Plaintiff Forum Control in Business Court: The Filing Choice and the Waiver That Cannot Be Undone

Jarod Stewart, Partner | Steptoe LLP

Jarod Stewart chairs Steptoe’s Commercial Trials & Litigation practice from the firm’s Houston office, where he currently represents a real estate developer in a Texas Business Court lawsuit concerning ownership and control of a master-planned residential community. He co-authored “Texas Business Court Jurisdiction Update: HB 40’s Limits, Retroactivity, and Aggregation Questions.” He represents plaintiffs and defendants in business divorces, trade secrets disputes, healthcare litigation, fraudulent-transfer lawsuits, oil and gas disputes, and transnational cases involving Latin America, with a primary focus on the energy and healthcare industries. He clerked for the Hon. Lee H. Rosenthal of the U.S. District Court for the Southern District of Texas and speaks Spanish.

• Education & Credentials

Mr. Stewart earned his law degree at Duke University School of Law, cum laude, where he served as Executive Editor of the Duke Journal of Constitutional Law & Public Policy and sat on the Moot Court Board. He holds a B.A. from Brigham Young University, where he was a University Scholar and a member of Pi Sigma Alpha. He is admitted in Texas and before the U.S. District Courts for the Southern, Northern, and Eastern Districts of Texas, the U.S. Court of Appeals for the Fifth Circuit, and the U.S. Court of Appeals for the District of Columbia.

• Recognition & Leadership

He chairs Steptoe’s Commercial Trials & Litigation practice and also practices in the firm’s Energy, Energy Litigation, Insolvency & Restructuring, Data Centers, and Crisis Management groups. Lawdragon 500 named him a Leading Energy Lawyer in 2025, and Legal 500 listed him in its Houston City Elite for Commercial Disputes the same year. Super Lawyers has recognized him in Texas for Business Litigation and General Litigation from 2021 through 2025, following selection as a Rising Star in 2013 and from 2016 through 2020. Benchmark Litigation placed him on its Under 40 Hot List from 2016 through 2019 and named him a Future Star from 2015 through 2024.

• Professional Involvement

His recent writing addresses Texas forum and procedure directly: “Texas Business Court Jurisdiction Update: HB 40’s Limits, Retroactivity, and Aggregation Questions” (August 13, 2025), “Private Judges in Texas: An Increasingly Popular Option to State Courts and Arbitration” (January 8, 2026), and “A New Era for Summary Judgment Practice in Texas Courts” in Texas Lawyer (September 24, 2025, with a January 8, 2026 update). He has also published “SEC’s Allowance of Mandatory Arbitration for IPOs Raises Both Opportunities and Risks for Securities Issuers” (October 17, 2025), “Anatomy of a Persuasive Closing Argument” (January 14, 2026), “Rules Governing AI in Courtrooms Lag Behind Tech Advancement” in Bloomberg Law (July 22, 2025), and “Trump Tariffs Behoove Business to Plan Ahead to Reduce Cost Risk” in Bloomberg Tax (March 16, 2026).

He presented “A New Era for Summary Judgment Practice in Texas” to the State Bar of Texas Litigation and Appellate Sections in June 2026 and to the State Bar of Texas Appellate Section at Baylor Law School in April 2026. Other engagements include the Association of Corporate Counsel, Houston Chapter (February 2026), the AI Governance & Strategy Summit in New York (May 2025), the BYU Law School Trial Academy (April 2025), the University of Miami School of Law (November 2024), the International Bar Association Conference (September 2024), and the American College of Healthcare Executives, Southeast Texas Chapter (September 2024). He serves as Houston Chapter Chair of the J. Reuben Clark Law Society and is a Fellow of the Texas Bar Foundation.

• Experience

Beyond the pending Texas Business Court matter, he represented a commercial real estate developer at trial and on appeal in a business divorce carrying eight-figure fraud and breach of fiduciary duty claims, which ended in a take-nothing judgment. He defended a renewable energy company in a bet-the-company Delaware Chancery Court action against a joint venture partner’s emergency injunctive relief request, resolving it so the client retained control of a key energy project. For the trustee of a bankrupt oil and gas company he pursued tens of millions in fraudulent transfers against dozens of defendants and won summary judgment on the “good faith” defense, affirmed by the Fifth Circuit.

In trade secrets and employee mobility matters he has obtained temporary restraining orders and injunctions against former employees and their new employers, defeated an energy company’s request for a temporary injunction against departing employees, and defended energy companies against misappropriation and tortious interference claims. He defended a business owner against claims by a former management team seeking additional bonus and equity following a nine-figure business sale. His energy and healthcare work includes declaratory judgments over disputed oil and gas assets in Texas, Louisiana, and Arkansas; AAA arbitration on environmental indemnification duties; summary judgment for healthcare clients against a $14.5 million fraudulent billing claim, unanimously affirmed; and the defeat of putative class actions brought against a hospital system.

Brent Hanson, Associate | Steptoe LLP

Brent Hanson is an associate in Steptoe’s Houston office whose complex commercial litigation practice has tracked the Texas Business Court since its first year. He co-authored “Texas Business Court Provides Guidance” (February 5, 2025), “Texas Expands Access to the Texas Business Court” (June 24, 2025), “Texas Business Court Jurisdiction Update: HB 40’s Limits” (August 13, 2025), and “Choosing a Corporate Home: Deep in the Heart of Texas?” in Texas Lawyer (May 9, 2025). His matters include securities litigation class actions, contract disputes and business torts, internal investigations, bankruptcy adversary proceedings, director and officer defense, international litigation, multidistrict litigation, and appellate proceedings.

• Education & Credentials

Mr. Hanson earned his J.D. magna cum laude from the University of Pennsylvania Law School and his B.A. summa cum laude from California State University, Fresno. He clerked for the Hon. Leslie Southwick of the U.S. Court of Appeals for the Fifth Circuit from 2018 to 2019 and interned at the Texas Supreme Court in 2015. He is admitted in Texas and before the U.S. District Courts for the Northern, Southern, Eastern, and Western Districts of Texas, the U.S. Court of Appeals for the Fifth Circuit, and the U.S. Court of Appeals for the Eighth Circuit.

• Recognition & Leadership

His academic and clerkship record reflects the appellate orientation of his practice: magna cum laude at Penn Law, summa cum laude at California State University, Fresno, a Fifth Circuit clerkship with Judge Southwick, and an internship at the Texas Supreme Court. He practices in Steptoe’s Commercial Trials & Litigation and Trade Secrets groups.

• Professional Involvement

His published commentary follows the Texas Business Court through each stage of its development, from early jurisdictional guidance in February 2025 through the expansion of access in June 2025 and the HB 40 jurisdiction update in August 2025, alongside “Choosing a Corporate Home: Deep in the Heart of Texas?” in Texas Lawyer. He has also co-authored “NAESB Damages in the Wake of Winter Storm Uri” (November 12, 2025), “Texas Attorney General Maintains Authority” (June 13, 2025), and the Steptoe Higher Education Newsletter (September 13, 2024).

• Experience

He represents clients across renewable energy, oil and gas, finance and banking, technology, telecommunications, pharmaceuticals, construction materials, healthcare providers, and construction firms. That work runs from securities litigation class actions and director and officer defense through contract disputes, business torts, internal investigations, bankruptcy adversary proceedings, international litigation, multidistrict litigation, and appeals.

Maxwell Shafer, Attorney | Cranfill Sumner LLP

Maxwell Shafer is a commercial litigator at Cranfill Sumner LLP in Wilmington, North Carolina, whose practice centers on post-acquisition litigation — earnout disputes, indemnity claims, and misrepresentations — alongside business ownership disputes and partnership breakdowns. He advises business owners and entrepreneurs in high-stakes disputes, often when ownership, control, or the future of the business is on the line, and litigates in North Carolina state and federal courts and in the Business Court. His practice also covers mergers and acquisitions, business law, employment law, and construction law, including breach of contract, fraud, breach of warranty, non-compete, non-solicitation, and trade secret matters.

• Education & Credentials

Mr. Shafer earned his law degree at William & Mary Law School in 2022 and his undergraduate degree at Pensacola Christian College in 2019. He was admitted in North Carolina in 2022 and is admitted before the U.S. District Courts for the Eastern and Western Districts of North Carolina.

• Recognition & Leadership

He has served as amicus counsel for a state-wide contractor association before the North Carolina Supreme Court and writes amicus briefs for religious freedom advocates in the federal appellate courts and the United States Supreme Court. He joined the Board of Directors of Porters Neck Village for a term running from January 2026 through December 2028.

• Professional Involvement

At Porters Neck Village he sits on the Governance Committee and the Living Well Committee. While studying for the bar examination he interned with a technology start-up, where he oversaw intellectual property valuation. He teaches Sunday school at Trinity United Methodist Church.

• Experience

His post-closing work includes representing a buyer in a suit over negligent financial statements and representing the buyer of a commercial service provider in a dispute over fraudulent seller representations. He represented an international alternative asset manager in a restrictive covenants dispute and a national online retailer in employee disputes involving trade secrets and covenant violations, and he represented a small business during an inquiry by the North Carolina Department of Justice.

On the construction and payment side, he has represented an architecture company pursuing unpaid fees exceeding $1,000,000, a general contractor in a payment dispute arising from a distressed commercial development, and a national equipment rental company in multiple payment disputes in which he pursued mechanics liens. He filed an amicus brief for a contractors association with the North Carolina Supreme Court.

SESSION 1 – The Plaintiff’s Filing Decision: Choosing Business Court Before the Defense Chooses It | 2:30pm – 3:30pm

This session discusses a plaintiff’s attorney’s strategic options for affirmatively invoking Texas Business Court jurisdiction before the defense can remove or otherwise dictate forum. Direct-filing and removal mechanics that govern Texas Business Court jurisdiction. How HB 40 changed the amount-in-controversy threshold and timing rules. How corporate forum-selection provisions in governing documents can lock in the Business Court before a dispute even arises. The specialized appellate review process for cases in the Texas Business Courts.

BREAK | 3:30pm – 3:40pm

SESSION 2 – After the Wire Clears: Earnout Fights, Indemnity Claims, and Fraud Theories in Lower-Middle-Market Deals | 3:40pm – 4:40pm

Most disputes emerge 6-18 months after closing, and diligence rarely eliminates litigation risk. This session covers where disputes originate, how claims are pleaded, if and how contracts limit remedies, and practical lessons for litigators — across missed earnouts, working capital disputes, indemnification demands, employment law considerations, and fraud/misrepresentation.