EX-4.2





 Exhibit 4.2 

SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE 

NUMBER SHARES 

GENERATION ASIA I ACQUISITION LIMITED INCORPORATED 

UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES 

SEE REVERSE FOR CERTAIN DEFINITIONS 

CUSIP G38258 102 

This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR
VALUE OF US$0.0001 EACH OF GENERATION ASIA I ACQUISITION LIMITED (THE “COMPANY”) subject to the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time, and transferable on
the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed. 
 The Company will
be forced to redeem all of its Class A ordinary shares if it is unable to complete a 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, all as more fully described in the Company’s final prospectus dated [•], 2021. 
 This certificate is
not valid unless countersigned by the Transfer Agent and registered by the Registrar. 
 Witness the facsimile signatures of its duly
authorized officers. 
  
  

			
	Dated:                                    
                                         
                                       	    	
		
	Cayman Islands	    	
		
	  
 Chief Executive Officer
	    	  
 Chief Financial
Officer














 GENERATION ASIA I ACQUISITION 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 shares represented thereby are issued and
shall be held subject to all the provisions of the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time, 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. 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
  

-                (Cust)
	  	 Custodian
  

(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 though not in the above list. 












 For value received, hereby sells, assigns and transfers unto 

(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER(S) OF ASSIGNEE(S)) 

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

Shares represented by the within Certificate, and does hereby irrevocably constitute and appoint Attorney to transfer the said shares on the
books of the within named Company with full power of substitution in the premises. 
  

			
	Dated:                                     
                                         
                                      	  	          

Shareholder
  

NOTICE: THE SIGNATURE(S) 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:
  

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 OR ANY SUCCESSOR RULE). 

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 its initial public offering only in the event that (i) the Company redeems the Class A
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 Class A 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) to modify the substance or timing of the Company’s obligation to allow redemptions in connection with the Company’s initial business combination or to redeem 100% of the Class A ordinary shares if it
does not complete its initial Business Combination within the time period required by the Company’s amended and restated memorandum and articles of association, as amended from time to time, or (B) with respect to any other provision
relating to shareholders’ rights or pre-initial business combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective Class A 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.