Texas Business Court Decision – Monday, August 4, 2025

No. 24-BC08B-003  M&M Livestock, LLC, et al v. Jeremy Robinson, etc., et al. (Eighth Division – Judge Stagner)

Civil case – Jurisdiction. Have plaintiffs met the $5 million minimum amount in controversy requirement of Section 25A.004(b)? Held, yes.

The parties formed an LLC for the purpose of operating a meat processing plant in Missouri. Plaintiffs alleged defendants “ran the company into the ground” through gross mismanagement and depletion of company asserts; they also sought to recover for a series of livestock sales they made to the LLC for which they were not paid. Their original petition pleaded generally for monetary relief exceeding $5 million for their counts alleging breach of the cattle sale contract, suit on a sworn account and breach of the company agreement. Defendants disputed the amount in controversy in their Supplemental Answer, which the court construed as a plea to jurisdiction; the court directed supplemental briefing on the issue. After reviewing the briefs, the court concluded plaintiffs had not pleaded facts sufficient to satisfy the minimum amount in controversy, focusing in particular on the absence of any allegations by which the court would measure damages for impaired interests in the company; the court found the $1.69 million in damages for the first two counts related to the sale of cattle and do not fall within the court’s jurisdiction; jurisdiction over the cattle sale claims would only exist under Section 25A.004(f)’s grant of supplemental jurisdiction.  Turning to the count alleging breach of the company agreement the court found plaintiffs had failed to show how damages resulted from any purported breach of the agreement; other plausible theories of recovery and monetary amounts had not been pleaded in the petition and would not be included; however, the court permitted plaintiffs to file an amended complaint. On reconsideration of the amended pleadings from both sides, the court holds:

(1) the amount in controversy is determined by looking at all claims properly joined before the court, rather than as per-claim minimum; (2) plaintiffs’ pleadings are determinative of the amount unless fraudulent or defendant can readily establish the amount is outside the court’s jurisdiction; (3) considering the counts, plaintiffs have met the $5 million threshold, especially when the court considers the claims for breach of fiduciary duty, the breach of the company agreement claim, and the fraudulent-inducement claim; taken as a whole, they alleged that defendants’ violation of their contractual and fiduciary obligations depleted the company’s assets by more than $25 million, and plaintiffs seek to recover $19 million on behalf of their LLC and more than $6 million on behalf of plaintiff Malouff individually (the opinion contains a detailed analysis of the connection between the factual and legal claims and the method used to establish jurisdictional amount); further, a demand has been made on Malouff for more than $11 million from a lender that was used to secure and purchase the real estate on which the meatpacking plant is located; any of these amounts alone would satisfy the jurisdictional threshold and (4) the court will consider at a later date whether to exercise supplemental jurisdiction over claims related to the cattle sales.