First Place Inc. $($FPI$)$ was formed as a corporation on January $5,2018,$ by its two owners Kate

Kleiber and James Chandler. FPI immediately elected to be taxed as an S corporation for federal

income tax purposes. FPI sells mountain climbing gear to retailers throughout the Rocky

Mountain region. Kate owns $70$ percent of the FPI common stock $($the only class of stock

outstanding$)$ and James owns $30$ percent, and both devote $100\%$ of their working time to FPI