Exhibit 4.1


 


SPECIMEN UNIT CERTIFICATE


NUMBER UNITS U-


Capitalworks Emerging Markets Acquisition
Corp


SEE REVERSE FOR


CERTAIN


	DEFINITIONS	 	CUSIP
                                            [__________]



 


UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE
AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER 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 Capitalworks Emerging Markets 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 on the later of (i) 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 (ii) twelve (12) months from the closing of the Company’s initial public offering, 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 will begin separate trading on [_____], unless Barclays Capital Inc. 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 1 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 registered by the 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.


 


		 	 
	Name:	 	Name:
	Title:	 	Title:



 






    


     


    

 


Capitalworks Emerging Markets 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____________
	TEN ENT	— as tenants in common	 	(Cust)                                 (Minor)
	JT TEN	— as joint tenants with right of survivorship and not	 	
	 	as tenants in common	 	Under Uniform Gifts to Minors Act
	 	 	 	(State)



 


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 OF ASSIGNEE)


 


 


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


 


		 



Units represented by the within Certificate, and does 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) to 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 pre-initial business combination activity, or (iii) if the holder(s) seek(s)
to redeem for cash his, her, its or their 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.