<DOCUMENT>
<TYPE>EX-3.(I)
<SEQUENCE>2
<FILENAME>sb2march06ex31.txt
<TEXT>



                                   EXHIBIT 3.1



<PAGE>


                          CERTIFICATE OF INCORPORATION

                                       OF

                       Security Devices International Inc.


1. The name of the corporation is: Security Devices International Inc.

2. The address of its registered office in the State of Delaware is: Corporation
Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801.
The name of its registered agent at such address is: The Corporation Trust
Company.

3. The nature of the business or purposes to be conducted or promoted is:

      To engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.

      To manufacture, purchase or otherwise acquire, invest in, own, mortgage,
pledge, sell, assign and transfer or otherwise dispose of, trade, deal in and
deal with goods, wares and merchandise and personal property of every class and
description.

      To acquire, and pay for in cash, stock or bonds of this corporation or
otherwise, the good will, rights, assets and property, and to undertake or
assume the whole or any part of the obligations or liabilities or any person,
firm, association or corporation.

      To acquire, hold, use, sell, assign, lease, grant licenses in respect of,
mortgage or otherwise dispose of letters patent of the United States or any
foreign country, patent rights, licenses and privileges, inventions,
improvements and processes, copyrights, trademarks and trade names, relating to
or useful in connection with any business of the corporation.

      To acquire by purchase, subscription or otherwise, and to receive, hold
own, guarantee, sell, assign, exchange, transfer, mortgage, pledge or otherwise
dispose of or deal in and with any of the shares of the capital stock, or any
voting trust certificates in respect of the shares of capital stock, scrip,
warrants, rights, bonds, debentures, notes, trust receipts, and other
securities, obligations, choses in action and evidence of indebtedness or
interest issued or created by any corporations, joint stock companies,
syndicates, associates, firms, trusts or persons, public or private, or by the
government of the United State of America, or by any foreign government, or by
any state, territory, province, municipality or other political subdivision or
by any governmental agency, and as owner thereof to possess and exercise all the
rights, powers and privileges of ownership, including the right to execute
consents and vote thereon, and to do any and all acts and things necessary or
advisable for the preservation, protection, improvement and enhancement in value
thereof.

<PAGE>

      To borrow or raise money for any of the purposes of the corporation and,
from time to time without limit as to amount, to draw, make, accept, endorse,
execute and issue promissory notes, drafts, bills of exchange, warrants, bonds,
debentures and other negotiable or non-negotiable instruments and evidence of
indebtedness, and to secure the payment of any thereof and of the interest
thereon by mortgage upon or pledge, conveyance or assignment in trust of the
whole or any part of the property of the corporation, whether at the time owned
or thereafter acquired, and to sell, pledge or otherwise dispose of such bonds
or other obligations of the corporation for its corporate purposes.

      To purchase, receive, take by grant, gift, devise, bequest or otherwise
lease, or otherwise acquire, own, hold, improve, employ, use and otherwise deal
in and with real or personal property, or any interest therein, wherever
situated, and to sell, convey, lease, exchange, transfer or otherwise dispose
of, or mortgage or pledge, all or any of the corporation's property and assets,
or any interest therein, wherever situated.

      In general, to possess and exercise all the powers and privileges granted
by the General Corporation Law of Delaware or by any other law of Delaware or by
this Certificate of Incorporation together with any powers incidental thereto,
so far as such powers and privileges are necessary or convenient to the conduct,
promotion or attainment of the business or purposes of the corporation.

      The business and purposes specified in the foregoing clauses shall, except
where otherwise expressed, be in nowise limited or restricted by reference to,
or inference from, the terms of any other clause in this Certificate of
Incorporation, but the business and purposes specified in each of the foregoing
clauses of this article shall be regarded as independent business and purposes.

4. The total number of shares of stock which the corporation shall have
authority to issued is: 10,000 common shares and the par value of each of such
shares is: .01

5. The name and mailing address of each incorporator is as follow:

       Name                   Mailing Address
       ----                   ---------------

       Sheldon Kales          464 Old Orchard Grove
                                Toronto, Ontario
                              Canada M5M 2G4

       The name and mailing address of each person who is to serve ad a director
until the first annual meeting of the stockholders or until a successor is
elected and qualified, is as follows:

       Name                   Mailing Address
       ----                   ---------------

       Sheldon Kales          464 Old Orchard Grove
                                Toronto, Ontario
                              Canada M5M 2G4

<PAGE>

6. The corporation is to have perpetual existence.

7. In furtherance and not in limitation of the powers conferred by statute, the
board of directors is expressly authorized:

       To make, alter or repeal the by-laws of the corporation.

       To authorize and cause to be executed mortgages and liens upon the real
and personal property of the corporation.

       To set apart out of any of the funds of the corporation available for
dividends a reserve or reserves for any proper purpose and to abolish any such
reserve in the manner in which it was created.

       To designate one or more committees, each committee to consist of one or
more of the directors of the corporation. The board may designate one or more
directors as alternate members of any committee, who may replace any absent or
disqualified member at any meeting of the committee. The by-laws may provide
that in the absence or disqualification of a member of a committee, the member
or members present at any meeting and not disqualified from voting, whether or
not such member or members constitute a quorum, may unanimously appoint another
member of the board of directors to act at the meeting in the place of any such
absent or disqualified member. Any such committee, to the extent provided in the
resolution of the board of directors, or in the by-laws of the corporation,
shall have and may exercise all the powers and authority of the board of
directors in the management of the business and affairs of the corporation, and
may authorize the seal of the corporation to be affixed to all papers which may
require it; but no such committee shall have the power or authority in reference
to the following matters: (i) approving or adopting, or recommending to the
stockholders, any action or matter expressly required by the Delaware General
Corporation Law to be submitted to stockholders for approval or (ii) adopting,
amending or repealing any bylaw of the corporation.

       When and as authorized by the stockholders in accordance with law, to
sell, lease or exchange all or substantially all of the property and assets of
the corporation, including its good will and its corporate franchises, upon such
terms and conditions and for such consideration, which may consist in whole or
in part of money or property including shares of stock in, and/or other
securities of, any other corporation or corporations, as its board of directors
shall deem expedient and for the best interests of the corporation.

8. Elections of directors need not be by written ballot unless the by-laws of
the corporation shall provide.

       Meeting of stockholders may be held within or without the State of
Delaware, as the by-laws may provide. The books of the corporation may be kept
(subject to any provision contained in the statutes) outside the State of
Delaware at such place or places as may be designated from time to time by the
board of directors or in the by-laws of the corporation.

<PAGE>

       Whenever a compromise or arrangement is proposed between this corporation
and its creditors or any class of them and/or between this corporation and its
stockholders or any class of them, any court of equitable jurisdiction within
the State of Delaware may, on the application in a summary way of this
corporation or of any creditor or stockholder thereof or on the application of
any receiver or receivers appointed for this corporation under the provisions of
Section 291 of Title 8 of the Delaware Code or on the application of trustees in
dissolution or of any receiver or receivers appointed for this corporation under
the provisions of Section 279 of Title 8 of the Delaware Code order a meeting of
the creditors or class of creditors, and/or of the stockholders or class of
stockholders of this corporation, as the case may be, to be summoned in such
manner as the said court directs. If a majority in number representing
three-fourths in value of the creditors or class of creditors, and/or of the
stockholders or class of stockholders of this corporation, as the case may be,
agree to any compromise or arrangement and to any reorganization of this
corporation as a consequence of such compromise or arrangement, the said
compromise or arrangement and said reorganization shall, if sanctioned by the
court to which the said application has been made, be binding on all the
creditors or class of creditors, and/or on all the stockholders or class of
stockholders, of this corporation, as the case may be, and also on this
corporation.

9. The corporation reserves the right to amend, alter, change or repeal any
provision contained in this Certificate of Incorporation, in the manner now or
hereafter prescribed by statute, and all rights conferred upon stockholders
herein are granted subject to this reservation.

10. A director 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 except for liability (i) for any breach of the director's
duty of loyalty to the corporation or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing
violation of law, (iii) under Section 174 of the Delaware General Corporation
Law, or (iv) for any transaction from which the director derived any improper
personal benefit.

       WE, THE UNDERSIGNED, being each of the incorporators hereinbefore named,
for the purpose of forming a corporation pursuant to General Corporation Law of
the State of Delaware, do make this Certificate, hereby declaring and certifying
that this is our act and deed and the facts herein stated are true, and
accordingly have hereunto set our hands this 1st day of March, 2005.




                                    /s/ Sheldon Kales
                                    ---------------------------------------
                                    Sheldon Kales, Incorporator




<PAGE>




                       SECURITY DEVICES INTERNATIONAL INC.
                                STATE OF DELAWARE
                            CERTIFICATE OF AMENDMENT
                         OF CERTIFICATE OF INCORPORATION


      The Corporation organized and existing under and by virtue of the General
Corporation Law of the State of Delaware does hereby certify:

FIRST: That at a meeting of the only Director of Security Devices  International
Inc.  a  resolution  was duly  adopted  March 2, 2005  setting  forth a proposed
amendment of the Certificate of  Incorporation of said corporation and declaring
said amendment to be advisable.

The resolution setting forth the proposed amendment is as follows:

RESOLVED, that the Certificate of Incorporation of this corporation be amended
by changing the Article thereof numbered "4" so that, as amended, said Article
shall be and read as follows:

      4.A. The authorized capital stock of the Corporation shall consist of
50,000,000 shares of common stock, $0.001 par value, and 5,000,000 shares of
preferred stock, $0.001 par value.

      B. No share of the common stock shall have any preference over or
limitation in respect to any other share of such common stock. All shares of
common stock shall have equal rights and privileges.

      C. Each outstanding share of common stock shall be entitled to one vote at
stockholders' meetings, either in person or by proxy.

      D. The preferred shares may be issued in one or more series. The
designations, powers, rights, preferences, qualifications, restrictions and
limitations of each series of the preferred stock shall be established from time
to time by the Corporation's Board of Directors, in accordance with the Delaware
Corporation Law.

      E. Cumulative voting shall not be allowed in elections of directors or for
any purpose.

      F. No holders of shares of capital stock of the Corporation shall be
entitled, as such, to any preemptive or preferential right to subscribe to any
unissued stock or any other securities which the Corporation may now or
hereafter be authorized to issue.

SECOND:  As of March 2, 2005 this  Corporation  had not received any payment for
any of its stock.

THIRD:  As of March 2, 2005 this Corporation had only one Director.

FOURTH:  That said amendment was duly adopted in accordance  with the provisions
of Section 241 of the General Corporation Law of Delaware.

<PAGE>


IN WITNESS WHEREOF, said corporation has caused this certificate to be signed
this 2nd day of March, 2005.



                                    By:  /s/ Sheldon Kales
                                        --------------------------------
                                        Authorized Officer

                                    Title:    Director
                                          ------------------------------

                                    Name:  Sheldon Kales
                                         -------------------------------







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