Texas Business Court

The Texas Business Court is a specialized statewide trial court created in 2023 to hear complex commercial disputes involving corporate governance, fiduciary duties, derivative actions, securities law, and qualified transactions. It began accepting cases on September 1, 2024. Appeals go exclusively to the Fifteenth Court of Appeals.

Structure

The Business Court is organized into 11 geographical divisions corresponding to Texas's Administrative Judicial Regions. Five divisions began operation on September 1, 2024 (Dallas, Austin, San Antonio, Fort Worth, Houston). HB 40 (eff. Sept. 1, 2025) repealed the provision that would have abolished the other six divisions on September 1, 2026. Those divisions operate only if funded through legislative appropriations, and the court's website lists only the five original divisions as operating. Judges are appointed by the governor with the advice and consent of the senate for two-year terms.

Subject-matter jurisdiction

Tex. Gov't Code § 25A.004 grants concurrent jurisdiction with district courts over specified categories of cases. As amended by HB 40 effective September 1, 2025, the principal categories are actions exceeding $5 million involving derivative proceedings, corporate governance disputes, securities law claims, claims between an organization and its current or former owners or officers, breach of fiduciary duty by directors or officers, veil-piercing actions, claims arising under the TBOC, qualified transactions, intellectual property, and trade-secret matters. For the governance-type actions in § 25A.004(b), no amount-in-controversy threshold applies if a party is a publicly traded company.

The HB 40 threshold reduction

Before September 1, 2025, actions under § 25A.004(d), including qualified-transaction actions, required an amount in controversy over $10 million, and a qualified transaction had to be worth at least $10 million. HB 40 reduced both to $5 million. The $5 million threshold for governance and other § 25A.004(b) actions was unchanged. HB 40 also added intellectual property, trade secret, and arbitration-related actions to the court's jurisdiction.

Removal and transfer

A party may remove a case within the Business Court's jurisdiction from a district court or county court at law at any time if all parties agree. Otherwise the notice of removal is due within 30 days after the later of service of process or the date the removing party discovered, or reasonably should have discovered, facts establishing jurisdiction, with a separate deadline when a temporary injunction application is pending. Removal is unavailable if no operating division includes a county of proper venue. The judge of the originating court may also ask the regional presiding judge to transfer the case, which requires a hearing. Tex. Gov't Code § 25A.006(e), (f), (k); Tex. R. Civ. P. 355–356.

Procedure

The Business Court applies the Texas Rules of Civil Procedure with supplemental rules in Tex. R. Civ. P. 352–360. A party has the right to a jury trial when the constitution requires one (in contrast to Delaware's Chancery Court). The filing fee for an action filed in or removed to the Business Court is $2,500. Tex. R. Civ. P. 360 requires a written opinion on dispositive rulings upon any party's request, producing a developing body of published Business Court opinions.

Forum-selection clauses

The governing documents of a domestic entity may require internal entity claims to be brought only in Texas courts and may designate one or more Texas courts with jurisdiction, which can include the Business Court, as the exclusive forum and venue. Tex. Bus. Orgs. Code § 2.115 (added 2021; amended 2025).

Practice guide: Texas Business Court Cases Tracker

The Texas Business Court in Fort Worth: every Eighth Division opinion

Does your case belong in the Texas Business Court?