Exhibit 4.1


METHES
ENERGIES INTERNATIONAL LTD.    CUSIP ------------

SEE REVERSE FOR CERTAIN RESTRICTIONS


INCORPORATED
UNDER THE LAWS OF THE STATE OF NEVADA


THIS CERTIFIES THAT 


IS THE OWNER OF


FULLY
PAID AND NONASSESSABLE SHARES OF COMMON STOCK, $.001 PAR VALUE OF


	
  

 	
  

 	
  

 
	

 


 	
   METHES ENERGIES INTERNATIONAL LTD.  

 	

 


 



transferable
only on the books of the Corporation by the holder hereof in person or by duly
authorized Attorney upon surrender of this certificate properly endorsed. This
certificate is not valid until Countersigned by the Transfer Agent and
Registrar.


WITNESS the
facsimile seal of the Corporation and the facsimile signatures of its duly
authorized officers.


Dated:


	
  

 	
  

 	
  

 
	
  

 	
 FACSIMILE SEAL

 	
  

 
	
  

 	
 TO APPEAR HERE



 	
  

 
	
 FACSIMILE SIGNATURE



 	
  

 	
 FACSIMILE SIGNATURE


 
	
 SECRETARY

 	
  

 	
 CHAIRMAN

 


COUNTERSIGNED
AND REGISTERED:

QUICKSILVER STOCK TRANSFER, LLC

TRANSFER AGENT AND REGISTRAR


	
  

 	
  

 	
  

 
	
 BY:

 	
 AUTHORIZED SIGNATURE

 	
  

 









METHES
ENERGIES INTERNATIONAL LTD.


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

 	
 under Uniform Gifts to Minors

 
	
  

 	
  

 	
 of
 survivorship and not as

 	
 Act

 
	
  

 	
  

 	
 tenants
 in common

 	
 ____________________________________________

 
	
  

 	
  

 	
  

 	
 (State)

 
	
  

 
	
  

 	
  

 	
  

 	
 UNIF
 TRF MIN ACT- ___________________ Custodian (until age __________)

 
	
  

 	
  

 	
  

 	
                                                    (Cust)

 
	
  

 
	
  

 	
  

 	
  

 	
 ___________________________ under Uniform
 Transfers

 
	
  

 
	
  

 	
  

 	
  

 	
                                                          (Minor)

 
	
  

 	
  

 	
  

 	
 to Minors Act
 ___________________________________

 
	
  

 	
  

 	
  

 	
                                      (State)

 


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


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


Shares


of the Common Stock represented by the within Certificate, and do(es)
hereby irrevocably constitute and appoint


Attorney


to transfer the said stock on the books of the within named Corporation
with full power of substitution in the premises.


	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
 Dated

 	
  

 	
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 X

 	
  

 
	
  

 	
  

 	
  

 	

 


 	
  

 


NOTICE: THE
SIGNATURE(S) TO THIS

ASSIGNMENT MUST CORRESPOND WITH

THE NAME(S) AS WRITTEN UPON THE

FACE OF THE CERTIFICATE IN EVERY

PARTICULAR WITHOUT ALTERATION OR

ENLARGEMENT OR ANY CHANGE

WHATEVER.


SIGNATURES GUARANTEED:


By

  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.