Exhibit 3.1
CERTIFICATE OF CONVERSION
OF
BOISE CASCADE, L.L.C.
FROM A DOMESTIC LIMITED LIABILITY COMPANY
TO A DOMESTIC CORPORATION
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In accordance with the provisions of Section 265 of the
General Corporation Law of the State of Delaware
and Section 18-216 of the Limited Liability Company Act of the State of Delaware
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The undersigned, being duly authorized to execute and file this Certificate of Conversion from a domestic limited liability company to a domestic corporation for the purposes of converting Boise Cascade, L.L.C., a Delaware limited liability company (the “Limited Liability Company”), into a domestic corporation pursuant to Section 265 of the General Corporation Law of the State of Delaware and Section 18-216 of the Limited Liability Act of the State of Delaware, does hereby certify as follows:
FIRST: The jurisdiction where the Limited Liability Company was first formed is the State of Delaware.
SECOND: The Limited Liability Company’s jurisdiction immediately prior to filing this Certificate of Conversion is the State of Delaware.
THIRD: The date the Limited Liability Company was first formed is July 26, 2004 under the name of Boise Cascade, L.L.C., as a Delaware limited liability company.
FOURTH: The name and type of entity of the Limited Liability Company immediately prior to filing this Certificate of Conversion is Boise Cascade, L.L.C., a Delaware limited liability company.
FIFTH: The name of the corporation the Limited Liability Company is converting to, as set forth in the Certificate of Incorporation, is Boise Cascade Company.
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IN WITNESS WHEREOF, the undersigned, being duly authorized to sign on behalf of the converting Limited Liability Company, has executed this Certificate of Conversion on the day of February, 2013.
| BOISE CASCADE, L.L.C. | ||
| a Delaware limited liability company | ||
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| By: |
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| Name: | John T. Sahlberg |
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| Title: | Senior Vice President - Human Resources, General Counsel and Authorized Person |
[Boise Cascade, L.L.C. - Certificate of Conversion]
