Hensarling v. Carmichael

Summary

The Texas Business Court, Fourth Division, denied defendants’ amended Rule 91a motion to dismiss in a suit concerning the governance and potential dissolution of Northglen, Ltd. The court held that the pleaded value of the partnership and requested dissolution brought the action within the court’s jurisdiction, and that the plaintiff’s untimely nonsuit did not prevent a ruling on the motion. The court further held that the petition stated legally and factually sufficient claims under Texas Business Organizations Code section 11.314 and declined to award attorney’s fees or costs.

Holdings

1. The court has subject-matter jurisdiction because the action sues on rights valued above five million dollars, despite seeking no monetary relief, satisfying the jurisdictional amount-in-controversy threshold based on the value of the thing sued for.
2. The nonsuit was not filed in time to prevent the court's ruling because Rule 91a requires a nonsuit to be filed at least three days before the hearing.
3. The petition survives dismissal because, construed liberally, it contains sufficient factual allegations supporting a claim for winding up under Texas Business Organizations Code section 11.314.

Questions Presented

1. Whether the Business Court has subject-matter jurisdiction over the suit, given the absence of a claim for monetary damages.
2. Whether Hensarling's untimely filed nonsuit prevented the court from ruling on Defendants' Rule 91a motion to dismiss.
3. Whether Hensarling's petition states claims for winding up a partnership and declaratory relief that survive a Rule 91a motion to dismiss.

Disposition

affirmed