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Editorial 6 MIN READ

The Texas Business Court, eleven months in

A new specialty bench, a five-million-dollar floor, and a docket still learning what it is

The Editors
Staff, Incorporator.org
6 min read Updated
Contents 6 sections
  1. The jurisdictional floor and what it actually covers
  2. What the filings look like
  3. Early rulings and the jurisdictional fight
  4. The bench and the practice
  5. What remains unclear after year one
  6. Sources

he Texas Business Court opened its doors on September 1, 2024, and by the summer of 2025 it has taken in somewhere in the low hundreds of filings across its five active divisions. That is the shape of year one: a specialty bench with a high jurisdictional floor, a dedicated appellate path, and a docket that is still teaching the Texas bar what it will and will not hear.

The court was created by House Bill 19 in the 88th Legislature and codified at Tex. Gov't Code Ch. 25A. It sits alongside the district courts rather than above them, takes only a defined slice of commercial disputes, and sends appeals to a brand new 15th Court of Appeals seated on the same day with three justices. For anyone drafting a forum-selection clause in a Texas-governed deal in 2024 or 2025, it is a live option worth understanding before the signature page.

The jurisdictional floor and what it actually covers

Ch. 25A draws the line in two places. The court's general commercial jurisdiction under § 25A.004(b) requires an amount in controversy of at least $5 million, exclusive of interest, penalties, costs, and fees. A second tranche under § 25A.004(d) covers governance and internal-affairs disputes of a "qualified" entity at a $10 million floor. A narrower subset under § 25A.004(c) has no amount floor at all, provided the entity is publicly traded or the parties consent. The practical result is that most ordinary breach-of-contract actions stay in district court, and the business court sees the deal cases, the shareholder cases, and the larger commercial torts.

The statute also requires that the claim fit one of the enumerated categories: derivative actions, actions against an officer or director arising out of the person's role, securities-act claims, trade-secret and commercial tort cases over the dollar threshold, and so on. Cases outside the list stay in district court.

Five of the eleven divisions authorized by the statute are operational as of mid-2025, centered on Dallas, Houston, Austin, San Antonio, and Fort Worth. The remaining divisions are authorized but not yet funded or staffed.

What the filings look like

Texas Office of Court Administration figures available in mid-2025 put total business court filings since opening in the range of three to four hundred across the five divisions, with Houston and Dallas drawing the largest share. That is a modest volume by design; the court was sold to the Legislature as a specialty venue for high-stakes commercial matters, and the dollar floor ensures it behaves that way.

For comparison, the Delaware Court of Chancery takes in roughly 1,900 new matters a year across its civil docket, most of them equity actions the Texas court has no analogue for. Chancery hears fiduciary, merger, appraisal, and trust matters without juries as a court of equity; the Texas Business Court hears law cases with juries available on request, and its equity side is narrower. Comparing filing counts is a category error if you are trying to measure market share, but as a rough scale check, Texas is operating at roughly a fifth of Chancery's annual intake.

The docket skews toward contract and fiduciary claims arising out of M&A transactions, employment-related trade-secret suits over the threshold, and a smaller number of securities-style cases. Removal from district court generates a meaningful share, because Ch. 25A permits a party to a qualifying pending case to move it into the business court within a defined window.

Early rulings and the jurisdictional fight

The court's first year has been heavy on motion practice about whether cases belong in front of it at all. That is expected in any new specialty bench: parties test the floor, test the categorical definitions, test the nexus requirement, and test the procedure for removal and remand. The early published opinions have mostly been jurisdictional.

Counsel have pointed to Morris v. Dallas Tech Partners, described on the bar circuit as the first published opinion from the court, as an early marker on what "arising out of" an officer's or director's conduct means under § 25A.004(d). A separate dispute, in re XYZ Holdings, is reportedly on a certified-question track to the Texas Supreme Court on how the amount-in-controversy rule applies when a plaintiff seeks specific performance rather than monetary damages. Both readings here rely on secondhand practitioner accounts; the court's own opinions portal is the primary source.

A second category of early rulings concerns concurrent-jurisdiction stays. Where a case otherwise meets Ch. 25A but was already pending in district court at the time of removal, judges have begun to develop a working approach to whether the district court proceedings should be stayed pending the business court's jurisdictional determination. The statute authorizes the business court to decide its own jurisdiction, but it does not dictate sequencing against a parallel case, and the early opinions have been narrow and fact-bound.

The 15th Court of Appeals, seated on September 1, 2024 with three justices, now hears these appeals. That court also has exclusive appellate jurisdiction over civil cases with the state as a party under S.B. 1045, a separate feature of the 2023 package.

The bench and the practice

The statute requires business court judges to have at least ten years of relevant experience, generally in commercial litigation or transactional work, and the initial cohort of judges was drawn from that bar. Governor Abbott appointed the first panel in mid-2024, with appointments weighted toward practitioners rather than sitting district judges. That is a design choice; the Legislature wanted a bench that had read ISDA masters, seen earn-out disputes, and argued fiduciary cases, and was willing to trade incumbency for that experience.

The practical effect for litigants is faster calendars and more focused hearings than a general-jurisdiction district court usually offers. The tradeoff is less developed local procedure; the court has adopted its own rules alongside the Texas Rules of Civil Procedure, and the interaction between them has been worked out case by case.

Forum-selection drafting in Texas-governed deals signed in 2024 and 2025 has begun to pick up the business court as a named forum, either exclusively or concurrently with the Southern District of New York or the Delaware Chancery Court. Naming the business court does not confer jurisdiction if the case falls below the floor, so practitioners who drafted around this in 2024 are now amending templates to include a fallback to district court for smaller disputes.

What remains unclear after year one

Three questions sit unresolved as of August 2025.

The first is whether the Texas Supreme Court will adopt a broad or narrow reading of § 25A.004(b)'s "amount in controversy" language in equitable cases. The in re XYZ Holdings track, if it reaches the court on certification, may settle that.

The second is whether the 15th Court of Appeals will develop its own commercial jurisprudence distinct from the intermediate appellate courts, or whether it will track existing Texas commercial-law doctrine closely. Year one has not produced enough merits opinions to tell.

The third is budgetary. The Legislature funded five divisions and authorized eleven. Whether the remaining divisions come online depends on biennial appropriations and on the demonstrated caseload of the existing five. A court that files three hundred cases in year one is not a court the Legislature will rush to expand; a court that files eight hundred in year two is.

For a 2025 Texas-governed M&A deal over the threshold, pointing the forum-selection clause at the business court is a defensible choice, with the caveat that the drafter should name a fallback forum and expect jurisdictional motion practice in the first case that tests the language. For smaller deals the clause is decorative; the court will not hear it, and the fallback is what matters.

Sources

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