The Texas Business Court: Which Cases Qualify and What Is Different

What the business court is

The Texas Business Court is a trial court of statewide jurisdiction created by HB 19 in 2023 and open for filings since September 1, 2024. Its governing statute is Texas Government Code chapter 25A. It was built to give complex commercial cases judges with business-law experience, written opinions and a docket not shared with personal injury and family cases. It runs in parallel with the district courts: a qualifying case may be filed there, or removed there from a district court, but nothing requires it.

The court has eleven geographic divisions. Five are operating: the First (Dallas), Third (Austin), Fourth (San Antonio), Eighth (Fort Worth) and Eleventh (Houston), each with two judges. The other six exist on paper subject to legislative funding. The First Division covers the counties of the First Administrative Judicial Region: Collin, Dallas, Ellis, Fannin, Grayson, Kaufman and Rockwall. Denton and Tarrant Counties fall in the Eighth Division.

Which cases qualify

Jurisdiction under section 25A.004 has two main tiers, both concurrent with the district courts. The thresholds exclude interest, statutory and exemplary damages, penalties, attorney's fees and costs.

Governance and owner disputes: more than five million dollars

Where the amount in controversy exceeds $5 million, the court may hear:

• derivative proceedings;
• actions about an organization's governance, governing documents or internal affairs;
• securities and trade-regulation claims against an organization or its controlling persons, officers, underwriters or auditors;
• actions by an organization or an owner against an owner, controlling person or managerial official for conduct in that capacity;
• claims that an owner, controlling person or managerial official breached a duty, including loyalty or good faith;
• actions to hold an owner or governing person liable for the organization's obligations (veil piercing), unless based on a contract the person signed in another capacity;
• actions arising under the Business Organizations Code.

If a party is a publicly traded company, these actions qualify regardless of amount.

Contract and transaction disputes: the same threshold since 2025

HB 40, signed in June 2025 and effective September 1, 2025, lowered this tier's threshold from ten million dollars to $5 million and widened it. Above that amount, the court may hear actions arising from a qualified transaction (a transaction with at least five million dollars in consideration or in money lent or borrowed, other than ordinary bank, credit union or savings and loan lending); from a business, commercial or investment contract in which the parties agreed to business court jurisdiction (insurance contracts excluded); from certain Finance Code and Business and Commerce Code violations by an organization; from disputes over the ownership, use or licensing of intellectual property, including software and data; and under the Texas Uniform Trade Secrets Act, chapter 134A of the Civil Practice and Remedies Code. HB 40 also provides that the amount in controversy is the total of all joined parties' claims and reaches cases commenced on or after September 1, 2024. See the enrolled text of HB 40.

Related relief

The court can hear requests for injunctions and declaratory judgments tied to a claim within its jurisdiction, and it has supplemental jurisdiction over related claims in the same case, but a supplemental claim stays in the business court only if every party to it and the judge agree.

What is excluded

Unless a claim rides along under supplemental jurisdiction, the court does not hear: claims by or against governmental entities; lien foreclosures; claims under the covenant-not-to-compete subchapter, the antitrust and Deceptive Trade Practices chapters of the Business and Commerce Code, the Estates, Family or Insurance Codes, or the mechanic's lien provisions of the Property Code; farm product claims; and insurance policy disputes. Three categories are excluded even as supplemental claims: medical liability, bodily injury or death, and legal malpractice, and HB 40 added consumer-transaction claims to that absolute exclusion.

For most Dallas businesses this means that a dispute over a departing employee's non-compete, an ordinary collection matter or a lease fight stays in district court, while a fight between owners of a company worth tens of millions, or a failed acquisition, can go to the business court. Where a business case is heard compares the state, federal and business court options.

How a case gets there

A plaintiff with a qualifying claim may file directly in the business court. A party to a case already pending in a district court may remove it under section 25A.006. All parties may agree to removal at any time; otherwise the notice of removal is due within 30 days after the removing party discovered, or should have discovered, the facts establishing jurisdiction, or within 30 days after a ruling on a pending application for a temporary injunction. Venue is determined as in any case, and a contract that names a county controls. If the court finds it lacks jurisdiction it remands to the court where the case was filed. HB 40 directed the Supreme Court of Texas to adopt procedures for prompt, final jurisdictional rulings, and the Fifteenth Court of Appeals has begun construing the statute.

What is different inside the court

• Appointed judges. The governor appoints business court judges with Senate consent for two-year terms. A judge must have at least ten years of experience in complex business litigation, business transaction law or civil judging, and must live in the division.
• Written opinions. Under section 25A.016 a judge must issue a written opinion on a dispositive ruling when a party asks, and on any issue important to Texas jurisprudence. District courts rarely write opinions; here a body of commercial precedent is forming.
• Jury trials in the home county. A party keeps its constitutional jury right. Under section 25A.015 the jury trial is held in a county where the case could have been filed under the general venue statute, as chosen by the plaintiff, or in the county of original filing for a removed case, or in a county fixed by contract.
• One clerk, electronic filing. The court has a single clerk's office in Austin and operates electronically across divisions.
• Appeals. Appeals and mandamus proceedings go to the Fifteenth Court of Appeals, also created in 2023, rather than to the regional court of appeals. Under HB 40 the Fifteenth Court decides interlocutory appeals from the business court on an independent review and must rule within 120 days after the appeal is perfected.

Should a qualifying case go there?

It depends on what the case needs. A dispute that turns on a close reading of a complex agreement, or on fiduciary duties inside an LLC, benefits from judges who handle those questions daily and write down their reasoning. A case that depends on a local jury's view of credibility may not gain much, and the jury will sit in the home county anyway. Removal also has a cost: a jurisdictional fight at the outset. The question is worth a deliberate answer before the first filing, because it affects the judge, the appellate court and the pace of the case.

Example

Suppose two members of a Dallas real estate holding company fall out. One alleges the managing member diverted a seven-million-dollar development opportunity to a side entity and sues for breach of fiduciary duty, seeking removal of the manager and damages. The claim concerns the company's internal affairs and a managerial official's conduct, and the amount in controversy exceeds the threshold, so it qualifies under section 25A.004(b). The plaintiff may file in the First Division; if she files in a Dallas district court instead, the manager may remove within 30 days. If a jury is demanded, it would be seated in Dallas County.

Tina Wysk represents owners and companies in shareholder and partnership disputes in Dallas state and federal courts, including matters within the business court's jurisdiction.