Yaun v. Battle & Sands Energy

FILED IN
BUSINESS COURT OF TEXAS
BEVERLY CRUMLEY, CLERK
ENTERED
3/3/2026
2026 Tex. Bus. 9

THE BUSINESS COURT OF TEXAS
ELEVENTH DIVISION

ANGELA YAUN, §
§
Plaintiff, §
§
v. § Cause No. 25-BC11B-0094
§
§
BATTLE & SANDS ENERGY CORP.,
§
et al.,
§
§
Defendants.
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MEMORANDUM OPINION AND ORDER
DENYING PLAINTIFF’S MOTION TO REMAND
═══════════════════════════════════════

¶1 Before the Court is a Motion to Remand (“Motion”) filed by Plaintiff Angela

Yaun (“Yaun”), challenging the Texas Business Court’s jurisdiction over Defendants’

removal of this case from district court. Having considered the Motion, the response, the

pleadings, and the applicable law, the Court DENIES the Motion for the reasons set forth

below.

I. BACKGROUND

¶2 Yaun sued Defendants alleging a breach of an agreement to pay her a

perpetual royalty on frac sand sold from a quarry in Beeville, Texas. She asserts claims for
breach of contract, equitable estoppel, quasi-estoppel, fraud, and statutory relief under the

Texas Sales Representative Act (“TSRA”), based upon Defendants’ failure to pay her

despite her “spending significant time and effort to develop and market [Defendants’] frac

sand mine.” Plaintiff’s Original Petition at ¶18. Defendants removed the action to the

Business Court, asserting jurisdiction under TEX. GOV’T CODE §25A.004(d)(1). Yaun

moved to remand, arguing that: (1) the dispute does not involve a qualified transaction; and

(2) the amount in controversy does not meet the $10 million threshold she believes applies

to cases filed in August 2025. The Court addresses each contention in turn.

II. LEGAL STANDARD

¶3 Subject matter jurisdiction is a question of law that involves a court’s power

to hear a case. 1 In the Business Court, a plaintiff must plead facts that affirmatively show
0F

jurisdiction, or a removing party must plead facts to establish the Court’s authority to hear

the action. 2 1F

¶4 When a jurisdictional challenge is based on the amount in controversy, it is

ordinarily decided solely on the pleadings. 3 The amount in controversy is defined as “ʻthe
2F

sum of money or the value of the thing originally sued for.’” 4 Under the Business Court’s
3F

established burden-shifting standard, a party’s good-faith allegation of damages controls

1
Tellez v. City of Socorro, 226 S.W.3d 413 (Tex. 2007).

2
TEX. R. CIV. P. 354(a), 355(b)(2)(A).

3
C Ten 31, LLC v. Tarbox, 2025 Tex. Bus. 1, at ¶¶47-51, 708 S.W.3d at 243.

4
Tune v. Tex. Dep’t of Pub. Safety, 23 S.W.3d 358, 361 (Tex. 2000) (quoting Gulf, C. & S.F. Ry. Co. v.
Cunnigan, 67 S.W. 888, 890 (Tex. 1902)) (emphasis in original).

MEMORANDUM OPINION AND ORDER, PAGE 2
unless another party presents evidence that the amount was falsely asserted to wrongly

obtain or avoid jurisdiction. 5 The proper inquiry is what the parties seek to recover at the
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time of filing, not what they are likely to recover. 6 If evidence is presented demonstrating
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that the amount is outside the Court’s jurisdiction, the party asserting jurisdiction must

present controverting evidence that raises at least a fact issue. 7 6F

III. ANALYSIS

A. The Dispute Involves a “Qualified Transaction”

¶5 Yaun first argues that this case does not involve a “qualified transaction”

under TEX. GOV’T CODE §25A.004(d)(1). The statute defines a qualified transaction as “a

transaction, or series of related transactions . . . under which a party: (A) pays or receives,

or is obligated to pay or is entitled to receive, consideration with an aggregate value of at

least $5 million . . ..” 8 The royalty agreement that Yaun alleges “was made verbally by both
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Freeman Sands and Kellie Battle and confirmed in writing by Kellie Battle.” Plaintiff’s

Original Petition at ¶11. The alleged agreement plainly meets the definition of a qualified

transaction, provided that under its terms Yaun may be “entitled to receive” consideration

that meets the $5 million threshold. 9 8F

5
C Ten, 2025 Tex. Bus. 1, at ¶¶49-50, 708 S.W.3d at 243.

6
M&M Livestock, 2025 Tex. Bus. 29, at ¶36 (“what matters at this stage is only whether Plaintiffs’
pleadings—liberally construed—evidence an intent to recover damages exceeding the minimum
jurisdictional limits, regardless of how likely such a recovery might be.”).

7
C Ten, 2025 Tex. Bus. 1, at ¶¶49-50, 708 S.W.3d at 243.

8
TEX. GOV’T CODE §25A.001(14).

9
Section 25A.004(d)(1) also requires that the damages at issue exceed the minimum jurisdictional dollar
amount. But that requirement should pose no impediment here, since it is undisputed that Defendants deny

MEMORANDUM OPINION AND ORDER, PAGE 3
B. The Amount in Controversy Requirement Has Been Met

¶6 That resolution leads directly to Yaun’s second contention: that neither the

qualified transaction at issue nor her damages meet the applicable minimum jurisdictional

dollar amount – which she contends should equal or exceed $10 million, respectively. 10 This 9F

follows, Plaintiff argues, because the case was filed on August 25, 2025—roughly one week

before HB 40 took effect and lowered to $5 million both the “aggregate value” of the

qualified transaction and the minimum damages amount required to sustain jurisdiction

under §25A.004(d)(1). See Act of June 1, 2025 (HB 40), 89th Leg., R.S., Ch. 912, §45,

2025 Tex. Sess. Law Serv. 912.

¶7 But while HB 40 went into effect on September 1, 2025, the Legislature made

its changes in law (with one exception not relevant here) applicable “to civil actions

commenced on or after September 1, 2024.” See id. at §72 (emphasis added). 11 Accordingly, 10F

the transactional and damages dollar threshold applicable to this case is $5 million.

¶8 Yaun acknowledges that Defendants, in their Notice of Removal, pled that the

royalty obligations and other rights at issue exceed $5 million, exclusive of interest,

statutory damages, exemplary damages, penalties, attorney’s fees, and court costs. Motion

at 1-2. But, Yaun contends, Defendants’ “Notice of Removal fails to present any facts

the contract and have paid no consideration under it. Accordingly, Yaun’s damages equate to the dollar
amount of consideration that she is entitled to receive under the alleged royalty agreement.

10
The requisite “aggregate value” was at least $10 million prior to September 1, 2025. See Act of May 25,
2023 (HB 19), 88th Leg., R.S., ch. 380 §1, §25A.004(d)(1), 2023 Tex. 3 Sess. Law Serv. 919.

11
See also OWL AssetCo I, LLC v. EOG Resources, Inc., 2025 Tex. Bus. 47, at ¶4, 726 S.W.3d at 836.

MEMORANDUM OPINION AND ORDER, PAGE 4
supporting the allegation that Defendants’ counterclaim involves an amount in controversy

sufficient to invoke the Court’s jurisdiction . . ..” Id. at 2 (emphasis added).

¶9 But this misstates Defendants’ burden. Where, as here, the plaintiff’s

pleadings are silent on the matter but the removing party’s notice pleads that the amount

in controversy is within the Business Court’s jurisdiction, the removal notice will control

unless “(a) a party presents evidence that the amount pleaded is falsely asserted to wrongly

obtain or avoid jurisdiction, or (b) a different amount in controversy is readily established,

such as by statutorily set fees.” 12 11F

¶10 Yaun does not argue that Defendants have falsely pled the amount in

controversy. Rather, she submits a declaration purporting to establish an amount in

controversy below the statutory threshold. In relevant part, she testifies:

4. An agreement exists between myself and Defendants in
which we agreed I would be paid a $1.00-per-ton royalty on all frac
sand sold by Defendants.

…

6. Defendants have not disclosed to me any amounts of frac
sand they have sold.

7. As set out in [Paul] Deville’s [COO of defendant Battle &
Sands Energy Corporation] Email, Defendants’ frac sand operations
would be at “full capacity” in January 2025, which Deville estimated
to be 2,200 tons per day. By Q3 of 2025, if capital was available,
Deville estimated Defendants would be able to sell 200,000 tons of
frac sand per month. Using these numbers, the amount Defendants
have sold as of December 31, 2025 would be calculated as follows:
from January 1 to June 30 (181 days), the estimated production was

12
C Ten, 2025 Tex. Bus. 1, at ¶¶49-50; see also id. at ¶34 (“while the term ‘pleading’ often refers only to
petitions and answers, the jurisdictional allegations in Defendants’ notice of removal are part of the
‘pleadings’ for these purposes.”).

MEMORANDUM OPINION AND ORDER, PAGE 5
2,200 tons per day, which would equal 398,200 tons total. Added to
200,000 per month for Q3 and Q4 of 2025, the maximum amount of
frac sand sold would be 1,598,200 tons, meaning the total owed at
$1.00 per ton would be $1,598,200.00.

Declaration of Angela Yaun at ¶¶4-7 (attached to the Motion as Exhibit A).

¶11 Yaun’s best guess, then, is that Defendants could owe her approximately $1.6

million to date should she succeed in proving up her claim, with the possibility of an

additional $4.8 million accruing over the next 24 months. This puts in controversy a total

of approximately $6.4 million, just for the first three years of the perpetual royalty. While

far from conclusive, especially given this preliminary posture, 13 the evidence before the
12F

Court plainly establishes the possibility—plausibility, even—that Yaun’s damages claim

could satisfy the Business Court’s jurisdictional minimum for a qualified transaction under

§25A.004(d)(1). 14 13F

III. CONCLUSION

¶12 Because the value of the perpetual royalty interest sought by Yaun in her

Original Petition exceeds the $5 million jurisdictional floor for a qualified transaction, this

Court has proper subject matter jurisdiction.

13
A party “should not have to marshal its evidence or prove its claims to survive early jurisdictional
challenges.” M&M Livestock v. Robinson, 2025 Tex. Bus. 29, at ¶22 (citing Alamo Heights Indep. Sch. Dist. v.
Clark, 544 S.W.3d 755, 805 (Tex. 2018); Mission Consol. Indep. Sch. Dist. v. Garcia, 372 S.W.3d 629, 637
(Tex. 2012); and Bland Indep. Sch. Dist. v. Blue, 34 S.W.3d 547, 554 (Tex. 2000)).

14
Yaun also seeks relief under the TSRA, TEX. BUS. & COMM. CODE Ch. 54, which could separately support
Business Court jurisdiction. See TEX. GOV’T CODE §25A.004(d)(3). Additionally, Defendants’ counterclaim
for declaratory judgment would appear to involve rights at issue that, likewise, could exceed $5 million. See
id. at §25A.004(e); cf. C Ten 31, 2025 Tex. Bus. 1, at ¶35, 708 S.W.3d at 238 (“when an action is brought to
protect a right or privilege, ‘[t]he subjective value of a privilege, if asserted in good faith, establishes
jurisdiction if that value meets the requisite amount in controversy.’”) (quoting Tune v. Tex. Dep’t of Pub.
Safety, 23 S.W.3d 358, 362 (Tex. 2000)).

MEMORANDUM OPINION AND ORDER, PAGE 6
¶13 Plaintiff’s Motion to Remand is hereby DENIED.

It is SO ORDERED.

py
DATED: March 3, 2026

HON. GRANT DORFMAN
JUDGE, TEXAS BUSINESS COURT
ELEVENTH DIVISION

MEMORANDUM OPINION AND ORDER, PAGE 7