Exhibit 4.5 


 





SPECIMEN ORDINARY SHARE CERTIFICATE


 


	NUMBER	SHARES


 


TH INTERNATIONAL LIMITED


INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS


 


ORDINARY SHARES


 


SEE REVERSE FOR


CERTAIN DEFINITIONS


CUSIP [●]


  


This Certifies that               is the owner of


 


FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES
OF THE PAR VALUE OF US$[●] EACH OF TH INTERNATIONAL 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. 


 


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:		 	 	 
	 	 	 	 
	Chairman	 	Chief Executive Officer	 
	 	 	 	 
	 	 	 	 




 


 



     


     


    




  


TH INTERNATIONAL 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 issuance of securities (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	—	 	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 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))


 


Ordinary Shares represented by the within certificate,
and does hereby irrevocably constitute and appoint


 


Attorney to transfer the said Ordinary 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).