Exhibit 4.3


 


	 	NUMBER UNITS U-
	SEE REVERSE FOR CERTAIN DEFINITIONS	CUSIP G3194F 125


 


EUROPEAN SUSTAINABLE GROWTH ACQUISITION
CORP.


UNITS CONSISTING OF ONE CLASS A ORDINARY
SHARE AND ONE-HALF OF ONE

WARRANT 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, of par value $0.0001 per share
(“Ordinary Shares”), of European Sustainable Growth Acquisition Corp., a Cayman Islands exempted
company (the “Company”), and one-half of one (1) warrant (the “Warrant”).
Each whole Warrant entitles the holder to purchase one Ordinary Share (subject to adjustment) for $11.50 per share (subject
to adjustment). Each Warrant will become exercisable on the date that is 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 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 Ordinary Shares and Warrants comprising the Units represented by this
certificate are not transferable separately prior to  , 2021, unless EarlyBirdCapital, Inc. elects to allow
separate trading earlier, subject to the Company’s filing of a Current Report on Form 8-K with the U.S. Securities and
Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of its
initial public offering and issuing a press release announcing when separate trading will begin. 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 One State Street, New York, New York 10004, and are available to any Warrant holder on written request
and without cost.


 


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


 


This certificate shall be governed by and
construed in accordance with the internal laws of the State of New York.


 


Witness the facsimile signature of its duly
authorized officers.


 


	 	 	 
	Co-Chief Executive Officer	 	Secretary


 


	CONTINENTAL STOCK TRANSFER

& TRUST COMPANY	 	 
	 	 	 
	Name:	 	 
	Title:	 	 


 




     


     


    

 


European Sustainable Growth 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	 	 
	 	 	 	 	 	 	 	 	 	 	(Cust)	 	 	 	(Minor)
	TEN ENT	 	—	 	as tenants by the entireties	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Under Uniform Gifts to Minors
	JT TEN	 	—	 	as joint tenants with right of survivorship and not as tenants in common	 	 	 	 	 	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 hereby irrevocably constitutes and appoints ___________ 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 UNDER THE SECURITIES ACT OF 1933, AS AMENDED).	 	 


 


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 time period set forth in the Company’s amended and restated memorandum and articles of association
all as more fully described in the Company’s final prospectus dated, 2021, (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 to modify the substance and timing of the Company’s obligation to redeem 100% of the
Class A ordinary shares if it does not consummate and initial business combination within the time period set forth in the Company’s
amended and restated memorandum and articles of association all as more fully described in the Company’s final prospectus
dated  , 2021, 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.