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Sanders, Scott C.
Scott C. Sanders
P: +1.713.221.1438
F: +1.713.221.2155

Michelle Newton


Scott C. Sanders represents publicly traded and privately owned companies in the design, implementation and administration of employee benefit plans and executive compensation arrangements. He also handles the analysis and structuring of the employee benefit programs in corporate reorganizations, acquisitions, mergers and divestitures.

Scott has implemented numerous qualified and nonqualified deferred compensation plans, cash- and equity-based incentive plans, executive compensation arrangements, change in control arrangements and other types of employee benefit plans. Scott designs executive compensation arrangements to satisfy the client's goal of properly compensating its highly compensated and key corporate employees, including advice with respect to compliance with Sections 162(m) and 409A of the Internal Revenue Code and the impact of Section 280G on such benefits upon a change of control.  His practice focuses on the corporate and tax issues that are critical to the design, implementation and administration of employee benefit and executive compensation arrangements. Scott represents clients on tax and benefit matters before the Internal Revenue Service and the Department of Labor. He works in close cooperation with Bracewell LLP’s corporate, labor and employment, and trial attorneys, coordinating client counsel in diverse matters that involve their companies’ employee benefit plans. Scott is a licensed certified public accountant.

Before joining the firm in 1992, Scott served as a law clerk for the Honorable Jacques L. Wiener Jr., on the United States Court of Appeals for the Fifth Circuit.


Manages all ongoing employee benefits and executive compensation matters for several Fortune 500 companies, including acquisitions and dispositions, design and implementation of executive compensation arrangements and administrative matters.

Handled employee benefits and executive compensation aspects of publicly-traded energy company's acquisition of another publicly-traded energy company for $12 billion, including structuring and negotiation of executive and key employee compensation and benefits packages.

Lead employee benefits attorney handling all aspects of the integration of employee benefit plans after publicly-traded energy company's $21.1 billion acquisition of another publicly-traded energy company.

Lead employee benefits attorney in a number of initial public offerings, spin-offs and going-private transactions.

Assists clients with administrative and compliance issues with respect to employee benefit plans.

Provides assistance to clients with respect to the implementation and administration of deferred compensation arrangements, including compliance with Internal Revenue Code Section 409A.


J.D., cum laude, Baylor University School of Law, 1991
B.B.A., Accounting, summa cum laude, Baylor University, 1987

Bar Admissions



Certified Public Accountant, Texas


State Bar of Texas, Grievance Committee, 1998-2004
American Bar Association, Taxation Section
State Bar of Texas
Houston Bar Association
Texas State Board of Public Accountancy
Texas Society of Certified Public Accountants


Legalease, The Legal 500 United States, Employee Benefits & Executive Compensation, 2011-2016
Senior Notes and Comments Editor, Baylor Law Review