EOR vs Sales agent vs Entity setup

EOR, sales agent, or your own entity — three paths to enter Vietnam. On a comparison table they look interchangeable. They aren't. Each one solves a different problem, creates a different ceiling, and the "cheap and fast" option almost always becomes the most expensive way in.

At Jade Halo Bridge, we walk every client through three questions before they commit a single dollar to their Vietnam entry structure.

01 — Where does revenue land?

02 — Who owns your brand and customers in year 3?

03 — How big is your year-2 team?

Your answers determine your model. Here's what each one means in practice.

Model 01 · Employer of Record (EOR)

Fast in. Built to scale — with the right partner.

A licensed local provider employs your team in Vietnam on paper. You direct the work — they handle payroll, social insurance, and contracts. Done well, it is one of the most efficient ways to establish a compliant, operational presence in Vietnam without the time and capital commitment of a full entity setup.

When it fits:

•  1–10 person team.

• Revenue invoiced through your global entity.

• 12–24 month market validation window before deeper commitment.

What most people don't know: Not all EOR providers in Vietnam are structured the same way. The quality of the underlying employment contracts, social insurance compliance, and labor law alignment varies significantly between providers — and the difference only becomes visible when there's a dispute, a labor inspection, or a key employee exit. Choosing the right EOR partner in Vietnam is not a commodity decision. It is a compliance decision.

At Jade Halo Bridge, our EOR structure is built on fully compliant, accurate social insurance filing — so your team is protected and your operation is clean from day one.

What EOR works best for: Testing the Vietnam market with a lean team, placing a country manager or sales lead before a full entity is ready, or running a compliant payroll operation while your FDI license is being processed.

EOR is a powerful market entry vehicle. It is most powerful when it is backed by the right compliance infrastructure.

Model 02 · Sales Agent

We build your Vietnam sales team. You own everything.

This is not a distributor arrangement. This is not an agency retainer. This is Jade Halo Bridge recruiting, training, and managing a dedicated sales team on your behalf — with full ownership of every asset sitting with you from day one.

What it is: 

• You have zero employees in Vietnam today.

• JHB builds your Vietnam sales function from the ground up — hiring, onboarding, day-to-day management, pipeline structure, and performance reporting.

• You pay staff costs plus a JHB management fee.

  
  

What you own from day one:

• Every customer relationship

• Every deal in the pipeline

• All customer data

• The brand presence your team builds in market

Nothing is held in JHB's name.

When you're ready to scale: The team, the pipeline, and all customer assets transfer cleanly into your own legal entity — no buyback, no negotiation, no equity lost to a third party.

This is the model that bridges the gap between "we're not ready for a full entity" and "we can't afford to lose another 18 months building market presence." It is also the only model where the transition to a full entity costs nothing, because you already own everything that matters.

Model 03 · FDI Entity (LLC)

Slowest in. Highest ceiling.

Your own foreign-invested company in Vietnam. Full control. Full P&L visibility. Full compliance load.

When it fits: Revenue invoiced locally. 10+ headcount projected by year 2. 5+ year strategic horizon. Any plan to win government or enterprise tenders that require a local entity.

What it actually costs: 

• The setup window runs 4–9 months depending on your sector.

• Upfront investment typically ranges from $30,000–$80,000, varying by industry — sectors with licensing conditions run toward the higher end.

• Charter capital must be formally declared and contributed to a Direct Investment Capital Account.

• Ongoing compliance typically requires 1–2 dedicated local finance and legal hires, or a strong outsourced partner.

  
  

What it cannot do: Move fast. If you need commercial operations running in Vietnam within weeks, this is not your starting model. Many companies use EOR or the JHB Sales Agent model to run operations while their FDI license is being processed — keeping momentum without sacrificing compliance.

The FDI entity is the right long-term structure for companies serious about Vietnam. The mistake is treating it as the only path in.

What almost no one models: the transition

Most foreign companies don't stay in their starting model.

EOR teams grow into full entity hires. Sales pipelines grow into something that requires local invoicing. Each transition carries a cost — re-contracting employees, reassigning brand ownership, novating customer agreements.

The JHB Sales Agent model is specifically designed so that the transition to a full entity costs nothing. Your team is already yours. Your pipeline is already yours. Your customers are already yours. When you're ready to go direct — you already are.

The right model isn't the one with the lowest setup cost.

It's the one with the cleanest path to your structure.

	EOR Employer of Record	Sales Agent JHB manages, you own	FDI Entity
Setup & Speed
Time to launch	1–4 weeks	2–4 weeks	4–9 months
Setup cost	Low Minimal upfront	Low–Mid Staff cost + management fee	$30K–$80K Varies by sector
Legal entity required	1–10 people	1–20 people	✓ Full FDI LLC
Team & Operations
Who employs staff	JHB (on paper) You direct the work	JHB recruits & manages You own the team	You directly Full employer of record
Ideal team size	1–10 people	1–20 people	10+ people
Sales pipeline	Depends on role	✓ JHB builds & manages it	✓ Fully internal
Performance reporting	✓ Basic	✓ Full reporting by JHB	✓ Internal
Ownership & Brand
Customer ownership	✓ Yours	✓ Yours — from day one	✓ Yours
Brand ownership	✓ Yours	✓ Yours — nothing in JHB's name	✓ Yours
Customer data	✓ Yours	✓ Yours — full visibility	✓ Yours
Invoice in VND locally	✕ Not possible	✕ Not possible	✓ Yes
Compliance & Risk
Payroll & social insurance	Managed by JHB Quality varies by provider	Managed by JHB Fully compliant structure	Managed internally Requires local hire or partner
Labor law compliance	✓ Depends on provider	✓ JHB-managed, fully compliant	✓ Fully in-house
Charter capital lock-in	✕ None	✕ None	✓ Required Declared on IRC, operationally locked
Scalability & Exit
Path to FDI entity	✓ Clean transfer — zero cost Team & pipeline already yours	✓ Clean transfer — zero cost Team & pipeline already yours	✓ Already there
Breakeven vs. entity	Scales with revenue	Scales with revenue	Long-term optimal
Best time horizon	12–24 months	12 months → ongoing	5+ years
Best suited for
Ideal use case	Building Vietnam market presence and revenue pipeline before committing to a full entity	Building Vietnam market presence and revenue pipeline before committing to a full entity	Companies with validated Vietnam demand ready for full local operations

Ready to find the right model for your Vietnam entry?

DM us directly or email partners@jhalobridge.com to book a 30-minute session with Jade Halo Bridge to build your brand in Vietnam.

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