Indigenous Roots Corp. - FORM S-1 - EX-4.1 - FORM OF SHARE CERTIFICATE - January 13, 2011

Attached files

file filename
S-1 - FORM S-1 OF AMERICAN PARAMOUNT GOLD - Indigenous Roots Corp.g4551.txt
EX-5.1 - OPINION & CONSENT OF COUNSEL - Indigenous Roots Corp.ex5-1.txt
EX-23.1 - CONSENT OF AUDITOR - Indigenous Roots Corp.ex23-1.txt
EX-10.4 - OPTION CANCELLATION AGREEMENT - Indigenous Roots Corp.ex10-4.txt
 

                                                                     Exhibit 4.1

                NOT VALID UNLESS COUNTERSIGNED B YTRANSFER AGENT.
               INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA


                                    AMERICAN
                                   PARAMOUNT
                                   GOLD CORP.

Number                                                                    Shares

AUTHORIZED COMMON STOCK: 150,000,000 SHARES:               CUSIP NO. 02882T 10 5

This certifies that


Is the Record Holder Of

              Shares of AMERICAN PARAMOUNT GOLD CORP. Common Stock

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.  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.



Secretary                             SEAL                             President


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          under the Uniform Gifts to Minors
          of survivorship and not as           Act____________
          tenants in common                          (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 OF ASSIGNEE)

________________________________________________________________________________

________________________________________________________________________________

________________________________________________________________________  shares
of the  capital  stock on the books of the within  named  Corporation  with full
power of substitution in the premises.

Dated: ________________________________


NOTICE: THE SIGNATURES 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 WHATSOEVER.

* NOTICE SIGNATURE GUARANTEED:

     SIGNATURE(S) MUST BE GUARANTEED BY A FIRM WHICH IS A MEMBER OF A REGISTERED
     NATIONAL STOCK  EXCHANGE,  OR BY A BANK (OTHER THAN A SAVINGS  BANK).  OR A
     TRUST  COMPANY.  THE  GUARANTEEING  FIRM MUST BE A MEMBER OF THE  MEDALLION
     GUARANTEE PROGRAM.

                             TRANSFER FEE WILL APPL

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