SPECIMEN
ORDINARY SHARE CERTIFICATE

     

    
      	
              NUMBER

            	
              SHARES

            
	 
      	 
      
	
              OS
      - _________

            	 
      


    

     

    S.E.
ASIA EMERGING MARKET CO., LTD

     

    INCORPORATED
UNDER THE LAWS OF THE BRITISH VIRGIN ISLANDS

     

    ORDINARY
SHARES

     

    SEE
REVERSE FOR

    CERTAIN
DEFINITIONS

     

    
      	
              THIS
      CERTIFIES THAT

            	
              CINS
      [   ]                  

            
	 
      	 
      
	
              IS
      THE OWNER OF

            	 
      


    

     

    FULLY
PAID AND NON-ASSESSABLE ORDINARY SHARES OF NO PAR VALUE


     

    S.E.
ASIA EMERGING MARKET CO., LTD

    


    transferable
on the books of  S.E. ASIA EMERGING MARKET CO., LTD (the
“Company”) in person or by duly authorized attorney upon surrender of this
certificate properly endorsed. In the event that the Company does not consummate
a Business Combination by [●] [24 MONTHS FROM THE DATE OF THE FINAL PROSPECTUS
RELATING TO THE COMPANY’S INITIAL PUBLIC OFFERING], the Company is required to
liquidate the trust account into which a substantial amount of the net proceeds
of the Company’s initial public offering were placed, and the holder(s) of this
certificate for ordinary shares (“Ordinary Shares”) shall be entitled to receive
a pro-rata portion of funds from such trust account. This certificate is not
valid unless countersigned by the Transfer Agent and registered by the
Registrar. Witness the seal of the Company and the facsimile signatures of its
duly authorized officers.

    


    Dated:

    


    S.E.
ASIA EMERGING MARKET CO., LTD

    


    BRITISH
VIRGIN ISLANDS

    SEAL

    2010

    


    AUTHORIZED
OFFICER

    


    


    (Signature)

    CHIEF
EXECUTIVE OFFICER


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    

     

    (Seal)

    


    (Signature)

    SECRETARY


    


    COUNTERSIGNED
AND REGISTERED:

    CONTINENTAL
STOCK TRANSFER & TRUST COMPANY

    TRANSFER
AGENT AND REGISTRAR

    BY:


    


    (Reverse
of Certificate)


     

    S.E.
ASIA EMERGING MARKET CO., LTD

    


    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
or series thereof of the Company and the qualifications, limitations, or
restrictions of such preferences and/or rights. This certificate and the shares
represented hereby are issued and shall be held subject to all the provisions of
the 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

    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(s), assign(s) and transfer(s) unto

    


    PLEASE
INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF
ASSIGNEE(S)


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    

    

      
        

      

    

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

    


    
      

    

     

    
      

    

    shares of
the capital stock represented by the within Certificate, and do hereby
irrevocably constitutes and appoints

     

    
      

    

    Attorney
to transfer the said stock on the books of the within named Company with full
power of substitution in the premises.

    


    Dated:

    


    
      

    

    NOTICE:
THE SIGNATURE(S) 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:


    


    
      
        
          	
                  By

                	 
      


        

      

    

    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(s) of this certificate shall be entitled to receive a pro-rata portion of
funds from the trust account only in the event that the Company liquidates the
trust account because it does not consummate a Business Combination by [●] [24
MONTHS FROM THE DATE OF THE FINAL PROSPECTUS RELATING TO THE COMPANY’S INITIAL
PUBLIC OFFERING]. In no other circumstances shall the holder(s) have any right
or interest of any kind in or to the trust account.