ex4-2_1431443.htm


EXHIBIT 4.2


 



	  	  	  	  	  
	
            NUMBER

	
  

	  	
  

	
ORDINARY SHARES


	  	  	  
	 	
C

	
  

	  	
  

	  





 


AUSTRALIA ACQUISITION CORP.


 


INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS


 


ORDINARY SHARES


 


SEE REVERSE FOR


CERTAIN DEFINITIONS


 



	  	  	  	  	  
	
This Certifies that

	  	  	
  

	
CUSIP


	
is the owner of

	  	  	
  

	  





 


FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES WITH A PAR VALUE OF $.001 EACH OF


 


AUSTRALIA ACQUISITION CORP.


 


transferable on the register of members of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed. The Company will be forced to liquidate if it is unable to complete a business combination within certain required time periods, all as more fully described in the Company’s final prospectus dated                     , 2010.


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


Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized directors.


 


Dated:



 


 
















 



	  	  	  	  	  
	  	
  

	
 

	
  

	  
	
CHAIRMAN

	
  

	
  

	
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 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.




 




  





  











  






 


Australia Acquisition Corp.


 


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 ordinary shares represented thereby are issued and shall be held subject to all the provisions of the Memorandum and Articles of Association and all amendments thereto and resolutions of the Board of Directors providing for the issue 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.


 






	
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)


	  
	  
	
 


 


	
 


  


	
 


ordinary shares represented by the within Certificate.







 



	  
	  





 



	  	  	  
	 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).

	  	  





 


 




  





  











  






 


The holder(s) of this certificate shall be entitled to receive a pro-rata portion of funds from the trust account only in the event that the Company does not consummate a Business Transaction by [ ] [TWENTY-ONE MONTHS FROM THE DATE OF THE FINAL PROSPECTUS RELATING TO THE COMPANY’S INITIAL PUBLIC OFFERING] and the Company liquidates and distributes such funds to the holders of the Ordinary Share sold in its initial public offering, or if the holder(s) seek(s) to redeem for cash his, her or its respective Ordinary Shares in connection with a proposed Business Transaction. In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.