Exhibit 10.3.1
                                                                  --------------

                               SECRETARY OF STATE

                                     [SEAL]

                                 STATE OF NEVADA

                                CORPORATE CHARTER

I, DEAN HELLER,  the duly elected and qualified  Nevada  Secretary of State,  do
hereby certify that IMAX SOLUTIONS, INC. did on May 18, 2004 file in this office
the original Articles of  Incorporation;  that said Articles are now on file and
of record in the office of the  Secretary  of State of the State of Nevada,  and
further,  that said Articles  contain all the provisions  required by the law of
said State of Nevada.



[SEAL]                              IN WITNESS WHEREOF,  I have hereunder set my
                                    hand and affixed the Great Seal of State, at
                                    my office,  in Carson City,  Nevada,  on May
                                    18, 2004.


                                    /s/ Dean Heller, Secretary of State


                                    By: /s/ Patricia Tsamar, Certification Clerk



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DEAN HELLER                                                     Filed C 13355-04
Secretary of State                                              May 18, 2004
206 North Caron Street
Carson City, Nevada 89701-4299
(775) 684-5708
Website: secretaryofstate.biz

                            ARTICLES OF INCORPORATION

-------------------------- --------------------------------------------------------------------------------------------
<S>                        <C>
1. Name of Corporation     iMAX SOLUTIONS, INC.
-------------------------- --------------------------------------------------------------------------------------------
2. Resident Agent          The Corporation Trust Company of Nevada
   Name and Street         Road, Suite 500, Reno, Nevada 89511
   Address: 6100 Neil
-------------------------- --------------------------------------------------------------------------------------------
3.  Shares:                Number of shares                                      Number of shares
                           with par value:  50,000,000    Par Value: $0.001      without par value: 0
-------------------------- --------------------------------------------------------------------------------------------
4. Names & Addresses,      1. Steven Ivester
   of Board of                12330 S.W. 53rd Street, Suite 712, Ft. Lauderdale, FL 33330
   Directors/ Trustees:
                           2. Jinsu Chung
                              12330 S.W. 53rd Street, Suite 712, Ft. Lauderdale, FL 33330

                           3. Dr. Youngok Rhee
                              12330 S.W. 53rd Street, Suite 712, Ft. Lauderdale, FL 33330
-------------------------- --------------------------------------------------------------------------------------------
5. Purpose                 The purpose of this Corporation shall be:

                           To engage in any and all lawful acts and activities for which corporations may be organized.
-------------------------- --------------------------------------------------------------------------------------------
6. Names, Address and
   Signature of
   Incorporator:           Ronald L. Brown                     /s/  Ronald L. Brown
                           1717 Main Street, Suite 3700        --------------------
                           Dallas, TX 75201

-------------------------- --------------------------------------------------------------------------------------------
7. Certificate of          I hereby accept appointment as Resident Agent for the
   Acceptance of           above-named corporation. The Corporation Trust
   Appointment of          Company of Nevada
   Resident Agent:
                           By:      /s/ signature illegible                         5/18/04
                              -----------------------------------------         ----------------
                           Authorized Signature of R.A. or On Behalf of Company      Date
-------------------------- --------------------------------------------------------------------------------------------
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<PAGE>

                            ARTICLES OF INCORPORATION
                                       OF
                              iMAX SOLUTIONS, INC.

         I, the  undersigned  natural  person  acting  as an  incorporator  of a
corporation (hereinafter called the "Corporation") under the General Corporation
Law  of the  State  of  Nevada,  do  hereby  adopt  the  following  Articles  of
Incorporation for the Corporation.

         FIRST:  The name of the Corporation is iMax Solutions, Inc.

         SECOND:  The name and office address of the resident agent in the State
of Nevada is The  Corporation  Trust Company of Nevada located at One East First
Street, Reno, Nevada 89501.

         THIRD:  The purpose for which the Corporation is organized is to engage
in any  and all  lawful  acts  and  activities  for  which  corporations  may be
organized under the General  Corporation Law of the State of Nevada, as provided
in the Nevada Revised  Statutes,  1957 (the "NRS").  The  Corporation  will have
perpetual existence.

         FOURTH:  The  Corporation  is  authorized  to  issue  an  aggregate  of
50,000,000  shares,  having a par value of $0.001 per share. All such shares are
of one class and are designated as Common Stock.

         FIFTH:  The name of the  incorporator  of the  Corporation is Ronald L.
Brown, and the mailing address of such  incorporator is 1717 Main Street,  Suite
3700, Dallas, Texas 75201.

         SIXTH:  The number of directors which shall  constitute the whole Board
of  Directors  shall be fixed by or in the manner  provided in the Bylaws of the
Corporation. The number of directors constituting the initial Board of Directors
are three (3),  and the names and  mailing  addresses  of the persons who are to
serve as the directors  until the first annual meeting of  stockholders or until
their successors are elected and qualified are:

                  Steven Ivester               12330 S.W. 53rd Street, Suite 712
                                               Ft. Lauderdale, Florida 33330

                  Jinsu Chung                  12330 S.W. 53rd Street, Suite 712
                                               Ft. Lauderdale, Florida 33330

                  Dr. Youngok Rhee             12330 S.W.
                                               53rd Street, Suite 712 Ft.
                                               Lauderdale, Florida 33330

         SEVENTH:  Directors of the  Corporation  need not be elected by written
ballot unless the Bylaws of the Corporation otherwise provide.

         EIGHTH:  In furtherance,  and not in limitation of the powers conferred
by statute,  the  directors  of the  Corporation  shall have the power to adopt,
amend and repeal the Bylaws of the Corporation.


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         NINTH:  The  Corporation  shall  indemnify  any person  who was,  or is
threatened  to be made,  a party to a  proceeding  (as  hereinafter  defined) by
reason of the fact that he or she (i) is or was a  director  or  officer  of the
Corporation  or (ii) while a director or officer of the  Corporation,  is or was
serving at the  request of the  Corporation  as a director,  officer,  employee,
agent or similar functionary of another corporation, partnership, joint venture,
trust or other enterprise, to the fullest extent permitted under the NRS, as the
same exists or may  hereafter be amended.  Such right shall be a contract  right
and as such shall run to the  benefit of any  director or officer who is elected
and accepts the position of director or officer of the  Corporation or elects to
continue to serve as a director or officer of the  Corporation  while this Ninth
Article is in effect.  The rights  conferred above shall not be exclusive of any
other right which any person may have or  hereafter  acquire  under any statute,
bylaw, resolution of stockholders or directors, agreement or otherwise.

         The  Corporation  may,  pursuant to approval by the Board of Directors,
additionally  indemnify any employee or agent of the  Corporation to the fullest
extent permitted by law.

         As used herein, the term "proceeding" means any threatened,  pending or
completed action, suit or proceeding, whether civil, criminal, administrative or
investigative,  any appeal in such an action, suit or proceeding and any inquiry
or investigation that could lead to such an action, suit or proceeding.

         TENTH: A director or officer of the Corporation shall not be personally
liable to the Corporation or its stockholders for monetary damages for breach of
fiduciary  duty as a director or officer,  except for  liability (i) for acts or
omissions which involve intentional misconduct,  fraud or a knowing violation of
law; or (ii) for the payment of  distributions  in violation of NRS 78.300.  Any
repeal or amendment of this Tenth Article by the stockholders of the Corporation
shall be prospective  only, and shall not adversely affect any limitation on the
personal  liability of a director or officer of the Corporation  arising from an
act or  omission  occurring  prior to the time of such repeal or  amendment.  In
addition to the  circumstances in which a director or officer of the Corporation
is not personally liable as set forth in the foregoing  provisions of this Tenth
Article,  a director or officer  shall not be liable to the  Corporation  or its
stockholders  to such further extent as permitted by any law hereafter  enacted,
including, without limitation, any subsequent amendment to the NRS.

         ELEVENTH:  No stockholder of the  Corporation  shall have, by reason of
holding  shares  of any class of stock of the  Corporation,  any  preemptive  or
preferential  right to purchase or subscribe for any shares (including  treasury
shares)  of any  class of  stock  of the  Corporation,  now or  hereafter  to be
authorized,  or any notes, debentures,  bonds or other security convertible into
or carrying options,  warrants or rights to purchase shares of any class, now or
hereafter  to be  authorized,  whether or not the issuance of any shares of such
notes,  debentures,  bonds or other security would adversely affect the dividend
or voting rights of any such stockholder, other than such rights, if any, as the
Board of Directors, in its discretion,  from time to time may grant, and at such
price as the Board of  Directors  in its  discretion  may fix;  and the Board of
Directors  may  issue  shares of any  class of stock of the  Corporation  or any
notes,  debentures,  bonds  or other  securities  convertible  into or  carrying
options, warrants or rights to purchase shares of any class without offering any
such  shares of any class or such  notes,  debentures,  bonds or other  security
either in whole or in part to the existing stockholders of any class.

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         TWELFTH:  The right to  cumulate  votes in the  election  of  directors
and/or cumulative voting by any stockholder is hereby expressly denied.

         THIRTEENTH:  The  Corporation  shall indemnify and hold the undersigned
incorporator  of the  Corporation  harmless  from and  against any and all loss,
cost,  damage,  expense  (including,  without  limitation,  attorneys'  fees and
expenses) or liability  caused by,  resulting  from or arising out of any action
taken or authorized by the  incorporator  of the  Corporation  in respect of the
incorporation  and organization of the Corporation in what he deemed to be in or
not opposed to the best interests of the Corporation.

         I, the  undersigned,  for the purpose of forming the Corporation  under
the laws of the State of Nevada,  do make,  file and record  these  Articles  of
Incorporation  and do  certify  that  this is my act and deed and that the facts
stated herein are true and, accordingly,  I do hereunto set my hand on this 11th
day of May, 2004.



                                                     /s/ Ronald L. Brown
                                                     ---------------------------
                                                     Ronald L. Brown