Exhibit 4.2


  


	 	 	 
	NUMBER	 	SHARES


LIV
CAPITAL ACQUISITION CORP.


 


INCORPORATED
UNDER THE LAWS OF THE CAYMAN ISLANDS


 


CLASS
A ORDINARY SHARES 


 


SEE
REVERSE FOR 


 


CERTAIN
DEFINITIONS 


 


	 	 	 
	This Certifies that is the owner of	 	CUSIP
    [●]


 





FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR
VALUE OF US$0.0001 EACH OF 


LIV
CAPITAL ACQUISITION CORP.


 


(THE
“COMPANY”)


 


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 redeem all of its Class A ordinary shares if it is unable to complete a business combination by a
date calculated by reference to the Company’s amended and restated memorandum and articles of association, all as more
fully described in the Company’s final prospectus dated [●], 2019.


 


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 officers.


 


Dated:



 


	 	 	 	 
	 	 	 	 
	CHIEF EXECUTIVE
    OFFICER	 	 	 
	 	 	 	 
	 	 	 	 




    	 



    	 



    

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.


 


LIV
CAPITAL 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 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 and all amendments thereto
and resolutions of the Company’s 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(S))
	 
	 


(PLEASE
PRINT OR TYPEWRITE NAME AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))


 


	 	 	 
	 	 	shares


represented
by the within Certificate, and does hereby irrevocably constitute and appoint 


 


_________________________________________________________________________________________Attorney
to transfer the said shares on the register of members 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) (OR ANY SUCCESSOR RULE) UNDER THE SECURITIES





EXCHANGE
ACT OF 1934, AS AMENDED).



 


 


In
each case, as more fully described in the Company’s final prospectus dated [●], 2019, 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 by a
date calculated by reference to the Company’s amended and restated memorandum and articles of association, (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 (a) to modify the substance or timing
of the Company’s obligation to redeem 100% of the Class A ordinary shares if it does not consummate an initial
business combination by a date calculated by reference to the Company’s amended and restated memorandum and articles of association
or (b) with respect to any other provision relating to shareholders’ rights or pre-initial business combination
activity, 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.