Exhibit B to Deposit Agreement
CERTAIN RIGHTS OF THE OWNER OF
THE AMERICAN DEPOSITARY
SHARES EVIDENCED BY THIS ADR
UNIT UNDER ARTICLES 3, 12 AND 16
OF THIS ADR UNIT MAY BE
SUSPENDED OR REVOKED PURSUANT
TO THE PROVISIONS OF ARTICLE 22
OF THIS ADR UNIT
No. ___________
AMERICAN DEPOSITARY SHARES
(Each American Depositary Share
represents one deposited IPO Share)
Effective December 23, 2003 the Par Value
has changes from British Pound0.10 to
British Pound0.01 Each
THE BANK OF NEW YORK
AMERICAN DEPOSITARY RECEIPT
UNITS
FOR IPO ORDINARY SHARES,
PAR VALUE British Pound0.10 EACH, OF
XENOVA GROUP PLC
(INCORPORATED UNDER THE LAWS
OF ENGLAND AND WALES)
The Bank of New York as depositary
(hereinafter called the "Depositary"), hereby
certifies that
____________________________________
________________________, or registered
assigns, IS THE OWNER OF
___________________________________
AMERICAN DEPOSITARY SHARES
representing deposited Ordinary Shares
(herein called "IPO Shares") of Xenova
Group plc, incorporated under the laws of
England and Wales (herein called the
"Company") offered by, and sold as
contemplated in, the Prospectuses of the
Company dated June ___, 1994. The IPO
Shares and all of the other Ordinary Shares,
par value British Pound0.10 each, of the
Company are
referred to in this ADR Unit as "Shares." At
the date hereof, each American Depositary
Share represents one IPO Share which is
either deposited or subject to deposit under
the Deposit Agreement (hereinafter defined)
at the London, England office of The Bank
of New York, as Custodian (herein called
the "Custodian"). The Owner of this ADR
Unit has ADS Conversion Rights solely
pursuant to, and which are evidenced by,
that certain Deed Poll of the Company dated
June __, 1994. The term "American
Depositary Share Units" means the
American Depositary Shares evidenced
hereby together with such ADS Conversion
Rights. The Depositary's Corporate Trust
Office is located at a different address than
its principal executive office. Its Corporate
Trust Office is located at 000 Xxxxxxx Xxxxxx,
Xxx Xxxx, X.X. 00000, and its principal
executive office is located at 00 Xxxx Xxxxxx,
Xxx Xxxx, X.X. 00000.
THE DEPOSITARY'S CORPORATE
TRUST OFFICE ADDRESS IS
000 XXXXXXX XXXXXX,
XXX XXXX, X.X. 00000
