Exhibit 4.2


 


	NUMBER	SHARES
	C-	 


 


SEE REVERSE FOR CERTAIN DEFINITIONS


 


CUSIP [ ]


 


CHAVANT CAPITAL ACQUISITION CORP.


 


INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS 


ORDINARY SHARES


 


THIS CERTIFIES THAT                          is the
owner of                   fully paid and non-assessable ordinary shares, par value $0.0001 per share (each, an “Ordinary Share”),
of Chavant Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), 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 of the Company.


 


Witness the facsimile signature
of a duly authorized signatory of the Company.


 


	
    Authorized Signatory

    
	 	 	 	Transfer Agent
	 	 	 	 	 





 






    


     


    

 


Chavant Capital Acquisition Corp.


 


The Company will furnish without
charge to each shareholder who so requests, a statement of the powers, designations, preferences and relative, participating, optional
or other special rights of each class of equity 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 Amended and Restated Memorandum and Articles of Association of the Company 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.


 


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
	JT TEN	—	as joint tenants with right of survivorship and not as tenants in common	 	 	 	
    _____________________________

    (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(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 do 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 


 


	 	 	 
	 	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 EXCHANGE ACT OF 1934, AS AMENDED (OR ANY SUCCESSOR RULE)). 	 





 






    


     


    

 


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 (the “Charter”), (ii) the Company redeems the Ordinary Shares sold in its initial public offering
properly submitted in connection with a stockholder vote to approve an amendment to the Charter to modify the substance or timing of the
Company’s obligation to redeem 100% of the Ordinary Shares if it does not consummate an initial business combination within the
period of time set forth in the Charter or with respect to any other material provisions relating to stockholders’ rights or pre-initial
business combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective shares of Ordinary Shares
in connection with a tender offer (or proxy solicitation, solely in the event the Company seeks stockholder 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.