Slip opinions decided 2025 — Texas Business Reports

On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting in part and denying in par Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded.. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Ruling that recent resolutions with some defendants do not affect the Court's jurisdiction over remaining claims and declining to rule at this stage whether the remaining defendant owes fiduciary duties to certain plaintiffs. Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses whether a leaseholder is a third-party beneficiary to a reciprocal waiver agreement between two operators, and whether the Court's jurisdiction and authority over the entire lawsuit is affected by the Court's disposition of the leaseholder's third-party-beneficiary claim. The Court concludes (1) the leaseholder is not a third-party beneficiary to the reciprocal waiver agreement, and (2) the Court retains jurisdiction and authority over the entire lawsuit after the leaseholder's claims are dismissed. Ruling that recent resolutions with some defendants do not affect the Court's jurisdiction over remaining claims and declining to rule at this stage whether the remaining defendant owes fiduciary duties to certain plaintiffs. Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses competing motions for summary judgment regarding liability for Defendant's alleged breach of a reciprocal waiver agreement. More specifically, the Court considers whether there are genuine issues of material fact concerning the definiteness of the agreement's essential terms and the parties' mutual assent to those terms. The Court concludes no such fact issues exist to preclude summary judgment for Plaintiff. Accordingly, the Court grants Plaintiff's motion and denies Defendant's motion. This opinion addresses whether a leaseholder is a third-party beneficiary to a reciprocal waiver agreement between two operators, and whether the Court's jurisdiction and authority over the entire lawsuit is affected by the Court's disposition of the leaseholder's third-party-beneficiary claim. The Court concludes (1) the leaseholder is not a third-party beneficiary to the reciprocal waiver agreement, and (2) the Court retains jurisdiction and authority over the entire lawsuit after the leaseholder's claims are dismissed. Ruling that recent resolutions with some defendants do not affect the Court's jurisdiction over remaining claims and declining to rule at this stage whether the remaining defendant owes fiduciary duties to certain plaintiffs. Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

Granting Defendant's motion to strike untimely filed summary-judgment evidence. Granting in part and denying in part Defendant's Traditional and No-Evidence Motion for Summary Judgment. One plaintiff is not entitled to damages as a matter of law, is not entitled to lost revenue or production as a matter of law, has produced evidence of redesign costs and additional expenses incurred as a result of Defendant's breach, and the record contains evidence of that plaintiff's expectancy damages. While Plaintiffs do not allege a specific theory/category of reliance damages in their petition, the Court nonetheless addresses Defendant's argument and holds that the plaintiff has not produced evidence of reliance damages. This opinion addresses competing motions for summary judgment regarding liability for Defendant's alleged breach of a reciprocal waiver agreement. More specifically, the Court considers whether there are genuine issues of material fact concerning the definiteness of the agreement's essential terms and the parties' mutual assent to those terms. The Court concludes no such fact issues exist to preclude summary judgment for Plaintiff. Accordingly, the Court grants Plaintiff's motion and denies Defendant's motion. This opinion addresses whether a leaseholder is a third-party beneficiary to a reciprocal waiver agreement between two operators, and whether the Court's jurisdiction and authority over the entire lawsuit is affected by the Court's disposition of the leaseholder's third-party-beneficiary claim. The Court concludes (1) the leaseholder is not a third-party beneficiary to the reciprocal waiver agreement, and (2) the Court retains jurisdiction and authority over the entire lawsuit after the leaseholder's claims are dismissed. Ruling that recent resolutions with some defendants do not affect the Court's jurisdiction over remaining claims and declining to rule at this stage whether the remaining defendant owes fiduciary duties to certain plaintiffs. Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.

This opinion addresses (i) whether the Property (Trust) Code bars a trustee from enforcing a punitive damages waiver; (ii) if not, whether the waiver in one bond financing contract applies to claims based on a related contract in the same financing; and (iii) whether a trustee owes continuing fiduciary duties to its beneficiaries once the trustee resigns and is replaced by a substitute trustee. The court concludes that (i) the punitive damages waiver is enforceable here because the Trust Code does not reflect a legislative intent to bar such waivers; (ii) the subject waiver applies to both contracts because they are integral parts of the same financing arrangement; and (iii) a terminated and replaced trustee must protect a former beneficiary's confidential information that the trustee obtained during the trust relationship. Granting Defendant's motion to strike untimely filed summary-judgment evidence. Granting in part and denying in part Defendant's Traditional and No-Evidence Motion for Summary Judgment. One plaintiff is not entitled to damages as a matter of law, is not entitled to lost revenue or production as a matter of law, has produced evidence of redesign costs and additional expenses incurred as a result of Defendant's breach, and the record contains evidence of that plaintiff's expectancy damages. While Plaintiffs do not allege a specific theory/category of reliance damages in their petition, the Court nonetheless addresses Defendant's argument and holds that the plaintiff has not produced evidence of reliance damages. This opinion addresses competing motions for summary judgment regarding liability for Defendant's alleged breach of a reciprocal waiver agreement. More specifically, the Court considers whether there are genuine issues of material fact concerning the definiteness of the agreement's essential terms and the parties' mutual assent to those terms. The Court concludes no such fact issues exist to preclude summary judgment for Plaintiff. Accordingly, the Court grants Plaintiff's motion and denies Defendant's motion. This opinion addresses whether a leaseholder is a third-party beneficiary to a reciprocal waiver agreement between two operators, and whether the Court's jurisdiction and authority over the entire lawsuit is affected by the Court's disposition of the leaseholder's third-party-beneficiary claim. The Court concludes (1) the leaseholder is not a third-party beneficiary to the reciprocal waiver agreement, and (2) the Court retains jurisdiction and authority over the entire lawsuit after the leaseholder's claims are dismissed. Ruling that recent resolutions with some defendants do not affect the Court's jurisdiction over remaining claims and declining to rule at this stage whether the remaining defendant owes fiduciary duties to certain plaintiffs. Denying the defendants' motion to dismiss under Rule 91a. The Court first finds that the case falls within the Court's jurisdictional scope and that the plaintiff's non-suit was not filed in time to prevent the court's ruling on the Rule 91a motion. It next finds that the plaintiff's application to wind up a partnership under section 11.314 of the Business Organizations Code provided sufficient factual allegations to support her claims at this early stage of the case. The Court declined to award fees. This opinion addresses the ability of the Court to adjudicate legal malpractice and fractured malpractice-based claims arising out of an alleged attorney-client relationship involving an attorney, two business associates, and multiple business entities. The Court declines to consider whether an attorney-client relationship existed between the attorney and business entities but does address whether it has subject-matter jurisdiction to hear claims emanating from the alleged relationship. The Court concludes the legal malpractice and fractured malpractice-based claims are improperly before it and, accordingly, dismisses all claims against the attorney-Defendant without prejudice. Granting Plaintiff's motion to remand for untimeliness because the damages which Defendants contend satisfy this Court's jurisdictional requirement were facially pleaded more than thirty days before Defendants removed the case to Business Court. Remanding Defendants' motion for sanctions to district court. The Court addresses whether the Texas Legislature's amount-in-controversy threshold reduction gives the Texas Business Court jurisdiction to hear a previously remanded action and whether the subsequent removal of the action was proper and timely. The Court examines the statutory construction of House Bill 40 and determines removal was both proper and timely under Texas Government Code 25A.006(f). Granting Plaintiffs' motion for summary judgment against defendants' counterclaims for declaratory relief because each requested declaration either duplicates issues already joined by the pleadings or seeks relief beyond this Court's jurisdiction. Granting Defendant/Counter-Plaintiff/Third-Party Plaintiff TMC's Traditional Motion for Partial Summary Judgment on Termination against Plaintiff/Counter-Defendant City Choice. Although City Choice's termination notice was clear and unequivocal; its tender of its termination notice was not the exercise or acceptance of an option, and is therefore, not subject to the "strict compliance" standard applicable to the exercise or acceptance of options; and it substantially complied with notice provisions in exercising its right to terminate, it estopped from obtaining specific performance of the contract it purported to terminate. Denying TMC's Motion for Summary Judgment Against Third Party Defendant City Select Title for Release of the Independent Consideration. TMC does not seek a simple declaration from this Court that TMC is entitled to receipt of the Independent Consideration at the execution of the final judgment in this case. Instead, TMC seeks the immediate (i.e., pre-judgment) release of the Independent Consideration. But it must instead comply with the statutory requirements for a writ of attachment. Granting in part and denying in part Defendants' motion to dismiss under Rule 91a because the pleadings fail to state a legally cognizable claim for breach of contract or for veil piercing, and the fraud claim is adequately pleaded. This opinion addresses Defendant's plea to the jurisdiction which challenged the Court's jurisdiction over Plaintiff's third-party claims filed against multiple subcontractors who performed work on a construction project. The Court denied Defendant's plea to the jurisdiction, concluding the third-party claims met the definition of an "action arising out of a qualified transaction" under Section 25A.004(d)(1). Further, the Court found the third-party claims were neither "conjectural, hypothetical or remote" and therefore ripe. Granting in part and denying in part Defendant's motion for partial summary judgment contending that Plaintiff's tortious interference with contract, defamation, and business disparagement claims are barred by the limitation-of-liability provision in the parties' 2022 agreement. Granting a third-party defendant's special appearance arguing no personal jurisdiction over him because he did not commit any tortious acts while in Texas. Because the respondents did not plead or prove that this defendant has sufficient Texas contacts giving rise to the claims against him to support personal jurisdiction over him for any pled cause of action, the court granted the non-resident's special appearances and dismissed the claims against him without prejudice. Pursuant to Texas Rule of Civil Procedure 166(g), the Court issues this decision holding that (1) fact issues preclude the Court from determining whether the liquidated-damages clause in the parties' contract is an unenforceable penalty and (2) under the circumstances of this case, the defendant's cost-basis theory is not the correct measure of the plaintiff's actual damages. In this force-majeure dispute arising out of Winter Storm Uri, parties to a contract for the sale of natural gas dispute whether the seller should have (i) purchased gas on the spot market to cover any production shortfall or (ii) bought back its delivery obligation. The Court holds that the parties' contract did not obligate the seller to take either action as a prerequisite or alternative to declaring force majeure or as a contractually required "reasonable effort." Denying defendant's motion for summary judgment arguing that a contract does not require it to pay royalty payments on "revenues actually received by [the defendant] for final disposal of solid waste in the sanitary landfill operated on the Property," where the disposal is in a part of the landfill that is not on the Property. This opinion addresses whether a party may remove a case concerning trusts from statutory probate court to the business court. The court concluded it lacked jurisdiction because the claims asserted by the plaintiff arise out of Title 9 of the Property Code, and under section 25A.004(g) of the Texas Government Code, this court does not have jurisdiction over such claims unless they are part of the court's supplemental jurisdiction, which requires agreement of the parties. Here, the parties disagreed. In this force-majeure dispute arising out of a contract for the purchase and sale of natural gas based on the North American Energy Standards Board base-contract form, the parties dispute (a) whether the transaction confirmations are part of their contract and (b) which one controls over the other. The Court holds that, although the seller's transaction confirmation identifies a delivery term on which the buyer's confirmation is silent, the two confirmations do not materially conflict. Thus, both transaction confirmations combine with the base contract to form a single, integrated agreement, and neither confirmation trumps the other. This opinion addresses when statutes of limitations accrue and the application of the discovery rule and fraudulent concealment principles regarding claims of fraudulent statements contained in a securities purchase agreement. On a renewed motion to remand, the Court holds that it lacks subject-matter jurisdiction over the action as pleaded in the plaintiff's Fourth Amended Petition and remands the case. The Court concludes that it (a) cannot exercise supplemental jurisdiction because the plaintiff never agreed that the action could proceed in this Court; (b) does not have qualified-transaction jurisdiction because the value of the consideration for the alleged prospective contract, determined at the time of the transaction, would be below the minimum; and (c) does not have trade-regulation jurisdiction because the alleged negligence per se claim, if recognized in Texas, would be a tort claim rather than a trade-regulation claim. Granting a special appearance due to no minimum contacts in Texas. This case presents two issues: (i) whether the Business Court has subject-matter jurisdiction over the plaintiff's application for an involuntary winding-up of a limited liability company, and, if so, (ii) whether an earlier-filed lawsuit in district court between the same parties requires dismissal or abatement of this action under the doctrine of dominant jurisdiction. The Court concludes it has subject-matter jurisdiction and that the district court case and this case are not sufficiently interrelated to invoke dominant jurisdiction. Accordingly, the defendants' motion to dismiss, plea to the jurisdiction, and plea in abatement are denied. This case concerns whether (i) a party must file a separate removal notice, consent to removal, or join in another party's notice to argue that the case is removed as to it; (ii) claims alleging common law and statutory fraud inducing a member to enter an LLC company agreement are actions "regarding" the company's "internal affairs" or "governing documents"; (iii) the case-wide amount in controversy requirement encompasses counterclaims; and (iv) this court recognizes non-statutory grounds for declining to exercise original subject matter jurisdiction. Granting a motion to remand arguing that the plaintiffs failed to satisfy the $10 million minimum amount in controversy and that HB 40, lowering the requirement to $5 million, but effective after the date of the ruling, does not affect the ruling. Denying a plea to the jurisdiction arguing that Plaintiffs did not plead facts sufficient to satisfy the $5 million minimum amount in controversy. Denying a motion for reconsideration of a discovery order arguing that the material sought was a trade secret. Granting an unopposed motion to transfer to district court arguing that the claims at issue did not arise from a qualified transaction. Granting a special appearance arguing no purposeful contacts in Texas. Denying a motion to sever claims allegedly improperly joined. Denying a plea to the jurisdiction because movants did not meet their burden to establish that the amount in controversy does not exceed $5 million. The Court lacks jurisdiction under Section 25A.004(d)(1) because the amount in controversy does not exceed $10 million. The amount in controversy is the actual damages sought by Plaintiff for unpaid royalties on saltwater transported in pipelines subject to the royalty agreement from the date the agreement was signed to the date the action was filed. The uncontroverted evidence establishes that unpaid royalties on the total volume of saltwater transported in these pipelines during this period would not exceed $4.5 million. The amount in controversy does not include the value of the purported right at stake to receive disputed royalties on discarded saltwater for the life of the agreement, as urged by Defendant. On a motion to remand, the Court holds that this action concerns a limited partnership's "governance, governing documents, or internal affairs," and thus falls within the Court's jurisdiction under Section 25A.004(b)(2) of the Government Code, because it concerns when the partnership was formed, whether it was formed for improper purposes, and whether the plaintiff can recover partnership proceeds from its partners and others. In doing so, the Court rejects the movant's argument that Section 25A.004(b)(2) applies only if an organization's governance, governing documents, or internal affairs are the predominant focus of the case. This opinion addresses whether the Plaintiff pleaded facts sufficient to establish subject-matter jurisdiction under Texas Government Code § 25A.004(d)(1) and whether the Defendant successfully challenged jurisdiction on the grounds of pleading insufficiency and existence of jurisdictional facts. The Court concludes that because the Plaintiff has pleaded sufficient jurisdictional allegations and the Defendant failed to successfully refute these allegations, the Court must deny Defendant's Plea to the Jurisdiction. Ruling that a partnership agreement exempts certain defendants from liability. Granting a motion to transfer venue arguing mandatory venue because the suit arises out of damages to real property and considering the applicability of a venue-selection agreement. Dismissing the case because the court granted a motion to transfer venue to a county outside the Business Court divisions and the non-movant fails to make an election under section 25A.006(b) or (c). This opinion addresses the applicable legal tests and evidentiary burdens for deciding whether discovery material may be designated as "Attorney's Eyes Only" under a protective order and whether in-house counsel should be granted access to AEO-designated material. Both inquiries require a balancing of the parties' competing interests based on specific, non-conclusory evidence that has not yet been presented in this case. The Court holds that it lacks jurisdiction over the removed action. In so holding, the Court reaches two conclusions. The first conclusion is that jurisdiction does not exist under Section 25A.001(d)(1) of the Texas Government Code because there is no "qualified transaction." None of the transactions identified by Defendants, especially the construction-project bids, involves a consummated agreement or contract that would obligate or entitle a party to pay or receive consideration of at least $10 million. The second conclusion is that jurisdiction does not exist under Section 25A.004(e) of the Texas Government Code because, for jurisdiction to exist under subsection (e), jurisdiction must exist under subsection (d)(1). Granting a motion to dismiss certain counterclaims seeking a declaratory judgment under the "mirror image" rule. This opinion addresses Texas Government Code Chapter 25A's use of "qualified transaction," including (i) when an action "aris[es] out of" a qualified transaction; (ii) the relevant period for determining the aggregate value of a qualified transaction; and (iii) the burden for establishing the same. The opinion also addresses what forms of "interest" are excluded in determining the amount in controversy under this chapter. Considering whether this action arises out of a qualified transaction. Granting in part and denying in part a motion to dismiss various claims under Rule 91a. Granting a motion to stay pending arbitration. This opinion addresses whether a party may remove a case that was filed in statutory probate court before September 1, 2024, but added a new defendant and corporate claims after September 1, 2024. The court concluded it lacked jurisdiction because the entire action commenced prior to September 1, 2024; it therefore remanded the case to the probate court. Denying a motion to reconsider the granting of a motion for summary judgment in 2025 Tex. Bus. 9. Denying a plea to the jurisdiction in a case about an alleged breach of contract concerning natural gas deliveries from New Mexico to Texas, where the movant argues that the case is about real property interests in New Mexico (natural gas still in the ground in New Mexico), but the non-movant argues that it is about severed personal property (natural gas produced in New Mexico) delivered to Texas with only incidental implications for the real property in New Mexico. In a plea to the jurisdiction, Defendant challenged the Court's authority to hear this case by arguing the amount in controversy pleaded by Plaintiff was merely a sham for the purpose of wrongfully obtaining this court's jurisdiction. Applying Texas's well-established plea to the jurisdiction standard, the Court concluded Defendant did not produce evidence that Plaintiff's actions amounted to a sham and denied Defendant's plea. Denying a post-temporary-injunction hearing motion to exclude expert testimony given at the hearing. Denying an objection to a temporary-injunction order arguing that the order decides the ultimate merits of the case rather than a probable right to recover. This opinion addresses the nature, scope, adaptability, and enforcement of a partner's statutory duties of loyalty and care and obligation to perform them in (i) good faith and (ii) a manner it reasonably believes to be in the partnership's best interest when that partner exercised its drag-along rights and sold the partnership's business. Texas's freedom of contract principles give partners wide latitude to expand or limit their conduct standards. But the loyalty and care duties and related performance obligations cannot be eliminated. This partnership agreement expressly limits those duties and obligations to the greatest extent permitted by law. This case centers on the enforceability of those limits. This opinion addresses the removability of actions to the Texas Business Court that were filed in the district court before September 1, 2024, where a publicly traded company was joined as a defendant in the underlying case after September 1, 2024, and Defendants filed an opposed notice of removal within thirty days of the publicly traded defendant's joinder. The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." In this case, Defendants attempted to remove an action filed on May 1, 2024, to the Texas Business Court. They also sought to remove claims filed on October 4, 2024, in the same lawsuit, to the Business Court. This opinion addresses whether the Business Court has subject matter jurisdiction over the initial lawsuit and whether it has jurisdiction over later-filed claims. The Court concluded that Section 8 of H.B. 19 prohibits the removal of cases filed prior to September 1, 2024. Further, the Court concluded that the claims filed in the lawsuit after September 1, 2024 are part of the same action and the Business Court lacked jurisdiction over those later-filed claims. The Court remanded the case in its entirety to the district court. On a motion to remand, the Court holds that the 30-day period for removing an action to the Business Court does not begin before the action is filed. Because Plaintiff filed its notice of removal within 30 days after this suit was filed, the notice was timely. The Court also adheres to its previous holding that an action may satisfy this Court's jurisdictional amount-in-controversy minimums even when no party seeks damages. Denying a special appearance by ruling that a party that filed an answer in an earlier iteration of the dispute in one Texas court consented to personal jurisdiction to litigate the same dispute in a later-filed suit in a different court in Texas. This opinion concludes that, under Section 8 of House Bill 19—the court's enabling legislation—the entirety of a civil action commences with the filing of the original petition, regardless of when additional parties and claims are joined. Additionally, Chapter 25A of the Texas Government Code permits only the removal of an "action," and not the partial removal of individual claims within an action. The court orders remand based on its lack of jurisdiction. Granting a motion for remand, the Court holds: (1) removal of an action to the Business Court means removal of the entire suit, and (2) regardless of whether an attempted partial removal presents a jurisdictional defect, the 2022 commencement date of the underlying lawsuit forecloses jurisdiction over the action by the Business Court. Ruling sua sponte to remand the case back to district court because the case was originally filed in district court before September 1, 2024, and then removed to Business Court, although neither party sought remand back to state court, but staying the order pending the resolution of the appeal and mandamus arising out of 2024 Tex. Bus. 2. On a motion to remand, the Court decides issues of statutory construction and procedure relating to the scope of the Business Court's jurisdiction under Section 25A.004(e) of the Government Code and the burden-shifting framework for challenges to amount-in-controversy pleadings in the removal context. First, the Court holds that Section 25A.004(e), which grants the Court jurisdiction over actions that seek "injunctive relief or a declaratory judgment" and involve "a dispute based on a claim within the court's jurisdiction under Subsection (b), (c), or (d)," incorporates the amount-in-controversy limit (or exception) of the underlying Subsections—i.e., Subsection (b)'s $5 million limit, Subsection (d)'s $10 million limit, or Subsection (c)'s exemption from any amount-in-controversy limit. Here, the removing party invokes Subsection (b) as underlying the Court's 1 jurisdiction over this action for injunctive and declaratory relief. As a result, the Court has jurisdiction only if the value of the rights at issue exceeds $5 million. Second, the Court holds that when, as here, the notice of removal pleads that the value of the rights at stake are within the Court's jurisdiction and the petition does not plead otherwise, the party moving for remand bears the initial burden of showing that the amount pleaded is fraudulent or that a different amount is readily established, such as by statute. The Court adopts the same burden-shifting framework applied to jurisdictional challenges raised through pleas to the jurisdiction and motions for traditional summary judgment, such that the movant bears the initial burden on the pretrial motion but the party asserting jurisdiction bears the ultimate burden of proof at trial. The Court also denies a request for attorney's fees and holds that the movant has not met its burden of proving that a venue clause in the Company Agreement applies to this action or that it binds Defendants, who are not signatories. This opinion addresses the removability of actions to the Texas Business Court that were filed before September 1, 2024, where the Parties have entered into a post-September 1, 2024 written agreement that the Court has jurisdiction of the case, and the Parties have pleaded jurisdiction under Texas Government Code Section 25A.004(d). The Court concludes that it lacks subject-matter jurisdiction over this action because Section 8 of House Bill 19 limits the applicability of Texas Government Code Chapter 25A to "civil actions commenced on or after September 1, 2024." Per the request of the Parties, the Court further certifies the controlling question of law discussed herein for a permissive interlocutory appeal under Texas Civil Practice & Remedies Code Section 51.014(d). To the extent that the Court has the authority to do so, the Court's remand order is stayed pending the resolution of the Parties' permissive interlocutory appeal. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court. This opinion addresses the removability to the Business Court of cases filed before September 1, 2024, when removal has been contested. The Court concludes that., in such circumstances, Section 8 of House Bill 19 limits Business Court authority to act to cases filed on or after September 1, 2024. In this case, Plaintiff attempted to remove a 2022 suit to the Texas Business Court, and Defendant challenged the court's authority to hear this case. Construing the plain language of H.B. 19, the Court concluded it lacked jurisdiction over the case because Chapter 25A of the Texas Government Code and its removal procedure applies to cases commenced on or after September 1, 2024 This opinion concludes the court lacks subject-matter jurisdiction to hear a case commenced before September 1, 2024. This 2018 suit was removed to the Business Court from district court under Chapter 25A of the Texas Government Code. Though all parties consented to the removal, the court examined its jurisdiction and concluded the legislation creating the Business Court of Texas does not grant the court jurisdiction, requiring remand. After construing H.B. 19—the legislation implementing Chapter 25A— the Court concludes that removal is not permitted for cases filed before September 1, 2024. The Court also concludes that sanctions are not warranted. Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court Granting a motion to remand the case back to district court, when the case was originally filed in district court before September 1, 2024, and then removed to Business Court.