See, e.g., Boyd, Payne, Gates & Farthing, 244 Va. at 429-30 (treating close corporation as a partnership for the purpose of settling partners’ rights and liabilities where the entity observed partnership, not corporate, formalities); Deeds v. Gilmer, 162 Va. 157, 258-59 (1934) (in settling creditors’ dispute, the court treated the corporation as a partnership where owners “utterly disregarded its corporate entity, and dealt with its rights, property, and business as if they belonged to a partnership composed of themselves.”); Scott v. Scott, 2007 Va. App. LEXIS 454, at *13 (2007) (unpublished opinion) (treating accounting firm as a partnership rather than a corporation for purposes of equitable distribution because it failed to observe corporate formalities); Va. Code § 13.1-671.1(F) (<HOLDING>). The Court consequently overrules the demurrer
recognizing as a matter of federal law that an action to redress injuries to a corporation cannot be maintained by a shareholder in his own name but must be brought in the name of the corporation holding that shareholder could not prevail on breachoffiduciaryduty claim against other shareholder because alleged mishandling of funds did not result in any injury to the corporation recognizing validity of a shareholder agreement that treats a corporation as a partnership recognizing that a corporation is properly aligned as a defendant in a shareholder derivative suit when the corporation is in antagonistic hands holding that unless a shareholder can show personal cause of action and personal injury claims for fraud and breach of fiduciary duty belong to the corporation and not the shareholder