(The Center Square) – ExxonMobil on Tuesday said it is redomiciling its legal headquarters to Texas. It’s top reason: Texas’ new business court and regulatory framework.
ExxonMobil Corporation, based in Spring, Texas, announced its Board of Directors unanimously recommended its shareholders approve changing its legal domicile from New Jersey to Texas, where its leadership and core operations have been based since 1989. It also said its board hadn’t held a meeting in New Jersey for more than 40 years.
The board said it “considered Texas’ legal and regulatory environment, including its modernized business statutes and the Texas Business Court, which is designed to resolve complex disputes efficiently. When corporate decisions are challenged, Texas courts are required to apply clear, statute-based standards, which support sound decision-making.”
“Over the past several years, Texas has made a noticeable effort to embrace the business community. In doing so, it has created a policy and regulatory environment that can allow the company to maximize shareholder value,” ExxonMobil chairman and chief executive officer Darren Woods said. “Aligning our legal home with our operating home, in a state that understands our business and has a stake in the company’s success, is important.”
It filed its preliminary proxy with the U.S. Securities and Exchange Commission and shareholder rights in New Jersey will be preserved, it says.
Gov. Greg Abbott lauded the decision, stating, “Freed from the stranglehold of over-regulation, Texas is where global brand leaders thrive and jobs for hardworking Texans grow.”
The announcement comes after Abbott and the Texas legislature created the Texas Business Court in 2024. Business leaders have said Texas’ new court provides a more consistent legal framework, predictability, efficiency and protections for shareholders, The Center Square reported. Last year, the legislature enacted additional reforms to enhance the court’s operations and scope.
The creation of the court and business friendly legislation was championed by Texans for Lawsuit Reform, which for decades advocated for policy changes that helped catapult Texas to the top of business rankings nationwide. TLR’s former president and General Counsel Lee Parsley said last year that establishing the court in 2024 “was a significant investment in Texas’s economic growth and development, creating an efficient process to help streamline the resolution of lengthy and complicated business cases.”
Parsley said the new legislative reforms expanding the court’s functions would also “entice more businesses to relocate and operate in Texas,” he said. His prediction proved correct.
Since Sept. 1, 2024, 348 cases have been filed across Texas’ five largest cities and businesses have found it is a reliable place to resolve complex corporate disputes.
Last year, Coinbase redomiciled in Texas and other major exchanges, including Texas’ new stock exchange (TXSE), the New York Stock Exchange Texas and Nasdaq Texas, headquartered in Dallas, made similar announcements, The Center Square reported.
Last week, several major corporations announced they were investing in Nasdaq Texas, for the first time in U.S. and Texas history, The Center Square reported. Nasdaq Texas became fully operational last week as a dual-listing exchange and is legally domiciled in Texas.
Rachel Racz, senior vice president and head of Nasdaq Listings for Texas, said this was possible because of Abbott’s and the state legislature’s “foundational commitment to the companies that want to build the future of the U.S. economy from this state.”
TLR’s new CEO Ryan Patrick told The Center Square, “Since 2019, more than 250 companies have physically moved their headquarters to Texas because of our business-friendly approach to energy, tech, health care, and more. Now, they’re legally domiciling here because we have courts that move at the speed of business with business regulations to match. TLR was proud to play its part in creating and strengthening our business courts and will continue its fight to make Texas the best state to do business.”
ExxonMobil’s Texas-New Jersey connection goes back more than 100 years. Humble Oil was founded by Texans in 1911 in Humble, outside of Houston, and led Texas exploration and production in the 20th Century. In 1919, Standard Oil of New Jersey acquired a 50% interest in it. A few decades later, Humble became the largest domestic producer of crude oil during World War II, empowering U.S. troops to victory.
Standard Oil of New Jersey, whose charter dates to 1882, acquired the entire company in 1959 and created a new charter in Delaware.
In the 1960s, Humble Oil played a significant role in developing Houston, the capital of oil and natural gas in the U.S., and in offshore drilling off the Gulf of America. By 1973, Humble Oil was renamed Exxon. By 1990, Exxon Corporation moved its headquarters to Irving, Texas, from New York City. By 1994, Exxon had the largest hydrocarbon reserve base in the U.S., the Texas State Historical Association explains. By 1998, after another merger, it was renamed ExxonMobil.
Today, 30% of ExxonMobil’s global employees are located in Texas; 75% of its U.S. employees live and work in Texas.
