Specimen Redeemable Warrant Certificate




 Exhibit 4.3 
  

SPECIMEN WARRANT CERTIFICATE 
  

					
	 NUMBER
	 	(SEE REVERSE LEGEND)	 	WARRANTS

  
 (THIS WARRANT WILL BE
VOID IF NOT EXERCISED PRIOR 
 TO 5:00 P.M. NEW YORK CITY TIME,
                    , 200   
  
 SHANGHAI CENTURY ACQUISITION CORPORATION 
 CUSIP
                     
 WARRANT

  
 THIS CERTIFIES THAT, for value received
                     is the registered holder of a Warrant or Warrants expiring
                    , 200   (the “Warrant”) to purchase one fully paid and non-assessable ordinary share, par value
$0.0005 per share (“Ordinary Shares”), of Shanghai Century Acquisition Corporation, a Cayman Islands company (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 stock exchange, asset acquisition or other similar business combination or
(ii)                     , 200  , such number of Ordinary Shares of the Company at the price of $6.00 per share, upon
surrender of this Warrant Certificate 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 provides that upon the occurrence of certain events the Warrant Price and the
number of Warrant 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 Ordinary Share at which Ordinary 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 to the nearest whole
number the number of Ordinary Shares to be issued to such holder. 
  
 Upon any exercise of the Warrant for less than the total number of full Ordinary Shares provided for herein, there shall be issued to the registered holder hereof or his assignee a new Warrant Certificate covering the number of Ordinary
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 until exercised. 
  
 ‘The Company reserves the right to call the Warrant, at any time prior to its exercise, with a notice of call in writing to the Warrant holders of Record, giving 30 days’ notice of such call at any time
after the Warrant becomes exercisable if the last sale price of the Ordinary Shares has been at least $11.50 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 call is given. The call price of the Warrants is to be $.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 call, shall be canceled on the books of the Company and
have no further value except for the $.01 call price. 
  
 By: 
  

					
	  

	 	 	  	  


	Co-Chief Executive Officer	 	 	  	 Chairman of the Board and Co-Chief
 Executive
Officer










 SUBSCRIPTION FORM 
 To Be Executed by the Registered Holder in Order to Exercise Warrants 
  
 The undersigned Registered Holder irrevocably elects to exercise                      Warrants represented by
this Warrant Certificate, and to purchase the ordinary shares issuable upon the exercise of such Warrants, and requests that Certificates for such Ordinary Shares shall be issued in the name of 
  

	
	 ____________________________________________________________
 (PLEASE TYPE OR PRINT NAME AND ADDRESS)
  
 ____________________________________________________________
  
 ____________________________________________________________
  
 ____________________________________________________________

	 (SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER)
  
 and be delivered to
  
 ____________________________________________________________

	(PLEASE PRINT OR TYPE NAME AND ADDRESS)

  
                      and, if such number of Warrants shall not be all the Warrants evidenced by this Warrant Certificate, that a new
Warrant Certificate for the balance of such Warrants be registered in the name of, and delivered to, the Registered Holder at the address stated below: 
  

			
	Dated:                     	 	  


	 	 	(SIGNATURE)
	 	 	  


	 	 	(ADDRESS)
	 	 	  


	 	 	  


	 	 	(TAX IDENTIFICATION NUMBER)









 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.