**Exhibit 3.1****AMENDED AND RESTATED ARTICLES OF INCORPORATION****OF****HARTVILLE GROUP, INC.**     The Articles of Incorporation of Hartville Group, Inc. have been amended and restated in theirentirety as follows:**ARTICLE I**Name     The name of the corporation is Hartville Group, Inc.**ARTICLE II**Location     The principal office of the corporation is to be located at 1325 Airmotive Way, Suite 175,City of Reno, County of Washoe, State of Nevada, 89502.**ARTICLE III**Resident Agent     The name and address of the resident agent is: Paracorp Incorporated, 318 N. Carson Street,Suite 208, Carson City, Nevada 89701.**ARTICLE IV**Purpose     The purpose of the corporation is to engage generally in any lawful business or activity.**ARTICLE V**Authorized Capital Stock     The total number of shares of stock that the corporation shall have authority to issue is205,000,000, consisting of 200,000,000 shares of common stock par value $0.001 per share (“CommonStock”), and 5,000,000 shares of preferred stock, par value $0.001 per share (“Preferred Stock”).     Shares of preferred stock of the corporation may be issued from time to time in one or moreseries, each of which shall have such distinctive designation or title as shall be determined bythe Board of Directors of the corporation (“Board of Directors”) prior to the issuance of anyshares thereof. Preferred Stock shall have such voting powers, full or limited, or no votingpowers, and such preferences and relative, participating, optional or other special rights and suchqualifications, limitations or restrictions thereof, as shall be stated in such resolution or
 

 
resolutions providing for the issue of such class or series of Preferred Stock as may be adoptedfrom time to time by the Board of Directors, prior to the issuance of any shares thereof. Thenumber of authorized shares of Preferred Stock may be increased or decreased (but not below thenumber of shares thereof then outstanding) by the affirmative vote of the holders of a majority ofthe voting power of all the then outstanding shares of the capital stock of the corporationentitled to vote generally in the election of the directors (the “Voting Stock”), voting togetheras a single class, without separate vote of the holders of the Preferred Stock, or any seriesthereof, unless a vote of any such holders is required pursuant to any Preferred Stock Designation.**ARTICLE VI**Assessment of Stock     The capital stock of the corporation, after the amount of the subscription price or par valuehas been paid in, shall not be subject to pay debts of the corporation, and no paid up stock and nostock issued as fully paid up shall ever be assessable or assessed.**ARTICLE VII**Director Liability     A director of the corporation shall not be personally liable to the corporation or itsshareholders for monetary damages for conduct as a director, except for liability of the directorfor (i) acts or omissions that involve intentional misconduct or a knowing violation of law by thedirectors, (ii) conduct which violates state law pertaining to unpermitted distributions toshareholder or loans to directors, or (iii) any transaction from which the director will personallyreceive a benefit in money, property or services to which the director is not legally entitled.**ARTICLE VIII**Indemnification     The corporation shall, to the fullest extent permitted by the Nevada General Corporation Law,as the same may be amended and supplemented, indemnify any and all directors and officers whom itshall have power to indemnify under said Law from and against any and all of the expenses,liabilities, or other matters referred to in or covered by said Law, and the indemnificationprovided for herein shall not be deemed exclusive of any other rights to which those indemnifiedmay be entitled under any Bylaw, agreement, vote of stockholders or disinterested directors orotherwise, both as to action in his official capacity and as to action in another capacity whileholding such office, and shall continue as to a person who has ceased to be a director or officerand shall inure to the benefit of the heirs, executors, and administrators of such a person.**ARTICLE IX**Amendment     The corporation reserves the right to amend or repeal any provision contained in these Amendedand Restated Articles of Incorporation in any manner now or hereinafter permitted by
 

 
statute. All rights of shareholders of the corporation and all powers of directors of thecorporation are granted subject to this reservation.**ARTICLE X**Directors     The members of the governing board of the corporation shall be styled directors. The number ofdirectors constituting the Board of Directors of this corporation may be increased or decreasedfrom time to time in the manner specified in the Bylaws of this corporation.**ARTICLE XI**Period of Existence     The period of existence of this corporation shall be perpetual.**ARTICLE XII**No Cumulative Voting Rights nor Preemptive Rights     Shareholders of the corporation shall not have cumulative rights nor preemptive rights.Signed this 29th day of March, 2007.     HARTVILLE GROUP, INC.