Exhibit 3.1

ARTICLES OF INCORPORATION
OF
REMEDENT USA, INC.
(An Arizona Business Corporation*)

1.   Name. The name of the Corporation is Remedent USA, Inc.

2.   Purpose.  The  purpose  for which  this  Corporation  is  organized  is the
     transaction  of any or all l awful business for which  corporations  may be
     incorporated under the laws of Arizona, as they may be amended from time to
     time.

3.   Initial Business. The Corporation initially intends to conduct the business
     of manufacturing and distribution.

4.   Authorized Capital. The Corporation shall have authority to issue 1,000,000
     shares of Common Stock.

5.   Known Place of Business. (In Arizona) The street address of the known place
     of business of the  Corporation  is: 13802 N.  Scottsdale Road Suite 104-22
     Scottsdale, AZ 85254

6.   Statutory  Agent.  (In Arizona) The name and address of the statutory agent
     of the  Corporation  is: Jean Louis Vrignaud 13802 N. Scottsdale Road Suite
     104-22 Scottsdale, AZ 85254

7.   Board of Directors. (Minimum of one.) The initial board of directors shall
     consist of 2 director(s). The name(s) and address(es) of the person(s) who
     is(are) to serve as the director(s) until the first annual meeting of
     shareholders or until his(her)(their) successor(s) is(are) elected and
     qualifies is(are): Jean Louis Vrignaud Rebecca M. Inzunza 13802 N.
     Scottsdale Road 7301 E. Evans Road Suite 104-22 Scottsdale, AZ 85260
     Scottsdale, AZ 85254 The number of persons to serve on the board of
     directors thereafter shall be fixed by the Bylaws.

8.   Officers.  The initial officer(s) of the Corporation who shall serve at the
     pleasure of the board of directors is(are):  Rebecca M. Inzunza,  President
     Jean Louis Vrignaud, Secretary

9.   Incorporators.  (Minimum of one.) Jean Louis Vrignaud Rebecca Inzunza 13802
     N. Scottsdale Road 7301 E. Evans Rd.  Scottsdale,  AZ 85254 Scottsdale,  AZ
     85260 All powers,  duties and  responsibilities  of the incorporators shall
     cease at the time of delivery of these  Articles  of  Incorporation  to the
     Arizona Corporation  Commission.  -------- * Incorporated under and subject
     to  Articles  1 through  17 of Title 10,  Arizona  Revised  Statutes,  eff.
     1/1/96.

10.  Indemnification of Officers, Directors, Employees and Agents. The
     Corporation shall indemnify any person who incurs expenses or liabilities
     by reason of the fact he or she is or was an officer, director, employee or
     agent of the Corporation or is or was serving at the request of the
     Corporation as a director, officer, employee or agent of another
     Corporation, partnership, joint venture, trust or other enterprise. This
     indemnification shall be mandatory in all circumstances in which
     indemnification is permitted by law.

11.  Limitation of Liability. To the fullest extent permitted by the Arizona
     Revised Statutes as the same exists or may hereafter be amended, a director
     of the Corporation shall not be liable to the Corporation or its
     stockholders for monetary damages for any action taken or any failure to
     take any action as a director. No repeal, amendment or modification of this
     article, whether direct or indirect, shall eliminate or reduce its effect
     with respect to any act or omission of a director of the Corporation
     occurring prior to such repeal, amendment or modification.

EXECUTED this 30th day of September, 1996 by all of the incorporators.
Signed: _____________________
Acceptance of Appointment by Statutory Agent The undersigned hereby acknowledges
and accepts the appointment as statutory agent of the above-named corporation
effective this 30th day of September, 1996.
Signed:
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