https://smucgi.org/research/texas-business-court/opinions/ Every published Texas Business Court opinion, collected from the court’s official register on a daily cadence. Maintained by the SMU Corporate Governance Initiative. en-us Wed, 19 Aug 2026 01:00:32 +0000 360 https://www.txcourts.gov/media/1463192/25-bc11a-0083-unimachts-global-v-ayr-energy-2026-tex-bus-60.pdf https://www.txcourts.gov/media/1463192/25-bc11a-0083-unimachts-global-v-ayr-energy-2026-tex-bus-60.pdf Mon, 17 Aug 2026 09:00:00 +0000 11th Div. · Judge Barnard · August 17, 2026
Addressing whether attorneys from an India-based law firm that represents Plaintiffs but is not counsel of record may review discovery materials designated Confidential Information and Attorney's Eyes Only under the court's protective order. The court concluded that permitting access presents a significant risk of inadvertent disclosure or misuse that could harm the defendant, that the need for access is nominal, and accordingly denied those attorneys access to CI- and AEO-designated materials. https://www.txcourts.gov/media/1463192/25-bc01b-0030-preston-hollow-capital-v-truist-bank-2026-tex-bus-59.pdf https://www.txcourts.gov/media/1463192/25-bc01b-0030-preston-hollow-capital-v-truist-bank-2026-tex-bus-59.pdf Fri, 14 Aug 2026 09:00:00 +0000 1st Div. · Judge Whitehill · August 14, 2026
Addressing (i) whether Title 9 of the Texas Property Code (Trust Code) applies to the parties' trust indenture created in connection with a bond offering and, depending on the outcome, (ii) the nature of defendant trustee's duties (contractual, common law, and statutory). The court held that because the bond documents do not transfer legal title, they did not create an express trust and the documents' terms define the bond trustee's duties to the bond holders; it granted in part and denied in part Truist's Rule 166(g) requests and dismissed the breach-of-trust claim with prejudice. https://www.txcourts.gov/media/1463182/25-bc11a-0017-clean-hydrogen-works-v-denbury-carbon-solutions-2026-tex-bus-58.pdf https://www.txcourts.gov/media/1463182/25-bc11a-0017-clean-hydrogen-works-v-denbury-carbon-solutions-2026-tex-bus-58.pdf Wed, 12 Aug 2026 09:00:00 +0000 11th Div. · Judge Adrogué · August 12, 2026
The Court dismisses the plaintiffs' Louisiana Monopolization Act claim. The Court is bound by Coca-Cola v. Harmar, 218 S.W.3d 671 (Tex. 2006), where the Supreme Court held that Texas Courts "will not decide how another state's antitrust laws and policies apply to injuries confined to that state." The Court denies the defendants' motion to dismiss the plaintiffs' Louisiana Unfair Trade Practices Act claim. https://www.txcourts.gov/media/1463181/26-bc11a-0012-carrington-v-corsi-2026-tex-bus-57.pdf https://www.txcourts.gov/media/1463181/26-bc11a-0012-carrington-v-corsi-2026-tex-bus-57.pdf Wed, 12 Aug 2026 09:00:00 +0000 11th Div. · Judge Adrogué · August 12, 2026
The plaintiffs' conversion claim is dismissed because it has no basis in law. Texas conversion law does not recognize the alleged transfer or dilution of uncertificated LLC membership interests as conversion of property. Generally, conversion lies only for tangible personal property. An intangible right falls within the narrow "merger exception" only when that right has been merged into a physical document and the document itself is converted. https://www.txcourts.gov/media/1463179/26-bc11a-0024-cam-industrial-solutions-v-brown-root-industrial-services-2026-tex-bus-56.pdf https://www.txcourts.gov/media/1463179/26-bc11a-0024-cam-industrial-solutions-v-brown-root-industrial-services-2026-tex-bus-56.pdf Mon, 10 Aug 2026 09:00:00 +0000 11th Div. · Judge Stagner · August 10, 2026
The plaintiff lost a maintenance contract to another company and sued that company in district court, alleging that the company used the plaintiff's stolen proprietary information to obtain the contract. The jury ruled in the defendant's favor. The plaintiff then filed this lawsuit in Business Court, over the same contract, against the company and the plaintiff's former employee, who was not a party in the district court action. The court granted the company's motion for summary judgment on the grounds of claim preclusion but denied the former employee's motion for summary judgment. https://www.txcourts.gov/media/1463161/26-bc01b-0067-in-re-radical-hoops-2026-tex-bus-55.pdf https://www.txcourts.gov/media/1463161/26-bc01b-0067-in-re-radical-hoops-2026-tex-bus-55.pdf Wed, 05 Aug 2026 09:00:00 +0000 1st Div. · Judge Whitehill · August 5, 2026
The defendant removed a Rule 202 proceeding from district court to the Business Court. The Court denied a motion to remand because a Rule 202 proceeding in district court is an "action" and the action anticipated after the Rule 202 deposition would be in the Business Court's statutory subject matter jurisdiction. https://www.txcourts.gov/media/1463098/26-bc08b-0009-fischer-v-fischer-2026-tex-bus-54.pdf https://www.txcourts.gov/media/1463098/26-bc08b-0009-fischer-v-fischer-2026-tex-bus-54.pdf Wed, 29 Jul 2026 09:00:00 +0000 8th Div. · Judge Stagner · July 29, 2026
The parties divorced and a court-appointed receiver split their community property by selling companies they had owned and equity interests in the companies. The receiver has received judicial immunity to claims that his sale damaged one spouse and the company. After the sale, an appellate court vacated the receivership order. But the receiver retains his received judicial immunity. The receiver created two entities to assist in the sale. The Court denies a motion to dismiss claims against those entities under Rule 91a because the Petition does not supply the facts needed to conclusively establish that immunity applies to them. https://www.txcourts.gov/media/1463097/26-bc08b-0011-riverside-homebuilders-v-fg-aledo-development-2026-tex-bus-53.pdf https://www.txcourts.gov/media/1463097/26-bc08b-0011-riverside-homebuilders-v-fg-aledo-development-2026-tex-bus-53.pdf Wed, 29 Jul 2026 09:00:00 +0000 8th Div. · Judge Stagner · July 29, 2026
A contract for the sale of land that cannot identify the land to be conveyed, on the day it is signed, fails the statute of frauds. When the contract at issue was signed, the lots to be conveyed did not exist as an identifiable set. The contract is therefore unenforceable. Future-selection contracts satisfy the statute of frauds so long as they grant the buyer an absolute, unqualified selection right. But the contract at issue did not give the buyer an unqualified right to pick lots from an established pool that existed at the time of signing. Moreover, rather than representing that the contract contained an adequate property description, the parties openly acknowledged its insufficiency and agreed to supply the missing description later through a plat that did not yet exist. https://www.txcourts.gov/media/1463100/25-bc08a-0012-simpson-v-simpson-2026-tex-bus-52.pdf https://www.txcourts.gov/media/1463100/25-bc08a-0012-simpson-v-simpson-2026-tex-bus-52.pdf Wed, 29 Jul 2026 09:00:00 +0000 8th Div. · Judge Bullard · July 29, 2026
A husband held his ex-wife's shares in a corporation in a constructive trust under a divorce decree. Husband did not breach a tag-along provision in the divorce decree by selling some of his shares without providing Wife with notice and the opportunity to sell a pro rata portion of her shares as well. Husband violated a duty to inform Wife of a capital call, but Wife was not injured because the decree allows Husband to put his own interests above preserving Wife's interests and to dilute her interest. Husband did not violate decree by voting to approve capital calls that diluted all members' shares proportionately. The decree negates certain fiduciary duties that Husband would otherwise owe to Wife. https://www.txcourts.gov/media/1463096/25-bc01b-0064-revere-tactical-opportunities-fund-iv-v-lee-wen-2026-tex-bus-51.pdf https://www.txcourts.gov/media/1463096/25-bc01b-0064-revere-tactical-opportunities-fund-iv-v-lee-wen-2026-tex-bus-51.pdf Tue, 28 Jul 2026 09:00:00 +0000 1st Div. · Judge Whitehill · July 28, 2026
A lender’s notices of intent to foreclose sent by email and UPS next-day delivery satisfied deed of trust and Texas Property Code §51.002(b)(3)’s requirements that such notices be sent by certified mail because (1) the contracts provide that all notices required or permitted to be given shall be considered proper if given by delivery to an independent, third-party commercial delivery service for same day or next-day delivery service and (2) Texas law permits alternative service methods that do not delay the notice time that certified mail would provide. Notice to a debtor’s designated agent is notice to the debtor. Because notice was sufficient, partial summary judgment against debtor’s wrongful foreclosure claims, based on debtor supposed failure to give timely notice of its allegations (a condition precedent to suing) is mooted by the court’s prior determination in lender’s favor regarding the sufficiency of its written notice. https://www.txcourts.gov/media/1463093/25-bc01a-0013-fiberwave-v-att-enterprises-2026-tex-bus-50.pdf https://www.txcourts.gov/media/1463093/25-bc01a-0013-fiberwave-v-att-enterprises-2026-tex-bus-50.pdf Fri, 24 Jul 2026 09:00:00 +0000 1st Div. · Judge Bouressa · July 24, 2026
A contract is ambiguous regarding the start date for calculating the making of certain vested payments following a termination of an agreement for “cause.” Its meaning thus presents a fact issue for the jury and extraneous evidence may be admitted to help determine the language’s meaning. The Court grants summary judgment against the plaintiff's fraudulent inducement claims because the plaintiff provided no evidence of justifiable reliance. The Court grants summary judgment against the defendant's fraud claims on no-evidence grounds because the defendant failed allege misrepresentation of compliance with a law or intent to induce reliance. The Court also grants summary judgment on traditional grounds because of the economic-loss-rule affirmative defense and because the defendant sought equitable remedies of disgorgement which were neither available nor pled. https://www.txcourts.gov/media/1463090/25-bc11b-0088-village-crossing-v-west-creek-investments-2026-tex-bus-49.pdf https://www.txcourts.gov/media/1463090/25-bc11b-0088-village-crossing-v-west-creek-investments-2026-tex-bus-49.pdf Wed, 22 Jul 2026 09:00:00 +0000 11th Div. · Judge Stagner · July 22, 2026
An agreement to sell land did not adequately describe the boundaries. The agreement is therefore unenforceable for two separate but related reasons. First, it is indefinite because it does not identify the full boundaries of the single property the parties agreed to convey. Second, it violates the statute of frauds because neither the agreement nor any existing writing incorporated into it furnishes the means to identify that property with reasonable certainty. A promise of a future survey cannot cure either defect. The statute of frauds does not permit a legal description to be supplied after the fact. Alternatively, even if the agreement were enforceable, the purchaser breached the agreement by delivering surveys inconsistent with the agreement, insisting that those surveys controlled, and refusing to cure after notice. https://www.txcourts.gov/media/1463087/26-bc01b-0025-cwk-management-v-maggi-2026-tex-bus-48.pdf https://www.txcourts.gov/media/1463087/26-bc01b-0025-cwk-management-v-maggi-2026-tex-bus-48.pdf Tue, 21 Jul 2026 09:00:00 +0000 1st Div. · Judge Whitehill · July 21, 2026
The court lacks specific personal jurisdiction over a defendant LLC's nonresident shareholder where plaintiffs do not seek to pierce the corporate veil nor allege that the shareholder personally engaged in any acts in Texas that form the operative acts that will be the focus at trial. https://www.txcourts.gov/media/1463079/25-bc01b-0011-synergy-thermogen-v-blackbruch-oil-gas-2026-tex-bus-47.pdf https://www.txcourts.gov/media/1463079/25-bc01b-0011-synergy-thermogen-v-blackbruch-oil-gas-2026-tex-bus-47.pdf Thu, 16 Jul 2026 09:00:00 +0000 1st Div. · Judge Whitehill · July 16, 2026
Notes of a telephone call between the plaintiff's former employee and a defendant’s non-lawyer representatives are neither core work product nor protected noncore work product because (i) they do not contain mental processes from an attorney or attorney’s representative and (ii) plaintiffs have shown (a) a sufficient need for the notes and (b) it would be an undue burden to obtain the information by other means. https://www.txcourts.gov/media/1463075/25-bc11b-0031-jeremiah-counsel-v-young-2026-tex-bus-46.pdf https://www.txcourts.gov/media/1463075/25-bc11b-0031-jeremiah-counsel-v-young-2026-tex-bus-46.pdf Wed, 15 Jul 2026 09:00:00 +0000 11th Div. · Judge Dorfman · July 15, 2026
This opinion addresses (i) the boundary between a church’s right to autonomy and its secular obligations as a nonprofit corporation; (ii) an association’s standing to bring claims for declaratory relief and derivative claims under the Texas Business Organizations Code; (iii) the merits of cross-motions for summary judgment that challenge actions to amend governing documents, as well as the actions that followed the amendments; and (iv) the statutory jurisdiction of the Texas Business Court over claims against the church’s former outside counsel. https://www.txcourts.gov/media/1463060/25-bc03a-0020-sri-shirdi-sai-baba-temple-of-austin-v-lam-2026-tex-bus-45.pdf https://www.txcourts.gov/media/1463060/25-bc03a-0020-sri-shirdi-sai-baba-temple-of-austin-v-lam-2026-tex-bus-45.pdf Tue, 14 Jul 2026 09:00:00 +0000 3d Div. · Judge Andrews · July 14, 2026
A religious organization's Certificate of Formation vests management of the organization in its board of directors and states that the organization “will have no members.” Bylaws adopted in 2025 purported to convert the organization from a board-managed corporation to a member-managed corporation. The conversion fails because the Certificate of Formation controls over the conflicting provisions of the 2025 Bylaws. This case presents a non-ecclesiastical issue of corporate governance that can be decided by neutral application of Texas corporate law, such that the church-autonomy doctrine does not divest the Court of jurisdiction. Plaintiffs’ promissory-estoppel claim is based on an alleged promise to amend the Certificate of Formation to convert the organization to a member-manager corporation. The claim fails because it does not seek to put Plaintiffs in the position they were in before they relied on Defendants’ alleged promises. https://www.txcourts.gov/media/1463058/25-bc04b-0010-stratton-v-hogan-2026-tex-bus-44.pdf https://www.txcourts.gov/media/1463058/25-bc04b-0010-stratton-v-hogan-2026-tex-bus-44.pdf Wed, 15 Jul 2026 09:00:00 +0000 4th Div. · Judge Sharp · July 15, 2026
Under Rule 91a, the Court dismisses a claim brought by an owner of a closely held corporation, individually, for conversion of the corporation’s property. The owner did not sue derivatively and did not plead facts to support individual harm from the alleged conversion. Moreover, the property at issue is to be divided between the parties through an ongoing wind-up process by the court-appointed wind-up supervisor. https://www.txcourts.gov/media/1463059/25-bc01a-0023-cobalt-falcon-v-axs-investments-2026-tex-bus-43.pdf https://www.txcourts.gov/media/1463059/25-bc01a-0023-cobalt-falcon-v-axs-investments-2026-tex-bus-43.pdf Tue, 14 Jul 2026 09:00:00 +0000 1st Div. · Judge Bouressa · July 14, 2026
Under Delaware law, the Court grants summary judgment on the plaintiff's claim that the defendant is liable for breach of contract, with the amount of damages remaining to be tried. The Court also grants the plaintiff's no-evidence motion for summary judgment against the defendant's affirmative defenses of substantive unconscionability, liquidated damages disguised as a penalty (because plaintiff does not seek liquidated damages), failure to mitigate damages, and performance by payment and duplicative recovery (because that is not an affirmative defense). https://www.txcourts.gov/media/1463034/26-bc04a-0005-kampmann-v-smith-2026-tex-bus-42.pdf https://www.txcourts.gov/media/1463034/26-bc04a-0005-kampmann-v-smith-2026-tex-bus-42.pdf Wed, 08 Jul 2026 09:00:00 +0000 4th Div. · Judge Barnard · July 8, 2026
This case presents several issues: (i) whether this court has subject-matter jurisdiction over this action; if so, (ii) whether an earlier filed lawsuit between some of the same parties requires abatement of this action under the doctrine of dominant jurisdiction, and (iii) whether, at this court’s discretion, the case should be transferred to a different county. https://www.txcourts.gov/media/1462998/25-bc01b-0038-thompson-v-anchor-capital-gp-2026-tex-bus-41.pdf https://www.txcourts.gov/media/1462998/25-bc01b-0038-thompson-v-anchor-capital-gp-2026-tex-bus-41.pdf Wed, 01 Jul 2026 09:00:00 +0000 1st Div. · Judge Whitehill · July 1, 2026
A promissory note was a loan, not a security under the Texas Securities Act and the four Reves factors. https://www.txcourts.gov/media/1462898/26-bc11a-0026-local-marketing-v-bennett-2026-tex-bus-40.pdf https://www.txcourts.gov/media/1462898/26-bc11a-0026-local-marketing-v-bennett-2026-tex-bus-40.pdf Mon, 15 Jun 2026 09:00:00 +0000 11th Div. · Judge Sharp · June 15, 2026
The plaintiff sued former employees in district court, alleging they formed a competing company using the plaintiff's trade secrets and in breach of employment contracts. Following removal of the case to the Texas Business Court, a defendant countersued for defamation and tortious interference with business relations based on letters the plaintiff sent to its former, actual, or prospective customers that it had learned were now the defendants' customers. The plaintiff moved to dismiss the counterclaims under the TCPA. The court rules that the counterclaims are based on or in response to the plaintiff's communications pertaining to the district court judicial proceedings. The defendant did not meet its burden on damages and did not create a rational inference of defamation per se. The court grants the motion to dismiss the counterclaims and awards attorney's fees. https://www.txcourts.gov/media/1462877/26-bc11a-0039-south-shore-er-v-bashiri-2026-tex-bus-39.pdf https://www.txcourts.gov/media/1462877/26-bc11a-0039-south-shore-er-v-bashiri-2026-tex-bus-39.pdf Thu, 11 Jun 2026 09:00:00 +0000 11th Div. · Judge Stagner · June 11, 2026
The plaintiff sued defendants in Galveston County for allegedly violating non-compete, non-solicitation, and confidentiality provisions in a Company Agreement. The defendants removed the case to Business Court. The court denies the plaintiff's motion to remand the case back to district court. The plaintiffs argued that (1) a forum-selection clause mandates litigation in Galveston County, (2) removal was untimely, and (3) it does not consent to supplemental jurisdiction in the Business Court. Venue Selection The court rules that the venue-selection clause is unenforceable. While Texas law mandates enforcement of venue-selection clauses in actions arising from “major transactions," the Company Agreement is not a "major transaction" because it does not state the value of the consideration given for any membership interest. The plaintiff's argument that a defendant member's receipt of $1.84 million in distributions over three years makes the Company Agreement a "major transaction" conflates the stated value of consideration on the face of the agreement (none, in this case) with distributions that accrued over time and were contingent on the company’s future performance. The stated valu https://www.txcourts.gov/media/1462871/25-bc01a-0061-lunderby-v-dominium-dev-and-acquisition-2026-tex-bus-38.pdf https://www.txcourts.gov/media/1462871/25-bc01a-0061-lunderby-v-dominium-dev-and-acquisition-2026-tex-bus-38.pdf Tue, 09 Jun 2026 09:00:00 +0000 1st Div. · Judge Bouressa · June 9, 2026
The plaintiff signed an employment contract in 2021 agreeing to "relocate to [the] Dallas [area]." Accordingly, he moved into a house in Southlake. In 2025, his family moved to Minnesota, and he rented an apartment in Irving. Both sides moved for summary judgment on the question of whether the plaintiff was in breach of the "relocate" provision. The court denies the plaintiff's motion for partial summary judgment arguing that his move Southlake in 2021 satisfied his relocation obligations. Those obligations exist for the duration of his employment. The court denies both motions to the extent that they seek a ruling as a matter of law as to the meaning of “relocate to Dallas” and whether Lunderby complied with his relocation obligations. "Relocate" is ambiguous, so those are questions a jury will have to answer. https://www.txcourts.gov/media/1462869/25-bc01a-0040-southwest-airlines-pilots-assoc-v-boeing-co-2026-tex-bus-37.pdf https://www.txcourts.gov/media/1462869/25-bc01a-0040-southwest-airlines-pilots-assoc-v-boeing-co-2026-tex-bus-37.pdf Tue, 09 Jun 2026 09:00:00 +0000 1st Div. · Judge Bouressa · June 9, 2026
This case arises out of Boeing's allegedly defective design of the 737 MAX. Boeing moved for judgment on the pleadings, arguing that similar 737 MAX suits in federal court had also been dismissed on the pleadings. The court disagreed because pleading standards differ between federal and Texas state courts. Because federal plaintiffs must plead with greater specificity, a federal court may assume that the absence of certain facts in a complaint indicates that such facts either do not exist or are not relied upon by the plaintiff. Texas state courts cannot make such presumptions because plaintiffs need only give fair notice of their claims. It logically follows that Texas litigants, unlike federal court litigants, must generally be allowed to replead a deficient claim before suffering an adverse judgment. Where the plaintiff's pleadings are deficient, it is entitled an opportunity to re-plead. Accordingly, the Court denies Boeing’s motion without prejudice. https://www.txcourts.gov/media/1462830/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-36.pdf https://www.txcourts.gov/media/1462830/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-36.pdf Wed, 03 Jun 2026 09:00:00 +0000 1st Div. · Judge Whitehill · June 3, 2026
This opinion addresses (i) an entity’s duty to act on its officers, agents, or representatives’ actual knowledge of facts arguably presented to a different entity; (ii) due process concerns for parties added to a case shortly before a dispositive event affecting that party’s rights; and (iii) the applicability of res judicata to causes of action based on post-confirmation events regarding assumed and accepted contracts. https://www.txcourts.gov/media/1462806/25-bc11b-0099-brown-v-exxon-mobil-2026-tex-bus-35.pdf https://www.txcourts.gov/media/1462806/25-bc11b-0099-brown-v-exxon-mobil-2026-tex-bus-35.pdf Fri, 29 May 2026 09:00:00 +0000 11th Div. · Judge Sweeten · May 29, 2026
This opinion addresses the Business Court’s jurisdiction over an employment discrimination case brought pursuant to Section 21.051 of the Texas Commission on Human Rights Act. Defendant filed a removal notice asserting the Business Court had subject matter jurisdiction based on Texas Government Code Section 25A.004(b)(2) as “an action regarding” the “internal affairs of an organization” and Section 25A.004(d)(1) as an action arising out of a “qualified transaction.” The Business Court here finds that it lacks jurisdiction of Plaintiff’s employment discrimination action under either provision and remands the case to the originating district court. https://www.txcourts.gov/media/1462809/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-34.pdf https://www.txcourts.gov/media/1462809/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-34.pdf Fri, 29 May 2026 09:00:00 +0000 11th Div. · Judge Stagner · May 29, 2026
The majority owner of a company did not sell its interests to its "Affiliate," as defined by the Company Agreement's drag-along provision. The buyer was owned and controlled exclusively by a different entity, and the seller had no equity interest, no voting authority, no managerial power, and no contractual right to direct the buyer's affairs. The Agreement defines Affiliate status strictly by reference to existing control relationships. Its text is written in present tense, its definition requires actual “possession” of governance power, and its drag-along mechanics apply to a “proposed transfer” before closing. Nothing in the Agreement allows post-closing governance rights to retroactively create affiliate status. https://www.txcourts.gov/media/1462778/25-bc11b-0073-dk-trading-supply-v-wink-to-webster-pipeline-2026-tex-bus-33.pdf https://www.txcourts.gov/media/1462778/25-bc11b-0073-dk-trading-supply-v-wink-to-webster-pipeline-2026-tex-bus-33.pdf Thu, 28 May 2026 09:00:00 +0000 11th Div. · Judge Sharp · May 28, 2026
In a suit on two contracts concerning a crude-oil terminal and pipeline, respectively, the court holds on cross-motions for summary judgment that the contracts are unambiguous and can be construed without resorting to extrinsic evidence. Analyzing the terminal contract’s storage requirement in the context of the entire agreement, the court concludes the terminal must allocate two tanks exclusively for the plaintiff’s use. The court holds the pipeline-transportation contract’s “ship or pay” clause allows the plaintiff to include all crude oil—including shipments paid with credits earned from past billing periods—to reduce the deficiency payments owed when it fails to meet its crude-oil commitment. However, plaintiff’s claim for miscalculated deficiency-payment billing as to the earliest disputed invoices is barred for failure to deliver timely written notice, which is a condition precedent to bringing suit that the court enforces according to the contract’s plain terms. https://www.txcourts.gov/media/1462773/26-bc11b-0003-clean-co-systems-v-enterprise-products-operating-2026-tex-bus-32.pdf https://www.txcourts.gov/media/1462773/26-bc11b-0003-clean-co-systems-v-enterprise-products-operating-2026-tex-bus-32.pdf Wed, 20 May 2026 09:00:00 +0000 11th Div. · Judge Dorfman · May 20, 2026
Granting the plaintiff's motion to remand the case back to district court. At issue is a purchase order in an amount less than $1 million issued under a 2003 master service agreement, pursuant to which the defendant claims to have paid the plaintiff over $7.8 million to date. The defendant argued that a qualified transaction "springs" into existence upon the execution of the first purchase order or invoice resulting in the payment of over $5 million. The Court rejected the argument because the historical purchase orders on which the defendant relies spanned more than two decades, involved differing scopes of work, and were performed at diverse facilities – potentially operated by different affiliated entities. Only one such purchase order is at issue in this case. The remainder are not in controversy. https://www.txcourts.gov/media/1462756/25-bc11a-0083-unimachts-global-v-ayr-energy-2026-tex-bus-31.pdf https://www.txcourts.gov/media/1462756/25-bc11a-0083-unimachts-global-v-ayr-energy-2026-tex-bus-31.pdf Wed, 20 May 2026 09:00:00 +0000 11th Div. · Judge Barnard · May 20, 2026
Denying the defendants' motion to dismiss under TRCP 91a. To the extent that the plaintiffs’ breach-of-fiduciary-duty and knowing-participation claims are based on conduct independent of any alleged trade-secret-misappropriation, those claims are not preempted by TUTSA. The defendant may be charged with the knowledge its agents acquired while conducting the defendant’s business. The plaintiffs, therefore, adequately pled the knowledge element of their knowing-participation claim. https://www.txcourts.gov/media/1462750/25-bc01a-0023-cobalt-falcon-v-axs-investments-2026-tex-bus-30.pdf https://www.txcourts.gov/media/1462750/25-bc01a-0023-cobalt-falcon-v-axs-investments-2026-tex-bus-30.pdf Tue, 19 May 2026 09:00:00 +0000 1st Div. · Judge Bouressa · May 19, 2026
Under TCRP 166(g), the Court rules that the plain language of a contract provision that provides for “Consideration Terms” including monthly payments to be “paid in perpetuity (unless otherwise agreed)” by the defendant to the plaintiff requires the continuation of such payments after the closure of the fund involved in the transaction. https://www.txcourts.gov/media/1462740/25-bc11a-0024-plains-pipeline-v-arrowhead-gulf-coast-holdings-2026-tex-bus-29.pdf https://www.txcourts.gov/media/1462740/25-bc11a-0024-plains-pipeline-v-arrowhead-gulf-coast-holdings-2026-tex-bus-29.pdf Sat, 16 May 2026 09:00:00 +0000 11th Div. · Judge Adrogué · May 16, 2026
The parties' contract has indemnification provisions which expired before the plaintiffs asserted the claims at issue before the Court. The Court grants summary judgment in favor of the defendants and denies summary judgment to the plaintiffs, holding that the indemnification provisions are not ambiguous and that the plaintiffs' proposed construction would render other provisions superfluous. https://www.txcourts.gov/media/1462733/25-bc08b-0015-camino-real-developers-v-rivenrock-2026-tex-bus-28.pdf https://www.txcourts.gov/media/1462733/25-bc08b-0015-camino-real-developers-v-rivenrock-2026-tex-bus-28.pdf Fri, 15 May 2026 09:00:00 +0000 8th Div. · Judge Stagner · May 15, 2026
A company agreement for an LLC (the plaintiff) provided that a 50% member was solely responsible for capital contributions and that if it did not perform, the other members could admit a new capital provider and proportionately dilute the 50% member's interest. The defendant later purchased the 50% interest. The other members made a capital call and the defendant refused to contribute. The other members admitted a new member and diluted the defendant's interest accordingly. The LLC then sued the defendant to confirm the validity of the dilution. The court held that the defendant's interest in the LLC did not exist separately from the company agreement and granted summary judgment in favor of the LLC. https://www.txcourts.gov/media/1462717/26-bc08a-0007-drinkpak-v-priii-crow-building-c-2026-tex-bus-27.pdf https://www.txcourts.gov/media/1462717/26-bc08a-0007-drinkpak-v-priii-crow-building-c-2026-tex-bus-27.pdf Thu, 14 May 2026 09:00:00 +0000 8th Div. · Judge Bullard · May 14, 2026
Remanding a case back to district court because a notice of removal was untimely. The amount in controversy was known to be over $5 million on the date of service, and the notice of removal was filed more than 30 days after service. Pre-litigation demand letters may establish the amount in controversy. Rule 408 does not prohibit the court from considering pre-suit demand letters when determining jurisdiction. https://www.txcourts.gov/media/1462714/24-bc11b-0023-westlake-longview-v-eastman-chemical-2026-tex-bus-26.pdf https://www.txcourts.gov/media/1462714/24-bc11b-0023-westlake-longview-v-eastman-chemical-2026-tex-bus-26.pdf Wed, 13 May 2026 09:00:00 +0000 11th Div. · Judge Andrews · May 13, 2026
Granting in part and denying in part plaintiffs' motion for summary judgment and sustaining in part and overruling in part the parties' competing objections to summary-judgment evidence. The Court construes aspects of a sales and exchanges contract requiring the defendant to offer, and the plaintiffs to either buy or exchange, defendant's “Excess Ethylene Quantities.” The contract provides that Delaware law governs. Unlike Texas law, Delaware law implies into every contract a covenant of good faith and fair dealing. https://www.txcourts.gov/media/1462711/25-bc04a-0015-pradera-sfr-v-american-housing-ventures-2026-tex-bus-25.pdf https://www.txcourts.gov/media/1462711/25-bc04a-0015-pradera-sfr-v-american-housing-ventures-2026-tex-bus-25.pdf Tue, 12 May 2026 09:00:00 +0000 4th Div. · Judge Barnard · May 12, 2026
In a plea to the jurisdiction, Defendant challenged the Court’s authority to hear this case by arguing that the Plaintiff’s claims do not meet the statutory amount in controversy required for this court’s jurisdiction. Applying Texas’s well-established plea to the jurisdiction standard, the Court concludes it has subject-matter jurisdiction to hear this case. Accordingly, the Defendant’s plea to the jurisdiction is denied. https://www.txcourts.gov/media/1462706/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-24.pdf https://www.txcourts.gov/media/1462706/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-24.pdf Mon, 11 May 2026 09:00:00 +0000 1st Div. · Judge Whitehill · May 11, 2026
Ordering that each side pay its own attorney's fees after considering the record, the parties’ stipulation, and their waiver of their opportunity to persuade the court regarding an attorneys’ fees request. https://www.txcourts.gov/media/1462705/26-bc11b-0040-aspire-commercial-v-stephenson-2026-tex-bus-23.pdf https://www.txcourts.gov/media/1462705/26-bc11b-0040-aspire-commercial-v-stephenson-2026-tex-bus-23.pdf Fri, 08 May 2026 09:00:00 +0000 11th Div. · Judge Stagner · May 8, 2026
Denying a motion to remand. Section 25A.006(f)(2) establishes a deadline for removal to Business Court, not a prohibition on removal until thirty days after the TI application is granted, denied, or denied by operation of law. Mere attorney argument cannot establish that the amount in controversy is less than $5 million. Motive for removal is not relevant to the remand analysis. https://www.txcourts.gov/media/1462690/25-bc08b-0025-the-mark-at-weatherford-owner-v-german-2026-tex-bus-22.pdf https://www.txcourts.gov/media/1462690/25-bc08b-0025-the-mark-at-weatherford-owner-v-german-2026-tex-bus-22.pdf Wed, 06 May 2026 09:00:00 +0000 8th Div. · Judge Stagner · May 6, 2026
Granting summary judgment on a claim that, under a contract, fees were legally owed at closing and therefore “payable,” whether or not funds were available to pay, and that failure to pay constituted a default, which triggered a put-right provision. https://www.txcourts.gov/media/1462666/25-bc01b-0038-thompson-v-anchor-capital-gp-2026-tex-bus-21.pdf https://www.txcourts.gov/media/1462666/25-bc01b-0038-thompson-v-anchor-capital-gp-2026-tex-bus-21.pdf Mon, 04 May 2026 09:00:00 +0000 1st Div. · Judge Whitehill · May 4, 2026
Denying in part and granting in part the plaintiffs' motion for summary judgment. Denying summary judgment on a plaintiff's argument that a defendant violated a note and security agreement by failing to allow it to inspect "books and records" to ensure collateral was adequately protected because the defendant produced at least a scintilla of evidence that he complied with that contractual duty. Denying summary judgment on a plaintiff's argument that a defendant violated a contractual term requiring his "personal financial statement, in form and substance reasonably satisfactory to the [plaintiff]" by not providing an audited financial statement. Denying summary judgment on a plaintiff's argument that a defendant violated a contract requiring him not to commit to new investments without written pre-approval because no damages were proven. Granting summary judgment on a plaintiff's argument that a defendant is not entitled to incentive compensation after determining he was fired for cause because he failed to produce any evidence that a plaintiff intended to waive the nonwaiver provision’s writing requirement. https://www.txcourts.gov/media/1462668/25-bc04b-0007-may-v-ineos-usa-oil-gas-2026-tex-bus-20.pdf https://www.txcourts.gov/media/1462668/25-bc04b-0007-may-v-ineos-usa-oil-gas-2026-tex-bus-20.pdf Fri, 01 May 2026 09:00:00 +0000 4th Div. · Judge Sharp · May 1, 2026
Granting a motion to strike the plaintiffs' summary-judgment extrinsic evidence of a course of performance because the contract is susceptible to only one meaning. https://www.txcourts.gov/media/1462667/25-bc03a-0008-enosis-investments-v-jensen-2026-tex-bus-19.pdf https://www.txcourts.gov/media/1462667/25-bc03a-0008-enosis-investments-v-jensen-2026-tex-bus-19.pdf Thu, 23 Apr 2026 09:00:00 +0000 3d Div. · Judge Andrews · April 23, 2026
Pursuant to Texas Rule of Civil Procedure 166(g) and the parties’ Joint Advisory on Early Legal Issues, the Court rules on whether Texas law recognizes the asserted fiduciary duties under the facts alleged here. The Court holds: (1) The pleadings do not support a joint venture because they do not allege an agreement to share profits and losses; additionally, the company agreements explicitly disclaim the existence of any joint venture and expressly supersede any prior or contemporaneous agreements; (2) While the manager of these manager-managed LLCs may owe fiduciary duties to the LLCs, a non-managing member generally does not; nor is a corporate manager’s fiduciary duty passed through to its individual officers and owners absent some basis for piercing the corporate veil. https://www.txcourts.gov/media/1462563/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-18.pdf https://www.txcourts.gov/media/1462563/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-18.pdf Fri, 10 Apr 2026 09:00:00 +0000 11th Div. · Judge Stagner · April 10, 2026
Granting summary judgment on a claim that a company agreement required only majority board approval to transfer membership units and did not also require the consent of two directors. https://www.txcourts.gov/media/1462558/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-17.pdf https://www.txcourts.gov/media/1462558/26-bc11a-0004-energy-founders-fund-v-daskevich-2026-tex-bus-17.pdf Thu, 09 Apr 2026 09:00:00 +0000 11th Div. · Judge Stagner · April 9, 2026
Denying defendant/counter-plaintiff's motion to compel advancement of legal fees against a third-party defendant because the claims against him were not brought "by reason of" his service as a director of the third-party defendant, as required to receive advancement of legal fees under the third-party defendant's company agreement. https://www.txcourts.gov/media/1462557/25-bc08a-0011-daimer-truck-financial-services-v-vanguard-national-trailer-corp-2026-tex-bus-16.pdf https://www.txcourts.gov/media/1462557/25-bc08a-0011-daimer-truck-financial-services-v-vanguard-national-trailer-corp-2026-tex-bus-16.pdf Wed, 08 Apr 2026 09:00:00 +0000 8th Div. · Judge Bullard · April 8, 2026
Granting certain defendants' special appearance and dismissing all claims against them because the plaintiff did not establish that its claims against them arose out of their conduct in Texas. https://www.txcourts.gov/media/1462546/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-15.pdf https://www.txcourts.gov/media/1462546/25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-15.pdf Thu, 02 Apr 2026 09:00:00 +0000 1st Div. · Judge Whitehill · April 2, 2026
This opinion discusses contract construction principles applied to four separate but related contracts among three parties, executed over a one-year period. It also concerns the inconsistent conduct requirement for implied waiver by conduct necessary to overcome a contractual nonwaiver by conduct clause. https://www.txcourts.gov/media/1462494/25-bc04b-0007-may-v-ineos-usa-oil-gas-2026-tex-bus-14.pdf https://www.txcourts.gov/media/1462494/25-bc04b-0007-may-v-ineos-usa-oil-gas-2026-tex-bus-14.pdf Fri, 27 Mar 2026 09:00:00 +0000 4th Div. · Judge Sharp · March 27, 2026
Partially granting Defendants' motion for summary judgment, holding that the parties' Contracts are unambiguous with respect to the issues adjudicated in this Order, and holding as a matter of law that: (1) the Contracts conveyed to Defendants a vested fee simple determinable in the Leases as described in this Opinion; (2) no partial termination or corresponding reversion of Defendants' interest can occur until cessation of continuous drilling operations by Defendants; (3) the Contracts' earned-acreage provisions operate as special limitations on Defendants' property interest; and (4) Plaintiffs' 30% reversionary back-in interest is triggered at Payout, which occurs upon and is calculated based on cost recovery for each Earning Well under the process described in the Agreement, which aggregates all specified costs on the corresponding Earned Acreage; Payout cannot occur independently as to a nonearning well. https://www.txcourts.gov/media/1462462/25-bc03a-0012-gosecure-v-crowdstrike-2026-tex-bus-13.pdf https://www.txcourts.gov/media/1462462/25-bc03a-0012-gosecure-v-crowdstrike-2026-tex-bus-13.pdf Fri, 13 Mar 2026 09:00:00 +0000 3d Div. · Judge Andrews · March 13, 2026
This intellectual-property dispute between two companies based in California arises out of the alleged misappropriation of trade secrets that initially occurred in California some fifteen years ago. Defendant CrowdStrike, Inc. (CrowdStrike) filed a special appearance, which the Court grants. The Court holds that it lacks general jurisdiction over CrowdStrike because, despite having a large office and sales in Texas, Crowdstrike does not have its principal place of business in Texas and is not “essentially at home” here under the exceptional-case doctrine. The Court holds that it lacks specific jurisdiction over CrowdStrike because plaintiff’s claims do not “arise out of or relate to” CrowdStrike’s Texas contacts, which occurred years after the initial alleged misappropriation and are peripheral to, rather than substantially connected to, the operative facts of the case. https://www.txcourts.gov/media/1462445/26-bc08b-0003-galderma-laboratories-v-brenner-2026-tex-bus-12.pdf https://www.txcourts.gov/media/1462445/26-bc08b-0003-galderma-laboratories-v-brenner-2026-tex-bus-12.pdf Thu, 12 Mar 2026 09:00:00 +0000 8th Div. · Judge Stagner · March 12, 2026
Granting an application for a temporary injunction against the defendant (the plaintiff's former employee) based on plaintiff's breach-of-contract claim with respect to a non-compete agreement and reforming the scope of services covered by the non-compete agreement. Denying temporary injunctive relief based on plaintiff's breach-of-contract claim with respect to a customer non-solicit agreement, a worker non-solicit agreement, and a confidentiality agreement. Denying temporary injunctive relief with respect to alleged TUTSA violations. https://www.txcourts.gov/media/1462442/25-bc08a-0014-crain-v-northern-2026-tex-bus-11.pdf https://www.txcourts.gov/media/1462442/25-bc08a-0014-crain-v-northern-2026-tex-bus-11.pdf Wed, 11 Mar 2026 09:00:00 +0000 8th Div. · Judge Bullard · March 11, 2026
Granting the defendant's plea to the jurisdiction against the plaintiff's derivative claims on entities' behalf for lack of standing because the plaintiff was no longer a member of the entities when he filed suit.