Exhibit 2.1

 

SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE

 

CERTIFICATE NUMBER SHARES    

 

Big Tree Cloud Holdings Limited

 

INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS

 

CLASS A ORDINARY SHARE

 

SEE REVERSE FOR

CERTAIN DEFINITIONS

 

THIS CERTIFIES THAT CUSIP: G1263B132:

 

IS THE OWNER OF

 

FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF

 

US$0.002 EACH OF

 

Big Tree Cloud Holdings Limited

 

transferable on the books of the Company in person or by duly authorized
attorney upon surrender of this certificate properly endorsed. This certificate is not valid unless countersigned by the Transfer Agent
and registered by the Registrar. Witness the seal of
the Company and the facsimile signatures of its duly authorized officers.

 

Dated:

 

     
Director   Chief Executive Officer

 

Big Tree Cloud Holdings Limited
CORPORATE
CAYMAN ISLANDS

 

 

 

BIG TREE CLOUD HOLDINGS LIMITED

 

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 share or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate and the Class A Ordinary Shares represented thereby are issued and shall be held subject to all the provisions of the Amended and Restated Memorandum and Articles of Association and all amendments thereto and resolutions of the Board of Directors providing for the issuance of Class A Ordinary 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.

 

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
       
  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 ______________________  
  (Cust) (Minor)  
  under Uniform Gifts to Minors  
  Act ______________________________  
  (State)  

 

Additional Abbreviations may also be used though not in 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, OF ASSIGNEE)

 

 

 

  shares the

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

  Attorney to

transfer the said shares on the books of the within named Corporation 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) MUST 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).