Attached files
NUMBER
U-__________
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UNITS
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SEE
REVERSE FOR
CERTAIN
DEFINITIONS
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CHINA
RESOURCES DEVELOPMENT INC.
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CUSIP
G2114T 108
UNITS
CONSISTING OF ONE ORDINARY SHARE AND ONE WARRANT TO PURCHASE ONE ORDINARY
SHARE
THIS
CERTIFIES THAT
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is
the owner of
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Units.
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Each Unit
(“Unit”) consists of one (1) ordinary share, par value $.001 per share
(“Ordinary Share”), of China Resources Development Inc., a Cayman Islands
corporation (the “Company”), and one warrant (the “Warrants”). Each
Warrant entitles the holder to purchase one (1) Ordinary Share for $11.50 per
share (subject to adjustment). Each Warrant will become exercisable
on the Company’s completion of an initial merger, share exchange, asset
acquisition, share purchase, recapitalization, reorganization or other similar
business combination with one or more businesses or entities (a “Business
Combination”) and will expire unless exercised before 5:00 p.m., New York City
Time, five years after the completion of a Business Combination, or earlier upon
redemption (the “Expiration Date”). The Ordinary Shares and Warrants
comprising the Units represented by this certificate are not transferable
separately prior to five trading days following the earlier to occur of the
expiration or termination of the underwriters’ over-allotment option in the
Company’s initial public offering or its exercise in full. The terms
of the Warrants are governed by a Warrant Agreement, dated as of _______, 2011,
between the Company and Continental Stock Transfer & Trust Company, as
Warrant Agent, and are subject to the terms and provisions contained therein,
all of which terms and provisions the holder of this certificate consents to by
acceptance hereof. Copies of the Warrant Agreement are on file at the
office of the Warrant Agent at 17 Battery Place, New York, New York 10004, and
are available to any Warrant holder on written request and without
cost.
This
certificate is not valid unless countersigned by the Transfer Agent and
Registrar of the Company.
Witness
the facsimile seal of the Company and the facsimile signatures of its duly
authorized officers.
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By | |||||
Chairman
of the Board
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Secretary
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China
Resources Development Inc.
The Company will furnish without charge
to each shareholder who so requests, a statement of the powers, designations,
preferences and relative, participating, optional or other special rights of
each class of stock or series thereof of the Company and the qualifications,
limitations, or restrictions of such preferences and/or rights.
The
following abbreviations, when used in the inscription on the face of this
certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN
COM –
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as
tenants in common
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UNIF
GIFT MIN ACT - _____ Custodian ______
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TEN
ENT –
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as
tenants by the entireties
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(Cust)
(Minor)
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JT
TEN –
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as
joint tenants with right of survivorship
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under
Uniform Gifts to Minors
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and
not as tenants in common
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Act
______________
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(State)
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Additional
Abbreviations may also be used though not in the above list.
For
value received, ___________________________ hereby sell, assign and transfer
unto
PLEASE
INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING
NUMBER OF ASSIGNEE
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(PLEASE
PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF
ASSIGNEE)
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Units
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represented
by the within Certificate, and do hereby irrevocably constitute and
appoint
Attorney
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to
transfer the said Units on the books of the within named Company will full power
of substitution in the premises.
Dated
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Notice:
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The
signature to this assignment must correspond with the name as written upon
the face of the certificate in every particular, without alteration or
enlargement or any change whatever.
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Signature(s)
Guaranteed:
THE
SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION
(BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH
MEMBERSHIP
IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT
TO S.E.C. RULE 17Ad-15).
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