Exhibit 4.1


 


SPECIMEN UNIT CERTIFICATE


 


	NUMBER	UNITS U-


 


	
    SEE REVERSE FOR 

    CERTAIN 

    ABBREVIATIONS
	 	CARTICA ACQUISITION CORP	 	 


CUSIP G1995D 125


 


UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE
AND ONE-HALF OF ONE

 REDEEMABLE  


WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE


 


THIS CERTIFIES THAT is the owner of Units.


 


Each Unit (“Unit”) consists of one (1) Class A ordinary
share, par value $0.0001 per share (“Ordinary Shares”), of Cartica Acquisition Corp, a Cayman Islands exempted company (the
 “Company”), and one half (1/2) of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles
the holder to purchase one (1) Ordinary Share for $11.50 per share (subject to adjustment). Each Warrant will become exercisable thirty
(30) days after the Company’s completion of a merger, share exchange, asset acquisition, share purchase, reorganization or other
similar business combination with one or more businesses (each, a “Business Combination”), and will expire unless exercised
before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business
Combination, or earlier upon redemption or liquidation (the “Expiration Date”). The Ordinary Shares and Warrants comprising
the Units represented by this certificate are not transferable separately prior to [__], 2021, unless J.P. Morgan Securities LLC elects
to allow earlier separate trading, subject to the Company’s filing with the Securities and Exchange Commission of a Current Report
on Form 8-K containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the initial public offering
and issuing a press release announcing when separate trading will begin. No fractional warrants will be issued upon separation of the
Units and only whole warrants are exercisable. The terms of the Warrants are governed by a Warrant Agreement, dated as of [__], 2021,
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 One State Street, 30th Floor, New York, New York 10004, and are available
to any Warrant holder on written request and without cost.


 


Upon the consummation of the Business Combination, the Units represented
by this certificate will automatically separate into the Class A Ordinary Shares and Warrants comprising such Units.


 


This certificate is not valid unless countersigned by the Transfer
Agent and Registrar of the Company.


 


This certificate shall be governed by and construed in accordance with
the internal laws of the State of New York.


 


Witness the facsimile signatures of its duly authorized officers.


 


	Dated:	 	 	 	 
	 	 	 	 	 
	By	 	 	 	 
	 	 	Chief Executive Officer	 	Chief Financial Officer


 






    


     


    

 


CARTICA ACQUISITION CORP


 


The Company will furnish without charge to each unitholder who so requests,
a statement of 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.


 


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	 
	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	(Cust)	 	(Minor)
	 	 	 	 	 	 
	TEN 

ENT	—	 	as tenants by the entireties	 	 	 	 	under Uniform Gifts to Minors Act
	 	 	 	 	 	 	 	 	(State)
	 	 	 	 	 	 	 	 
	JT TEN	—	 	as joint tenants with right of survivorship and not as tenants in common	 	 	 	 	 	 	 


 


Additional abbreviations may also be used although
not in the above list. 


 


For value received, hereby sells, assigns and transfers unto


 


PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING
NUMBER OF ASSIGNEE


 


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


 


Units represented by the within Certificate, and do hereby irrevocably
constitute and appoint Attorney to transfer the said Units on the books of the within named Company with 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) MUST 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 OR ANY SUCCESSOR RULES).


 


In each case, as more fully described in the Company’s
final prospectus dated [__], 2021, the holder(s) of this certificate shall be entitled to receive a pro-rata portion of certain
funds held in the trust account established in connection with the Company’s initial public offering only in the event that
(i) the Company redeems the Ordinary Shares sold in its initial public offering and liquidates because it does not consummate an
initial business combination within the period of time set forth in the Company’s amended and restated memorandum and articles
of association, as the same may be amended from time to time, (ii) the Company redeems the Ordinary Shares sold in its initial
public offering in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of
association (A) that would modify the substance or timing of the Company’s obligation to provide holders of the Ordinary
Shares the right to have their shares redeemed in connection with the Company’s initial business combination or to redeem 100%
of the Ordinary Shares if the Company does not complete its initial business combination within the time period set forth therein or
(B) with respect to any other provision relating to the rights of holders of the Ordinary Shares, or (iii) if the holder(s) seek(s)
to redeem for cash his, her or its respective Ordinary Shares in connection with a tender offer (or proxy solicitation, solely in
the event the Company seeks shareholder approval of the proposed initial business combination) setting forth the details of a
proposed initial business combination. In no other circumstances shall the holder(s) have any right or interest of any kind in or to
the trust account.