GARY A. WEXLER Email: GaryWexler@Reish.com Gary Wexler is a partner of the law firm of Reish & Reicher. His litigation practice encompasses a broad range of business, corporate and real estate matters, with emphasis in disputes between buyers and sellers of businesses and real property and disputes between partners, shareholders, members and tenants-in-common of businesses and real property. Areas of Practice Business and Corporate Litigation Real Estate Litigation Professional Experience Gary represents clients in all facets of civil litigation and is experienced in mediations, arbitrations, trials and appeals. He successfully has prosecuted and defended applications for provisional remedies, including temporary restraining orders, preliminary injunctions, writs of attachment, appointment of receivers and expungement of notices of actions pending (lis pendens). He has brought to successful conclusion dispositive motions, including anti-SLAPP motions to dismiss, summary judgments and summary adjudications. Prior to entering private practice, Gary served as a Deputy Attorney General for the State of California, litigating matters in public resources, land use control and environmental law. Representative cases include: Litigated numerous disputes between partners, shareholders, members and tenants-in-common including dissolutions, disassociations and partition actions, including issues of breach of fiduciary duty, misappropriation of business opportunity, Corporations Code 2000 valuations. Defended 51% majority shareholder of a manufacturing corporation against claims by the 49% minority shareholder for age discrimination, fraud, misappropriation of business opportunities, breach of fiduciary duty and involuntary corporate dissolution. Claims filed when client was unwilling to acquire “partner’s” interest at asking price. Prevailed on motions striking most of the minority shareholder’s claims. The case settled on first day of trial at the purchase price majority shareholder had previously offered. Represented 50% shareholder of a textile corporation against “partner” regarding management and ownership issues, including abusive conduct. Filed for involuntary dissolution, moved for appointment of a receiver and persuaded the receiver to sell the business as a “going concern” to the highest cash bidder. Client’s “partner” overbid in company as a result of misdirection and was the winning bidder at a substantial premium paid to client, but without a covenant not to compete from client. Client started competitive company. Defended the majority partner of a real estate partnership against minority partner action for dissolution, disassociation, breach of fiduciary duty, fraud and accounting. Successfully precluded significant claims and prevailed on others with no adjustments to majority partner’s share. Represented members of a real estate development company against the former managing member. Former managing member refused to acknowledge his removal for malfeasance or turn over the books and records and interfered with construction and financing of projects. Secured temporary restraining order and preliminary injunction against the former managing member enjoining interference. Secured numerous pre-judgment writs of attachments and right to attach orders, effectively freezing assets of defendants and keeping assets available to satisfy future judgments. Represented entrepreneur on claim of ownership interest in a food company arising from oral promise by company’s president and major shareholder prior to entrepreneur’s substantial investment in company without written agreement. Based upon disavowal by the company of that ownership interest, secured a right to attach order and writ of attachment against company based upon an implied loan and default after a demand for repayment. The company bank accounts were frozen, the president and major shareholder lost control of the company and the presidency, and the entrepreneur acquired the agreed upon ownership interest. Defended seller of business from peremptory attack by buyer claiming breach of contract, fraud, intentional interference with economic relations and prospective advantage for misrepresenting a key ingredient of the core product, which ingredient the buyer claimed was about to be banned by the Food and Drug Administration. Filed cross-complaint against buyer for breach of written promissory note for the balance of the amounts due on the sale, foreclosure of the security instrument, appointment of receiver and alter ego. Secured judgment for all amounts due, costs and attorney fees. Buyer recovered nothing on the complaint, while client recovered the full amount of the promissory note, interest and attorney fees. Represented an ousted minority partner of a construction company whose primary asset was real property with title recorded in the name of the adversary. Prevailed on issues of constructive trust, quiet title; dissolution of the company and partition of the real property. Client was awarded his full proportionate share. Prosecuted and defended numerous real property breach of contract and specific performance actions, and successfully moved and opposed motions to expunge notices of action pending (lis pendens). Represented two of three tenants-in-common in real property against the third in dispute regarding their respective rights and obligations. When adversary refused to pay his share of the loan obligation and other carrying costs, clients decided to sell quickly to avoid continuing negative cash flow and loss of equity. When adversary refused to sign the purchase and sale agreement with the buyer, filed a partition action and secured an interlocutory order of partition and confirmation of sale without the necessity of full trial. Defended a limited liability company that had purchased a multi-unit residential building against claims by the seller for vicarious liability and constructive trust premised upon allegations that the seller had been defrauded. Seller claimed that the general partner of the purchasing limited liability company had acted as the seller's broker without disclosing his financial interest in the purchaser, and had knowingly withheld the true value of the real property. Prevailed on pre-trial dispositive motion that the limited liability company owed no duty to the seller and secured dismissal of the limited liability company. Defended an elder who owned a 50% interest in a multi-unit apartment building against claims by a "vulture investor," who had acquired the other 50% interest from a third party. The investor sued the elder, for specific performance of a disputed contract whereby the client “agreed” to sell his 50% interest for millions of dollars less than its fair market value. Cross-complained for fraud, breach of fiduciary duty, intentional infliction of emotional distress, elder abuse and rescission. Represented defendant in action for constructive trust and partition of real property where plaintiff claimed a 50% interest by virtue of alleged fraud, deceit and constructive trust. Secured order expunging notice of action pending (lis pendens). Repeatedly prevailed on pretrial motions resulting in settlement for nuisance value only. Defended hospital in action by general contractor for foreclosure of mechanic’s lien in excess of one million dollars, breach of written contract and common counts based upon changes, extra work and delays allegedly caused by owner. Resolved for less than the cost of defense. Represented lenders and borrowers in judicial and non-judicial foreclosures, and defended actions for deficiency judgment. Defended commercial lessor from claims by national retail tenant of many years of overcharging rent, pass-through expenses, maintenance and operating expenses under the express terms and provisions of a commercial lease. Secured temporary restraining orders and preliminary injunctions enjoining, among other things, misappropriation and use of trade secrets, proprietary information and confidential customer lists, and solicitation of customers and employees. Represented manufacturer against former employees who set up a competing business by misappropriating trade secrets, proprietary formulas and utilizing valuable client lists. Secured preliminary injunction. Prevailed at trial on claims including fraud and secured judgment for damages and permanent injunction. Pursued adversary action against one of the former employees in his subsequent bankruptcy proceeding and secured a judgment of non-dischargeability of his obligation. Selected Publications “Litigation Traps in Purchasing a Business,” The Corporate Counselor (June 2003) “Litigation Traps in Selling a Business,” The Corporate Counselor (September 2000) “Enforcing Judgments,” ABA Journal (December 1998) “Buyer Beware: Avoiding Implied Assumption of Seller’s Obligations in Asset Acquisitions,” The Corporate Counselor (co-author; July 2001) “Due Diligence: Seller Beware,” California Lawyer (December 2000) Professional Affiliations Gary is admitted to practice before all of the United States District Courts in the State of California, the United States Court of Appeals for the Ninth Circuit and the United States Supreme Court. He is AV rated by Martindale-Hubbell. He is a member of the California State Bar’s Business Law, Real Estate and Litigation Sections, the Los Angeles County Bar Association and the Litigation Section of the American Bar Association. He previously served on the Board of Editors of Corporate Counselor. Gary is also a licensed real estate broker. Education Gary graduated Phi Beta Kappa from the University of California at Los Angeles, with a Bachelor of Arts degree, Summa Cum Laude, in 1969. He received his J.D. from the University of California at Los Angeles Law School in 1973.