EX-4.2



 





Exhibit 4.2



Specimen
Certificate for Series A Preferred Stock, par value $0.0001 per share



[Face of Certificate]




	 	 	 	 	 
	 

	 	NUMBER
	 	SHARES






INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE

GLG PARTNERS, INC.




The Corporation is authorized to issued 58,904,993 shares of

Series A Voting Preferred Stock, $0.0001 par value




This Certifies that                                               is the owner of




          fully paid and non-assessable Shares of the above Corporation transferable only on the books
of the Corporation by the holder hereof in person or by duly authorized Attorney upon surrender of
this Certificate properly endorsed.



In Witness Whereof, the said Corporation has caused this Certificate to be signed by its duly
authorized officers and to be sealed with the Seal of the Corporation.




Dated




	 	 	 	 	 	 	 
	 

	 	Chief Executive Officer
	 	[Seal]	 	Secretary






 









 






[Reverse of Certificate]



THE SHARES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND
EXCHANGE COMMISSION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE
STATE SECURITIES LAWS FOR SALE OR RESALE. THESE SHARES MAY NOT BE OFFERED, SOLD OR OTHERWISE
TRANSFERRED IN THE UNITED STATES UNTIL SO REGISTERED OR EXCEPT PURSUANT TO AN AVAILABLE EXEMPTION
FROM REGISTRATION. INVESTORS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE FINANCIAL RISKS
OF AN INVESTMENT IN THESE SHARES FOR AN INDEFINITE PERIOD OF TIME. THE ISSUER OF THESE SHARES MAY
REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT
ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES
LAWS.




          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. Additional abbreviations may also be used though not in the list.






	 	 	 	 	 	 	 
	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                                                  (Minor)




          under Uniform Gifts to Minors Act                                                  (State)



UNIF TRF MIN ACT —                                                  Custodian                     
                             (Minor)




          under                                                  (State) Uniform Transfer to Minors Act







          For value received, the undersigned hereby sells, assigns and transfers unto




	 	 	 	 	 
	PLEASE INSERT SOCIAL SECURITY OR OTHER 	 	 
	IDENTIFYING NUMBER OF ASSIGNEE 	 	 
	
 	 	 
	 
	
 	 	 
	 





	 	 	 
	 

	 	 
	PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS OF ASSIGNEE
	 	 
	 
	 	 
	 

	 	 
	 	 	Shares
	represented by the within Certificate, and hereby irrevocably constitutes and appoints
	 	 
	 
	 	 
	 	 	Attorney
	to transfer the said shares of stock on the books of the
within-named Corporation 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. 
	 



	 	 	 	 	 
	In presence of: