The Business Court at Twenty: A Docket in Transition

Two decades after its designation, the North Carolina Business Court hears a docket its architects would not recognize. What began as a forum for corporate governance disputes now absorbs a growing share of the state's complex commercial litigation, and the composition of that docket has shifted in ways the annual reports do not capture.

This article examines eight years of designation orders and argues that the Court's reach has expanded through case selection rather than through any amendment to Rule 2.1.

The original design

When the General Assembly authorized a specialized business docket, the stated purpose was narrow: give corporate governance disputes and other matters requiring specialized expertise a forum staffed by judges who could develop deep familiarity with a small, technically demanding area of law. Rule 2.1 designation was framed as an exception, applied to cases that met a defined set of criteria, not as a general grant of jurisdiction over commercial disputes.

That framing has proven durable on paper. Rule 2.1 has not been substantively amended since the period covered by this study. What has changed is which cases the rule is understood to reach.

Docket composition since 2018

A review of designation orders filed between 2018 and 2025 shows a steady increase in matters designated on grounds other than corporate governance — trade secret disputes, complex contract litigation between commercial parties, and disputes arising from private equity transactions each grew as a share of the docket over the period studied. Corporate governance disputes, the category the Court was built around, declined proportionally even as their absolute number held roughly steady.

None of this required a rule change. Designation is discretionary, and the criteria for designation leave meaningful room for interpretation. A dispute over the interpretation of a complex commercial contract can be designated on the same "exceptional commercial disputes" language that was originally understood to reach corporate governance matters specifically.

Case selection as the mechanism of growth

The pattern that emerges from the designation orders is not one of doctrinal drift so much as accretion: each designation of a case in a new category makes the next designation in that category easier to justify by reference to precedent, without ever requiring a court or the rulemaking body to decide, as a matter of policy, that the Business Court's jurisdiction should expand. The docket grows one order at a time, and the aggregate shift is visible only when the orders are read together, which this article's dataset is the first systematic attempt to do.

This matters because it means the Business Court's practical jurisdiction has been set, in large part, by the accumulated judgment calls of the judges assigned to rule on designation motions, rather than by an amendment process that would have made the expansion a matter of public record and public comment.

Implications

None of this is necessarily a criticism of how the Court's judges have exercised their discretion. The docket that has resulted arguably serves the purpose the specialized forum was created for: keeping technically demanding commercial disputes with judges equipped to handle them efficiently. But an institution that grows this way is harder to hold accountable to its original design, because there is no single decision to point to and no vote to review. A litigant, a legislator, or a member of the public trying to understand what the Business Court actually does today cannot rely on the text of Rule 2.1 alone.

Conclusion

The Business Court at twenty is not the Business Court its designers described. Whether that is a problem depends on what one thinks the Court is for. What is not in serious dispute, this article contends, is that the change happened, that it happened through the accumulation of individually reasonable designation decisions, and that it happened without the kind of public process that would ordinarily accompany a jurisdictional expansion of this scale.