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ELECTRONIC PROSPECTUS NOTICE

The attached document is an electronic reproduction of the prospectus of Stem Cell Sciences plc ("Company") dated 9 March 2007 and was lodged with the Australian Securities and Investment Commission ("ASIC") 9 March 2007 ("Prospectus"). The terms of accessing the electronic Prospectus are set out below. To access and view the Prospectus, you must first read and agree to the following terms and conditions. The New Securities being offered under the Prospectus will be issued as CHESS Depositary Interests (CDIs). Investors should be aware that the Company’s Shares will be trading on the London Stock Exchange Alternative Investment Market (AIM) whilst the Offer is open.

Under the Corporations Act 2001, the Company is not permitted to process applications during the period of 7 days after the date of lodgement of the Prospectus with ASIC ("Exposure Period"). ASIC may extend this period for a further 7 days. This period is an exposure period to enable the Prospectus to be examined by market participants prior to the raising of funds. The examination may result in the identification of deficiencies in the Prospectus and, in those circumstances, any application that has been received may need to be dealt with in accordance with Section 724 of the Corporations Act 2001. No preference will be conferred on applications received during the Exposure Period.

The Offer constituted by this Prospectus in electronic form is only available to residents in Australia. The Prospectus does not constitute an offer in a place in which, or to any person to whom, it would not be lawful to make such an offer. The distribution of the Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of the Prospectus should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities law.

Applicants should read the Prospectus in its entirety as the information contained in the individual sections is not intended to, and does not provide, a comprehensive review of the shares offered under the Prospectus. Applicants are advised to seek independent professional advice before applying for shares under the Prospectus.

The Corporations Act 2001 prohibits any person passing on to another person an Application Form unless it is accompanied by a hard copy of the Prospectus or, in the case of an electronic Prospectus and Application Form, is linked to the complete and unaltered electronic form of the Prospectus. Investors should read the Prospectus before completing the relevant Application Form. A person may obtain a hard copy of the Prospectus free of charge by contacting the Company.

The electronic Prospectus is 115 pages and is in Adobe Portable Document Format (PDF). You should ensure that any copy you view or print is complete. The Prospectus is provided on the basis that the Company is not liable for any loss incurred or caused from accessing or relying on any information downloaded from, or accessed on this site, including, but not limited to, data corruption on download.

The Offer constituted by this Prospectus is not available to persons in the United Kingdom, does not constitute an offer, invitation or inducement to engage in investment activity in the United Kingdom and must not be acted upon by persons in the United Kingdom.

Copies of the Prospectus will not be sent by the Company to any person with an address outside Australia and in particular will not be sent to any person with an address within the United Kingdom.

The Information set out on this page is not part of the Prospectus.

If you do not agree to or comply with ALL of the above terms, click on the button I DISAGREE to return to the homepage.

If you agree to and comply with ALL of the terms above, and wish to proceed with viewing the electronic Prospectus, please click on the button I AGREE.

The attached document is in PDF format and require Adobe Acrobat Reader® software to view and print. Please click here to download the free Adobe Acrobat Reader® software.

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