SPECIMEN UNIT CERTIFICATE

SPECIMEN UNIT CERTIFICATE

Exhibit 4.1

 

NUMBER		UNITS
U-__________

 

SEE REVERSE FOR CERTAIN DEFINITIONS

BBV VIETNAM S.E.A. ACQUISITION CORP.

 

CUSIP [•]

 

THIS CERTIFIES THAT

 

is the owner of

Units.

Each Unit (“Unit”) consists of one (1) share of common stock, par value $.0001 per share (“Common Stock”), of BBV Vietnam S.E.A. Acquisition Corp., a Marshall Islands corporation (the “Corporation”), and one warrant (“Warrant”). Each Warrant entitles the holder to purchase one (1) share of Common Stock for $5.00 per share (subject to adjustment). The Common Stock and Warrants comprising the Units represented by this certificate shall commence separate trading on the 10^th business day following the earlier to occur of: (i) the expiration of the underwriters’ over-allotment option, or (ii) its exercise in full; provided, that, in no event may the Common Stock and Warrants be traded separately until the Corporation has filed a Current Report on Form 8-K which includes an audited balance sheet reflecting its receipt of the proceeds of its initial public offering of securities, including any proceeds received from the exercise by the underwriter of its over-allotment option, if so exercised as of the date of the Corporation’s prospectus relating to its initial public offering. The terms of the Warrants are governed by a Warrant Agreement, dated as of [•], 2007, between the Corporation 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 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 Corporation.

Witness the facsimile seal of the Corporation and the facsimile signatures of its duly authorized officers.

By:                                                                           Robert H.J. Lee  CHAIRMAN

BBV VIETNAM S.E.A. ACQUISITION CORP. CORPORATE SEAL 2007 THE REPUBLIC OF THE MARSHALL ISLANDS

By:                                                                       Eric M. Zachs PRESIDENT AND SECRETARY

 

 

CONTINENTAL STOCK & TRANSFER COMPANY,

as transfer agent and registrar

By:                                                               

Steven G. Nelson, Chairman

 

 

The Corporation 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 stock or series thereof of the Corporation and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate and the securities represented hereby are issued and shall be held subject to all the provisions of the Articles of Incorporation and all amendments thereto and resolutions of the Board of Directors providing for the issue of shares of Preferred Stock (copies of which may be obtained from the secretary of the Corporation), 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: 

 

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

 

PLEASE INSERT SOCIAL SECURITY OR OTHER

  IDENTIFYING NUMBER OF ASSIGNEE