Exhibit 4.3


 


	
  NUMBER

  	
   

  	
  WARRANTS

  
	
  W-

  	
   

  	
   

  
	
  [SYMBOL]

  	
   

  	
   

  



 


THIS WARRANT
WILL BE VOID

IF REDEEMED OR NOT

EXERCISED PRIOR TO

5:00 P.M. NEW YORK
CITY TIME

ON                   , 2011


LUMAX
ACQUISITION CORP.


CUSIP


WARRANT


THIS CERTIFIES THAT, for value received
____________________________ is the registered holder of a Warrant or Warrants
expiring                 , 2011 or
earlier upon redemption (the “Warrant”) to purchase one fully paid and
non-assessable share of Common Stock, par value $0.0001 per share (“Shares”),
of Lumax Acquisition Corp., a Delaware corporation (the “Company”), for each
Warrant evidenced by this Warrant Certificate. 
The Warrant entitles the holder thereof to purchase from the Company,
commencing on the later of (i) the consummation by the Company of a
merger, capital stock exchange, asset acquisition or other similar business
combination (the “Business Combination Date”) and (ii)                 , 2008, such number of Shares
of the Company at the price of [$5.00/$6.00] per share, upon surrender of this
Warrant Certificate accompanied by the annexed duly executed exercise form and
payment of the warrant price at the office or agency of the Warrant Agent,
Continental Stock Transfer & Trust Company (such payment to be made by
check made payable to the Warrant Agent), but only subject to the conditions
set forth herein and in the Warrant Agreement between the Company and
Continental Stock Transfer & Trust Company (the “Warrant Agreement”).  [Solely in
the Warrants included in the Units issuable pursuant to the Underwriters Option
and in the Insider Warrants sold in the concurrent Private Placement:
In lieu of exercising the Warrant pursuant to the immediately preceding
sentence, [Solely in the Insider Warrants sold in the
concurrent Private Placement: in the event the Company calls the
Warrants for redemption] the Warrant holder shall have the right to require the
Company to convert the Warrant, in whole but not in part, into Shares, by
surrendering this Warrant Certificate accompanied by the annexed duly executed
exercise form, with the cashless exercise section completed, to the office or
agency of the Warrant Agent, subject to the conditions set forth herein and in
the Warrant Agreement.]  The Warrant
Agreement provides that upon the occurrence of certain events, the Warrant
Price and the number of Shares purchasable hereunder, set forth on the face
hereof, may, subject to certain conditions, be adjusted.  The term Warrant Price as used in this
Warrant Certificate refers to the price per Share at which Shares may be
purchased at the time the Warrant is exercised.


No fraction of a Share will be issued upon any exercise
of a Warrant.  If the holder of a Warrant
would be entitled to receive a fraction of a Share upon any exercise of a
Warrant, the Company shall, upon such exercise, round up or down to the nearest
whole number the number of Shares to be issued to such holder.











Upon any exercise of the Warrant for less than the total
number of full Shares provided for herein, there shall be issued to the
registered holder hereof or his assignee a new Warrant Certificate covering the
number of Shares for which the Warrant has not been exercised.


Warrant Certificates, when surrendered at the office or
agency of the Warrant Agent by the registered holder hereof in person or by
attorney duly authorized in writing, may be exchanged in the manner and subject
to the limitations provided in the Warrant Agreement, but without payment of
any service charge, for another Warrant Certificate or Warrant Certificates of
like tenor and evidencing in the aggregate a like number of Warrants.


Upon due presentment for registration of transfer of the
Warrant Certificate at the office or agency of the Warrant Agent, a new Warrant
Certificate or Warrant Certificates of like tenor and evidencing in the
aggregate a like number of Warrants shall be issued to the transferee in
exchange for this Warrant Certificate, subject to the limitations provided in
the Warrant Agreement, without charge except for any applicable tax or other
governmental charge.


The Company and the Warrant Agent may deem and treat the
registered holder as the absolute owner of this Warrant Certificate
(notwithstanding any notation of ownership or other writing hereon made by
anyone), for the purpose of any exercise hereof, of any distribution to the
registered holder and for all other purposes, and neither the Company nor the
Warrant Agent shall be affected by any notice to the contrary.


This Warrant does not entitle the registered holder to
any of the rights of a stockholder of the Company.


The Company reserves the right to redeem the Warrant, in
whole but not in part, at any time prior to its exercise, with a notice of
redemption in writing to the holders of record of the Warrant, giving
30 days’ notice of such redemption at any time after the Warrant becomes
exercisable if the last sale price of the Shares has been at least $8.50 per
share on each of 20 trading days within any 30 trading day period ending on the
third business day prior to the date on which notice of such redemption is
given. The redemption price of the Warrants is to be $0.01 per Warrant. Any
Warrant either not exercised or tendered back to the Company by the end of the
date specified in the notice of redemption shall be canceled on the books of
the Company and have no further value except for the $0.01 redemption price.


[Solely in the Insider
Warrants sold in the concurrent Private Placement: THE REGISTERED
HOLDER OF THIS WARRANT AND ANY SECURITIES ISSUED UPON EXERCISE HEREOF AGREES
NOT TO TRANSFER THESE WARRANTS OR ANY SUCH SECURITIES PRIOR TO THE 30TH DAY
FOLLOWING THE BUSINESS COMBINATION DATE.]


	
  By: LUMAX ACQUISITION CORP.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By: 

  	
   

  	
   

  	
  By:

  	
   

  
	
   

  	
  President

  	
   

  	
   

  	
  Secretary

  



 











EXERCISE FORM


Form to be used to exercise Warrant:


Lumax Acquisition Corp.

509 Madison Avenue, Suite 1510

New York, NY 10022


Date: __________, 20__


The undersigned hereby elects irrevocably to exercise all
of the within Warrants and to purchase              shares of Common Stock of Lumax Acquisition
Corp. and hereby makes payment of $_______ (at the rate of $______ per share of
Common Stock) in payment of the Warrant price pursuant thereto. Please issue
the Common Stock as to which the within Warrants are exercised in accordance
with the instructions given below.


or


[Solely in the Warrants
included in the Units issuable pursuant to the Underwriters Option and in the
Insider Warrants sold in the concurrent Private Placement:


The undersigned hereby elects irrevocably to convert its
right to purchase __________ shares of Common Stock purchasable under the
within Warrants by surrender of the unexercised portion of the attached
Warrants (with a “Value” of $_____ based on a “Current Market Price” of $                                less the
exercise price of $______). Please issue the shares of Common Stock as to which
the within Warrants are exercised in accordance with the instructions given
below.]


	
  

  	
  Signature

  	
   

  
	
   

  	
  Signature Guaranteed

  



 


	
  INSTRUCTIONS FOR REGISTRATION OF SECURITIES

  
	
   

  
	
  Name  

  	
   

  	
   

  
	
   

  	
  (Print
  in Block Letters)

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Address

  	
   

  	
   

  
	
   

  	
   

  
	
  Social
  Security or Tax Identification Number

  	
   

  



 


NOTICE: THE SIGNATURE TO THIS FORM MUST CORRESPOND
WITH THE NAME AS WRITTEN UPON THE FACE OF THE WITHIN WARRANT CERTIFICATE IN
EVERY PARTICULAR WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER,
AND MUST BE GUARANTEED BY A BANK, OTHER THAN A SAVINGS BANK, OR BY A TRUST
COMPANY OR BY A FIRM HAVING MEMBERSHIP ON A REGISTERED NATIONAL SECURITIES
EXCHANGE.











ASSIGNMENT


To Be Executed by the Registered Holder in Order
to Assign Warrants


For Value Received,______________ hereby sell, assign, and transfer unto


____________________________________________________________


(PLEASE TYPE OR PRINT NAME AND ADDRESS)


____________________________________________________________


(SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER)


 


	
  and be delivered to

  	
   

  	
   

  
	
   

  	
   

  	
  (PLEASE PRINT OR TYPE
  NAME AND ADDRESS)

  



 


of the Warrants represented by this Warrant Certificate, and hereby
irrevocably constitute and appoint                          Attorney to transfer
this Warrant Certificate on the books of the Company, with full power of
substitution in the premises.


 


	
  Dated:

  	
   

  	
   

  
	
   

  	
   

  	
  (SIGNATURE)

  



 


THE SIGNATURE TO THE ASSIGNMENT OF THE SUBSCRIPTION
FORM MUST CORRESPOND TO THE NAME WRITTEN UPON THE FACE OF THIS WARRANT
CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY
CHANGE WHATSOEVER, AND MUST BE GUARANTEED BY A COMMERCIAL BANK OR TRUST COMPANY
OR A MEMBER FIRM OF THE AMERICAN STOCK EXCHANGE, NEW YORK STOCK EXCHANGE,
PACIFIC STOCK EXCHANGE OR CHICAGO STOCK EXCHANGE.