SPECIMEN UNIT CERTIFICATE


 


	     NUMBER	UNITS
	U- ___________	 


 


	SEE REVERSE FOR	 
	CERTAIN	 
	DEFINITIONS	 


 


	 	CHARDAN METROPOL ACQUISITION CORP.	CUSIP ___________


 


UNITS CONSISTING OF ONE (1) SERIES A SHARE
AND ONE (1) WARRANT TO PURCHASE


ONE (1) ORDINARY SHARE


 


	THIS CERTIFIES THAT 	 
	is the owner of	 	  Units.
	 	 	 	 


 Each Unit (“Unit”) consists
of one (1) Series A Share, par value $0.0001 per share (“Series A Share”), of CHARDAN METROPOL ACQUISITION CORP.,
a British Virgin Islands company (the “Company”), and one (1) warrant (the “Warrant”). Each Warrant entitles
the holder to purchase one (1) ordinary share, par value $0.0001 per share (“ordinary shares”) for $10.00 per ordinary
share (subject to adjustment).  Each Warrant will become exercisable on the later of (i) the consolidation of each series
ordinary shares into one class of ordinary shares after consummation of an initial acquisition transaction or post-acquisition
tender offer, as the case may be, and (ii) ____________, 2013 [ONE YEAR FROM THE DATE OF THE IPO PROSPECTUS], and will expire
unless exercised before 5:00 p.m., New York City Time, on ____________, 2017, or the date of the Company's dissolution and winding
up of the Company, or earlier upon redemption (the “Expiration Date”). The Series A Shares and Warrants comprising
the Units represented by this certificate will begin separate trading 50 days after the date of the prospectus covering these
securities (the “Prospectus”) or upon the announcement by the underwriters of the Company’s initial public offering
of the decision to allow earlier trading; provided, however, in no event will the representative allow separate trading of the
Series A Shares and Warrants until the Company files an audited balance sheet with the Securities and Exchange Commission reflecting
the Company’s receipt of the gross proceeds of the offering and issues a press release announcing when such separate trading
will begin.  The terms of the Warrants are governed by a Warrant Agreement, dated as of _______, 2012, 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 Continental Stock Transfer & Trust Company, 17 Battery Place,
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 Registrar of the Company. This Unit shall be governed and construed in accordance
with the internal laws of the State of New York, without regard to conflicts of laws principles thereof.


 


We may not cancel the units at any time
unless and until (i) we do not consummate our initial acquisition transaction within the allotted time period and are required
to dissolve and liquidate the trust account, (ii) we have completed an acquisition transaction prior to a post-acquisition tender
offer or (iii) we have otherwise consummated an acquisition and our trust account has been liquidated.


 


Witness the facsimile seal of the Company and the facsimile
signature of its duly authorized officers.


 


	  By  	 	 	 
	 	Chief Executive Officer	 	Secretary


 


CHARDAN METROPOL ACQUISITION CORP.


CORPORATE


SEAL


2012


BRITISH VIRGIN ISLANDS


 


 



    	 



    	 



    
 


CHARDAN METROPOL 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 stock 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


TEN ENT  -  as tenants by the
entireties


JT TEN  -  as joint tenants with
right of survivorship


and not as tenants in common


 


	UNIF GIFT MIN ACT -	 	Custodian	 	 
	 	(Cust)	 	(Minor)	 
	 	under Uniform Gifts to Minors	 
	 	Act	 
	 	 	(State)	 
	 	 	 	 	 	 	 





Additional Abbreviations may also be used though not in the
above list.


 


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)
	 
	 
	 	 Units
	represented by the within Certificate, and do hereby irrevocably constitute and appoint
	 	  Attorney
	to transfer the said Units on the books of the within named Company will 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).


 


The holder of this certificate shall be entitled to receive
funds from the trust account only in the event of (i) the Company’s liquidation upon a failure to consummate an initial acquisition
transaction within the allotted time, (ii) liquidation of the trust account upon a failure to commence or complete a post-acquisition
tender offer within the allotted time, or (iii) if the holder seeks to convert his respective shares into cash in connection with
an initial acquisition transaction which is actually consummated.  In no other circumstances shall the holder have any
right or interest of any kind in or to the trust account.


  



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