Exhibit 4.2


 


	NUMBER	SHARES


 


ELECTRUM
SPECIAL ACQUISITION CORPORATION


 


INCORPORATED
UNDER THE LAWS OF the british virgin islands


 


ordinary
shares


 


SEE REVERSE FOR


CERTAIN DEFINITIONS


 


	
        This Certifies that

         

        is the owner of
	CUSIP G3105C 104


 


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


 


electrum
special acquisition corporation


 


transferable
on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed.


 


The Company will
be forced to liquidate if it is unable to complete an initial business combination within twenty-four months from the closing of
the Company’s initial public offering, all as more fully described in the Company’s final prospectus dated ________,
2015.


 


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:	 	 
	 	 	 
	 	 	 
	CHAIRMAN	 	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 and not as tenants in common

        Act _________________

        (State)



 






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


 


Electrum Special Acquisition Corporation


 


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 thereby 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 Preferred Shares (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	 	 
	 	 	 
	 	 	 
	 	 	 


 


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


 


	________________________________________________________________________________________________________________________________________________________________________	shares




	________________________________________________________________________________________________________________________________________________________________________	Units



of the capital stock represented by the within Certificate,
and do hereby irrevocably constitute and appoint 


	________________________________________________________________________________________________________________________________________________________________________	Attorney



to transfer the said stock 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) SHOULD 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 fund only in the event of the Company’s liquidation upon failure to consummate a business combination
or if the holder seeks to redeem his respective shares upon consummation of such business combination or in connection with certain
amendments to the Company’s Memorandum and Articles of Association. In no other circumstances shall the holder have any right
or interest of any kind in or to the trust fund.


 




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