Blueprint





 







Exhibit 4.2



 


	


           NUMBER

	
 

	


SHARES                    








 



            C    



 



BIG ROCK PARTNERS ACQUISITION CORP.



INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE



COMMON STOCK



 



SEE REVERSE FOR



CERTAIN DEFINITIONS



 


	


This Certifies that

	
 

	


CUSIP 089482 103


	


is the owner of

	
 

	
 








 



FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.001
EACH



OF THE COMMON STOCK OF



 



BIG ROCK PARTNERS ACQUISITION CORP.



 



transferable on the books of the Corporation in person or by duly
authorized attorney upon surrender of this certificate properly
endorsed. The Corporation will be forced to liquidate if it is
unable to complete an initial business combination within the
period of time as set forth in the Corporation’s Amended and
Restated Certificate of Incorporation, as the same may be amended
from time to time, all as more fully described in the
Corporation’s final prospectus
dated                     ,
2017



 



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



 



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



 


	


Dated:

	
 

	
 

	
 

	
 


	
 

	
 

	
 

	
 

	
 


	


CHAIRMAN

	
 

	


[INSERT SEAL HERE]

	
 

	


SECRETARY








 



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 of survivorship

	


under Uniform Gifts to Minors

	
 

	
 


	
 

	
 

	


and not as tenants in common

	


Act

	
 

	
 

	
 

	
 

	
 


	
 

	
 

	
 

	
 

	


              (State)

	
 

	
 

	
 

	
 








 



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


 




 








 







 



Big Rock Partners Acquisition Corp.



 



The Corporation will furnish without charge to each stockholder who
so requests the powers, designations, preferences and relative,
participating, optional or other special rights of each class of
stock or series thereof of the Corporation 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
Certificate of Incorporation and all amendments thereto and
resolutions of the Board of Directors providing for the issue of
shares of Preferred Stock (copies of which may be obtained from the
secretary of the Corporation), to all of which the holder of this
certificate by acceptance hereof assents.



 



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 capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint



 


	
 

	
 

	


Attorney








to transfer the said stock on the books of the within named
Corporation will 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) SHOULD 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).

	
 








 



The holder(s) of this certificate shall be entitled to receive a
pro-rata portion of the funds from the trust account only in the
event that (i) the Corporation is forced to liquidate because it
does not consummate an initial business combination within the
period of time set forth in the Corporation’s Amended and
Restated Certificate of Incorporation, as the same may be amended
from time to time (the “Charter”) or (ii) if the holder
seeks to convert his shares upon consummation of, or sell his
shares in a tender offer in connection with, an initial business
combination or in connection with certain amendments to the
Charter. In no other circumstances shall the holder(s) have any
right or interest of any kind in or to the trust
account.