target: [ISO date or "TBD"]
headcount_12mo: [N]
roles: [list]
strategic_commitment: [testing / long-term]
eor_or_entity: [EOR / entity / undecided]
outside_counsel_engaged: [true / false]
pe_risk_flagged: [true / false]
last_updated: [ISO date]

open_items:
  - id: 1
    category: [structure / tax / finance / hr    ]
     
     
     [      ]
     [   ]
    
       
     

    
    []

Generate one open item per action identified across Steps 2-4. Do not collapse multiple actions into one item — each item should be completable and attributable to a single owner.

Step 6 — Output

Jurisdiction assumption. This plan frames the expansion to the single country identified in intake. Local employment law, tax rules, employee-representation obligations, and data-protection requirements vary materially by country, region, industry, and headcount, and change frequently. Every substantive local-law answer comes from the outside-counsel briefing request, not from this skill. If the plan is adapted for another country later, re-run the briefing.

[WORK-PRODUCT HEADER — per plugin config ## Outputs — differs by role; see `## Who's using this`]

## International Expansion: [Country] — [Date]

**First hire target:** [date]
**Headcount (12 months):** [N]
**Roles:** [list]
**Tracker:** ~/.codebuddy/plugins/config/legal-workflows/employment-legal/expansion-[slug].yaml

---

### EOR vs. Entity

[Framing from Step 2 — table, PE risk flag if applicable, questions for CFO/tax]

---

### Who needs to be looped in — and what to ask them

**Tax counsel** — [N] questions
[Questions from Step 3]

**Finance / Payroll** — [N] questions
[Questions from Step 3]

**HR / Total Rewards** — [N] questions
[Questions from Step 3]

**Outside counsel** — see briefing request below
[Full briefing request from Step 4]

---

### Open items ([N] total)

| # | Item | Owner | Status |
|---|---|---|---|
| 1 | [item] | [owner] | Open |
[etc.]

---

Run `/employment-legal:expansion-update [country]` to update status
as items close.

What this skill does NOT do

• Advise on specific local employment law — that is outside counsel's job.
• Make the EOR vs. entity decision — frames it for the right decision-makers.
• Draft the local employment agreement — flags that outside counsel must do this.
• State country-specific rules from its own knowledge — every country is routed through an outside-counsel briefing.
• Substitute for outside counsel engagement — every new country requires local counsel, no exceptions.