UK Wisdom Ltd - FORM S-1 - EX-4.3 - SPECIMEN RIGHT CERTIFICATE - June 4, 2021

Attached files

file filename
EX-10.5 - FORM OF REGISTRATION RIGHTS AGREEMENT AMONG THE REGISTRANT AND THE INITIAL SHARE - UK Wisdom Ltdfs12021ex10-5_ukwisdom.htm
S-1 - REGISTRATION STATEMENT - UK Wisdom Ltdfs12021_ukwisdom.htm
EX-99.7 - CONSENT OF QINGYOU GUAN - UK Wisdom Ltdfs12021ex99-7_ukwisdom.htm
EX-99.6 - CONSENT OF ALBERT LYU - UK Wisdom Ltdfs12021ex99-6_ukwisdom.htm
EX-99.5 - CONSENT OF WENBING CHRIS WANG - UK Wisdom Ltdfs12021ex99-5_ukwisdom.htm
EX-99.4 - CONSENT OF ZHUANGKUN HE - UK Wisdom Ltdfs12021ex99-4_ukwisdom.htm
EX-99.3 - FORM OF COMPENSATION COMMITTEE CHARTER - UK Wisdom Ltdfs12021ex99-3_ukwisdom.htm
EX-99.2 - FORM OF NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER - UK Wisdom Ltdfs12021ex99-2_ukwisdom.htm
EX-99.1 - FORM OF AUDIT COMMITTEE CHARTER - UK Wisdom Ltdfs12021ex99-1_ukwisdom.htm
EX-23.1 - CONSENT OF MARCUM BERNSTEIN & PINCHUK LLP - UK Wisdom Ltdfs12021ex23-1_ukwisdom.htm
EX-14.1 - FORM OF CODE OF BUSINESS CONDUCT AND ETHICS OF THE REGISTRANT - UK Wisdom Ltdfs12021ex14-1_ukwisdom.htm
EX-10.8 - FORM OF ADMINISTRATIVE SERVICES AGREEMENT, BY AND BETWEEN THE REGISTRANT AND AN - UK Wisdom Ltdfs12021ex10-8_ukwisdom.htm
EX-10.7 - SECURITIES SUBSCRIPTION AGREEMENT, DATED MARCH 30, 2021, BETWEEN THE REGISTRANT - UK Wisdom Ltdfs12021ex10-7_ukwisdom.htm
EX-10.6 - FORM OF SUBSCRIPTION AGREEMENT BETWEEN THE REGISTRANT AND THE SPONSOR WITH RESPE - UK Wisdom Ltdfs12021ex10-6_ukwisdom.htm
EX-10.4 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN AMERICAN STOCK TRANSFER & - UK Wisdom Ltdfs12021ex10-4_ukwisdom.htm
EX-10.3 - FORM OF LETTER AGREEMENT AMONG THE REGISTRANT, MAXIM GROUP LLC AND THE REGISTRAN - UK Wisdom Ltdfs12021ex10-3_ukwisdom.htm
EX-10.2 - PROMISSORY NOTE, DATED MARCH 30, 2021, ISSUED TO THE SPONSOR - UK Wisdom Ltdfs12021ex10-2_ukwisdom.htm
EX-10.1 - FORM OF INDEMNITY AGREEMENT BETWEEN THE REGISTRANT AND EACH OF ITS DIRECTORS AND - UK Wisdom Ltdfs12021ex10-1_ukwisdom.htm
EX-5.2 - OPINION OF LATHAM & WATKINS LLP - UK Wisdom Ltdfs12021ex5-2_ukwisdom.htm
EX-5.1 - OPINION OF MAPLES AND CALDER (HONG KONG) LLP - UK Wisdom Ltdfs12021ex5-1_ukwisdom.htm
EX-4.5 - FORM OF UNIT PURCHASE OPTION BETWEEN THE REGISTRANT AND MAXIM GROUP LLC - UK Wisdom Ltdfs12021ex4-5_ukwisdom.htm
EX-4.4 - FORM OF RIGHTS AGREEMENT BETWEEN AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC AN - UK Wisdom Ltdfs12021ex4-4_ukwisdom.htm
EX-4.2 - SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE - UK Wisdom Ltdfs12021ex4-2_ukwisdom.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - UK Wisdom Ltdfs12021ex4-1_ukwisdom.htm
EX-3.1 - MEMORANDUM AND ARTICLES OF ASSOCIATION - UK Wisdom Ltdfs12021ex3-1_ukwisdom.htm

Exhibit 4.3

 

NUMBER

 

[                       ]   RIGHTS

 

UK WISDOM LIMITED

 

INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS

 

RIGHT

 

SEE REVERSE FOR

CERTAIN DEFINITIONS

 

CUSIP G8717L 129

 

THIS CERTIFIES THAT, for value received

 

is the registered holder of a right or rights (each, a “Right”) to automatically receive one-tenth of one Class A ordinary share, par value $0.0001 per share (“Ordinary Share”), of UK Wisdom Limited (the “Company”) for each Right evidenced by this Rights Certificate on the Company’s completion of an initial business combination (as defined in the prospectus relating to the Company’s initial public offering (“Prospectus”)) upon surrender of this Right Certificate pursuant to the Rights Agreement between the Company and American Stock Transfer & Trust Company, LLC, as Rights Agent. In no event will the Company be required to net cash settle any Right or issue a fractional Ordinary Share.

 

Upon liquidation of the Company in the event an initial business combination is not consummated during the required period as identified in the Company’s Amended and Restated Memorandum and Articles of Association, the Right shall expire and be worthless. The holder of a Right shall have no right or interest of any kind in the Company’s trust account (as defined in the Prospectus).

 

Upon due presentment for registration of transfer of the Right Certificate at the office or agency of the Rights Agent, a new Right Certificate or Right Certificates of like tenor and evidencing in the aggregate a like number of Rights shall be issued to the transferee in exchange for this Right Certificate, without charge except for any applicable tax or other governmental charge. The Company shall not issue fractional shares upon exchange of Rights. The Company reserves the right to deal with any fractional entitlement at the relevant time in any manner (as provided in the Rights Agreement).

 

The Company and the Rights Agent may deem and treat the registered holder as the absolute owner of this Right Certificate (notwithstanding any notation of ownership or other writing hereon made by anyone), for the purpose of any conversion hereof, of any distribution to the registered holder, and for all other purposes, and neither the Company nor the Right Agent shall be affected by any notice to the contrary.

 

This Right does not entitle the registered holder to any of the rights of a shareholder of the Company. This Right shall be governed by and construed in accordance with the internal laws of the State of New York, without regard to conflicts of laws principles thereof.

 

Dated:

 

 

 

 

     
Director   Chief Executive Officer
     

 

American Stock Transfer & Trust Company, LLC, as Rights Agent

 

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 – as tenants in common     UNIF GIFT MIN ACT - __________ Custodian __________
TEN ENT – as tenants by the entireties                                                    (Cust)                      (Minor)
JT TEN – as joint tenants with right of survivorship under Uniform Gifts to Minors
and not as tenants in common Act __________
  (State)
Additional Abbreviations may also be used though not in the above list.
   

 

 

 

 

UK Wisdom Limited

 

The Company will furnish without charge to each shareholder who so requests the powers, designations, preferences and relative, participating, optional or other special rights of each class of shares or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate and the rights represented thereby are issued and shall be held subject to all the provisions of the Rights Agreement, the Memorandum and Articles of Association and all amendments thereto and resolutions of the Board of Directors providing for the issue of Class A Ordinary Shares (copies of which may be obtained from the secretary of the Company), to all of which the holder of this certificate by acceptance hereof assents.

 

For value received, ___________________________ hereby sell, assign and transfer unto

 

PLEASE INSERT SOCIAL SECURITY OR OTHER

IDENTIFYING NUMBER OF ASSIGNEE

 

   

 

 

 

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)

 

 
 
rights

represented by the within Certificate, and do hereby irrevocably constitute and appoint

Attorney

to transfer said rights on the books of the within named Company will full power of substitution in the premises.

 

Dated _____________________

 

 

   
Notice: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.

 

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).

 

The holder of this certificate shall have no right or interest of any kind in or to the funds held in the Company’s trust account (as defined in the Prospectus).