[FRONT] Form ofShare Certificate INCORPORATEDUNDER THE LAWS OF THE STATE OF FLORIDA [LOGO] CUSIP NO.[sample] RainbowCoral Corp. AUTHORIZEDCOMMON STOCK: 250,000,000 SHARES PARVALUE: $0.0001 PER SHARE THISCERTIFIES THAT [SAMPLE] IS THERECORD HOLDER OF __________________

 

 

Form of Share Certificate

 

INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA

 

[LOGO]

 

CUSIP NO. [sample]

 

Rainbow Coral Corp.

 

AUTHORIZED COMMON STOCK: 250,000,000 SHARES

PAR VALUE: $0.0001 PER SHARE

 

THIS CERTIFIES THAT

 

[SAMPLE]

 

IS THE RECORD HOLDER OF __________________

 

     Shares of Rainbow Coral Corp. Common Stock transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid until countersigned by the Transfer Agent and registered by the Registrar.

 

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

 

 

[Rainbow Coral Corp. CORPORATE SEAL FLORIDA]

 

 

Signature must be guaranteed by a firm which is a member of a registered national stock exchange, or by bank (other than a savings bank), or a trust company. 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 on the above list.

 

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 or assignee)

 

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

 

 

to transfer the said 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