EXHIBIT 3.1

                          ACTIVE IQ TECHNOLOGIES, INC.

                               ARTICLES OF MERGER

         Pursuant to Section 302A.621 of the Minnesota Business Corporation Act,
the undersigned officer of Active IQ Technologies, Inc., a Minnesota corporation
(the "Surviving Corporation"), which is the owner of all of the issued and
outstanding shares of common stock, $.01 par value per share, of Wits Basin
Precious Minerals Inc., a Minnesota corporation (the "Subsidiary Corporation"),
which is the only outstanding class of capital stock of the Subsidiary
Corporation, hereby executes and files these Articles of Merger:

         FIRST: The Plan of Merger providing for the merger of the Subsidiary
Corporation into the Surviving Corporation, in the form of resolutions duly
adopted by the Board of Directors of the Surviving Corporation on July 9, 2003,
is attached hereto as Exhibit A.

         SECOND: The number of outstanding shares of each class and series of
the Subsidiary Corporation and the number of shares of each class and series of
the Subsidiary Corporation owned by the Surviving Corporation are as follows:

<Table>
<Caption>
Designation of Class &                                         Number of Shares Owned by
        Series                Number of Outstanding Shares     Surviving Corporation
                                                         
     Common Stock,                       100                             100
    $.01 par value
</Table>

         THIRD: The Plan of Merger has been duly approved by the Surviving
Corporation under Minnesota Statutes Section 302A.621.

         FOURTH: There are no shareholders of the Subsidiary Corporation other
than the Surviving Corporation, and accordingly, there is no notice required to
any other shareholder pursuant to Minnesota Statutes Section 302A.621, Subd. 2.

         FIFTH: Upon the effective time of the merger, pursuant to Minnesota
Statutes Section 302A.621, Subd. 1, Article I of the Surviving Corporation's
Articles of Incorporation, as amended shall be amended in its entirety to read
as follows:

       "The name of the corporation is Wits Basin Precious Minerals Inc."




         SIXTH: The merger shall be effective at 12:00 noon, Minneapolis,
Minnesota time, on July 10, 2003.

Dated: July 9, 2003.
                                 WITS BASIN PRECIOUS MINERALS INC.




                                 By:   /s/ Mark D. Dacko
                                       -----------------------------------------
                                       Mark D. Dacko
                                       Chief Financial Officer and Secretary





                                                                       EXHIBIT A

                          ACTIVE IQ TECHNOLOGIES, INC.

                               RESOLUTIONS OF THE
                               BOARD OF DIRECTORS

         WHEREAS, the Company owns all of the issued and outstanding capital
stock of Wits Basin Precious Minerals Inc., a Minnesota corporation (the
"Subsidiary"), consisting of 100 shares of common stock, $.01 par value per
share; and

         WHEREAS, the Company desires to effect the merger of the Subsidiary
with and into the Company pursuant to Section 302A.621 of the Minnesota Business
Corporation Act.

         NOW, THEREFORE, BE IT RESOLVED, that the Subsidiary be merged with and
into the Company pursuant to Section 302A.621 of the Minnesota Business
Corporation Act in accordance with the further resolutions set forth below
(which resolutions shall constitute the Plan of Merger).

         RESOLVED FURTHER, that at the effective time of the merger, all of the
outstanding shares of common stock of the Subsidiary, $.01 par value per share,
shall be canceled, and no securities of the Company or any other corporation, or
any money or other property, shall be issued to the Company in exchange
therefor.

         RESOLVED FURTHER, that the merger shall be effective at 12:00 noon,
Minneapolis, Minnesota time, on July 10, 2003.

         RESOLVED FURTHER, that Mark D. Dacko, Chief Financial Officer and
Secretary of the Company, or any other officer of the Company, is hereby
authorized and directed to execute, for and on behalf of the Company, Articles
of Merger setting forth the Plan of Merger and such other information as
required by law, and to cause those articles to be filed for record with the
Secretary of State of the State of Minnesota in the manner required by law.

         RESOLVED FURTHER, that upon the effective time of the merger, pursuant
to Section 302A.621, Subd. 1, of the Minnesota Business Corporation Act, by
virtue of the filing of the Articles of Merger and without any further action by
the Company, its Board of Directors, or its shareholders, Article I of the
Company's Articles of Incorporation, as amended shall be amended in its entirety
to read as follows:

       "The name of the corporation is Wits Basin Precious Minerals Inc."

         RESOLVED FURTHER, that the officers of the Company, and each of them,
are hereby authorized, for and on behalf of the Company, to take such other
action as those officers, or any of them, deem necessary or appropriate to carry
out the purpose of the foregoing resolutions.