EX-3.5 2 a2213893zex-3_5.htm EX-3.5

Exhibit 3.5

|  | State of Delaware
|  | Secretary of State
|  | Division of Corporations
|  | Delivered 07:46 PM 04/28/2010
|  | FILED 07:42 PM 04/28/2010
|  | SRV 100438429 - 3847638 FILE

STATE OF DELAWARE
CERTIFICATE OF AMENDMENT

1. Name of Limited Liability Company:
Boise Building Solutions Distribution, L.L.C.

2. The Certificate of Formation of the limited liability company is hereby amended as follows:

The name of the company shall be Boise Cascade Building Materials Distribution, L.L.C.

3. The Effective date of this Certificate of Amendment shall be May 3, 2010.

IN WITNESS WHEREOF, the undersigned have executed this Certificate on the 26th day of April, A. D. 2010.

| By: | /s/ David G. Gadda
|  | Authorized Person(s)
| Name: | David G. Gadda Authorized person
|  | Print or Type

|  | State of Delaware
|  | Secretary of State
|  | Division of Corporations
|  | Delivered 01:32 PM 03/02/2005
|  | FILED 01:17 PM 03/02/2005
|  | SRV 050178166 - 3847638 FILE

STATE OF DELAWARE
CERTIFICATE OF AMENDMENT

BOISE BUILDING SOLUTIONS DISTRIBUTION, L.L.C., a Delaware limited liability company (the “Company”) hereby certifies as follows:

The name of this company is Boise Building Solutions Distribution, L.L.C. and

The Certificate of Formation of the company is hereby amended by amending and restating Article 2 thereof in its entirety to read as follows:

2. Registered Office and Registered Agent. The Company’s registered office in the State of Delaware is located at 1209 Orange Street, Corporation Trust Center, Wilmington, DE 19801. The registered agent of the Company for service of process at such address is The Corporation Trust Company.

IN WITNESS WHEREOF, the undersigned officer of the company has caused this Certificate to be executed as of this 18th day of January, 2005.

| By: | /s/ Karen E. Gowland
|  | Vice President and Secretary
|  | Karen E. Gowland

CERTIFICATE OF FORMATION

OF

BOISE BUILDING SOLUTIONS DISTRIBUTION, L.L.C.

This Certificate of Formation is being executed as of August 26, 2004, for the purpose of forming a limited liability company pursuant to the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101, et Seq.

The undersigned, being duly authorized to execute and file this Certificate, does hereby certify as follows:

1. Name. The name of the limited liability company is Boise Building Solutions Distribution, L.L.C. (the “Company”).

2. Registered Office and Registered Agent. The Company’s registered office in the State of Delaware is located at 9 East Loockerman Street, Suite #1B, City of Dover, Kent County, Delaware 19901. The registered agent of the Company for service of process at such address is National Registered Agents, Inc.

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Formation as of the day and year first above written.

| By: | /s/ Jamie E. Jedras
|  | Jamie E. Jedras, an Authorized Person

|  | State of Delaware
|  | Secretary of State
|  | Division of Corporations
|  | Delivered 06:39 PM 08/26/2004
|  | FILED 06:39 PM 08/26/2004
|  | SRV 040626250 - 3847638 FILE