Exhibit
4.1


 




	
  

  	
  INCORPORATED
  UNDER THE LAWS OF CANADA WORLD HEART TECHNOLOGY for LIFE This certifies that
  NUMBER WNC2335596 SHARES Is the Registered Holder of ISIN: CA9809054005
  CUSIP: 980905400 FULLY PAID AND NON-ASSESSABLE COMMON SHARES, WITHOUT NOMINAL
  OR PAR VALUE, OF WORLD HEART CORPORATION transferable only on the books of
  the corporation by the registered holder hereof in person or by Attorney duly
  authorized in writing upon surrender of this certificate properly endorsed. This
  certificate is not valid until countersigned and registered by the Registrar
  and Transfer Agent duly authorized by the Corporation. IN WITNESS WHEREOF the
  corporation has caused this Certificate to be signed by the facsimile
  signature of its duly authorized officers. /s/ Jal S. Jassawalla President
  and CEO /s/ Virginia Schweitzer Secretary DATED: OCTOBER 29, 2008 COUNTERSIGNED
  AND REGISTERED CIBC MELLON TRUST COMPANY REGISTRAR AND TRANSFER AGENT OR MELLON
  INVESTOR SERVICES LLC CO-TRANSFER AGENT AND CO-REGISTRAR By: Authorized Signature
  The shares represented by this certificate are transferable at the office of
  CIBC Mellon Trust Company in Toronto, Ontario and Mellon Investor Services,
  LLC in Jersey City, NJ, USA. 84740150 G PROOF – 0053116 SECURITY INSTRUCTIONS
  ON REVERSE VOIR LES INSTRUCTIONS DE SECURITE AU VERSO 999999999 G3499520

  






 
















	
  

  	
  SECURITY
  INSTRUCTIONS - INSTRUCTIONS DE SECURITE THIS IS WATERMARKED PAPER, DO NOT
  ACCEPT WITHOUT NOTING WATERMARK. HOLD TO LIGHT TO VERIFY WATERMARK. PAPIER
  FILIGRANE, NE PAS ACCEPTER SANS VERIFIER LA PRESENCE DU FILIGRANE POUR CE
  FAIRE, PLACER A LA LUMIERE. For value received, the undersigned hereby
  sell(s), assign(s) and transfer(s) unto (Print name(s) of person(s) to whom
  the securities are being transferred and the address for the register) shares
  (number of shares if blank, deemed to be all) of the Company represented by
  this certificate, and hereby irrevocably constitutes and appoints the
  attorney of the undersigned to transfer the said securities with full power
  of substitution in this matter. Dated Signature Guarantee(s)* (the transfer
  cannot be processed without acceptable guarantees of all signatures) Transferor(s)
  Signature(s)* * For transfers signed by the registered holder(s), their
  signature(s) must correspond with the name(s) on the certificate in every
  particular, without any changes. In addition, every signature must be
  Signature Guaranteed by a Canadian Schedule 1 chartered bank, a major trust
  company in Canada, or a member of one of the recognized medallion programs -
  Securities Transfer Agents Medallion Program (STAMP), Stock Exchanges
  Medallion Program (SEMP) or New York Stock Exchange, Inc. Medallion Signature
  Program (MSP). THE CLASS OF SHARES THAT THIS CERTIFICATE REPRESENTS HAS
  RIGHTS, PREVILEGES, RESTRICTIONS AND CONDITIONS ATTACHED THERETO AND THE
  CORPORATION WILL FURNISH TO A SHARHOLDER, ON DEMAND AND WITHOUT CHARGE, A
  FULL COPY OF THE TEXT OF (i) THE RIGHTS, PRIVELEGES, RESTRICTIONS AND
  CONDITIONS ATTACHED TO EACH CLASS AUTHORIZED TO BE ISSUED AND TO EACH SERIES
  INSOFAR AS THE SAME HAVE BEEN FIXED BY THE DIRECTORS, AND (ii) THE AUTHORITY
  OF THE DIRECTORS TO FIX THE RIGHTS, PRIVELEGES, RESTRICTIONS AND CONDITIONS
  OF SUBSEQUENT SERIES.