For reasons that follow, we affirm. The first appeal in this case was Rigby v. Flue–Cured Tobacco Coop. Stabilization Corp. , 327 Ga.App. 29, 755 S.E.2d 915 (2014). Byron Carter was a party to the prior appeal, but his claims were dismissed with his consent prior to this appeal.

Although the statute of limitations may not bar plaintiffs’ claims concerning tobacco released under FETRA, the statute of limitations profoundly reduces any potential for recovery concerning earlier crop years. SeeRigby v. Flue-Cured Tobacco Coop. Stabilization Corp., 327 Ga.App. 29, 38-40, 755 S.E.2d 915, 923-25 (2014) (affirming the trial court’s dismissal of claims related to the 1967-1973 crop years as time-barred).

While both parties agree that claims for money had and received are subject to a four-year statute of limitations, they disagree about when the clock started in this case. The Defendant, citing Rigby v. Flue-Cured Tobacco Cooperative, 327 Ga.App. 29 (2014), accurately states that the limitations period begins “on the date the claim[s] could first be successfully maintained.” (Def.'s Br. in Supp. of Def.'s Mot. to Dismiss, at 15 (quoting Rigby, 327 Ga.App. at 39).)

However, defendants rightly argue that "under Georgia law, a corporation does not have a fiduciary relationship with stockholders," Rigby v. Flue-Cured Tobacco Coop. Stabilization Corp., 327 Ga. App. 29, 41 (2014). Georgia courts have consistently recognized that a corporation's officers, directors, and even sometimes majority shareholders owe a fiduciary duty to its shareholders.

However, defendants rightly argue that "under Georgia law, a corporation does not have a fiduciary relationship with stockholders," Rigby v. Flue-Cured Tobacco Coop. Stabilization Corp., 327 Ga. App. 29, 41, 755 S.E.2d 915 (2014).

As to the increased litigation risks for the Fisher-Lewis plaintiffs, the district court cited the Georgia state court’s 2014 opinion in Rigby as proof that the Speaks plaintiffs have a weak case on the merits and would be unlikely to recover more than $ 24 million if the case were litigated to judgment. See Rigby v. Flue-Cured Tobacco Coop. Stabilization Corp. , 327 Ga.App. 29, 755 S.E.2d 915 (2014) ; see also Rigby v. Flue-Cured Tobacco Coop. Stabilization Corp. , 339 Ga.App. 558, 794 S.E.2d 413 (2016). Rigby is another case against the Cooperative, with claims similar to the claims in Fisher-Lewis , and the plaintiffs did not recover anything.

Critically, “the existence of [a fiduciary] relationship is generally a factual matter for the jury to resolve.” Douglas v. Bigley, 628 S.E.2d 199, 205 (Ga.Ct.App. 2006); see also Rigby v. Flue-Cured Tobacco Coop. Stabilization Corp., 755 S.E.2d 915, 925 (Ga.Ct.App. 2014) (“Generally, the existence or nonexistence of a fiduciary duty is a question of fact for the jury.”

” Rigby v. Flue-Cured Tobacco Co-op., 755 S.E.2d 915, 925 (Ga.Ct.App. 2014). An employee-employer relationship typically does not create a fiduciary relationship.

Courts have commonly recognized that a corporation does not owe a fiduciary duty to its shareholders. See, e.g., Radol v. Thomas, 772 F.2d 244, 258 (6th Cir. 1985) ("There is not, and could not conceptually be any authority that a corporation as an entity has a fiduciary duty to its shareholders"); Riebv v. Fire-Cured Tobacco Co-op, 755 S.E.2d 915, 925 (Ga.App. 2014) ("a corporation does not have a fiduciary relationship with stockholders"); Flyman v. New York Stock Exchange, Inc., 46 A.D.3d 335, 337, 848 N.Y.S.2d 51, 53 (Dec. 18, 2007) ("it is well settled that a corporation does not owe fiduciary duties to its members or shareholders"); In re Dataproducts Corp. Shareholders Litig., 17 Del. J. Corp. L. 1159, 1170 (Del. Ch. Aug. 22, 1991) ("a corporation qua corporate entity is not a fiduciary of, and thus cannot owe a fiduciary duty to, its shareholders"); Merrell v. Smith, 2020 WL 7641053, at *8 (N.C. Super. Dec. 22, 2020) (agreeing that, "in accordance with well-established corporate law principles, [an LLC] did not owe [a fiduciary duty] to its members").

Whether there exists a bona fide controversy or dispute on a claim, and whether a litigant has acted in bad faith 43 or been stubbornly litigious, are questions of fact for the jury. See Rigby v. Flue-Cured Tobacco Coop., 327 Ga.App. 29, 41 (2014); Webster v. Brown, 213 Ga.App. 845, 846 (1994). Therefore, the Court denies GunBroker's Motion for Summary Judgment on Tenor's Count III for attorneys' fees as to its unjust enrichment counterclaim.