Roma Green Finance Limited Announces Pricing of $12,300,000 Public Offering

Roma Green Finance Limited (Nasdaq: ROMA)

(the “Company”), a Cayman Islands exempted company that is based in Hong Kong, today announced the pricing of a public offering of 2,449,943 of its ordinary shares at a public offering price of $4.00 per share for aggregate gross proceeds of approximately $9,799,772 prior to deducting underwriting discounts, commissions and other related expenses. Additionally, in connection with the initial public offering, a selling shareholder is selling 625,517 ordinary shares at $4.00 per share, for total gross proceeds of $2,502,068, before deducting underwriting discounts, commissions and other related expenses. The Company will not receive any of the proceeds from the sale by the selling shareholder. The ordinary shares are expected to begin trading on the Nasdaq Capital Market tomorrow, January 9, 2024, under the trading symbol “ROMA.” The offering is expected to close on or about January 11, 2024, subject to customary closing conditions.

The offering has been conducted on a firm commitment basis. Spartan Capital Securities, LLC (“Spartan”), acted as sole book-running manager for the offering.

The Company expects to use the net proceeds from this offering to (i) strengthen and expand its green and sustainable finance and climate risk advisory business in Hong Kong and Singapore and to expand market presence in other international markets; (ii) to enhance its industry positioning and strengthen its business development; (iii) to strengthen its operational efficiency; (iv) for strategic acquisition; (v) for establishing a formal ESG academy, and (vi) for working capital and other general corporate purposes.

A registration statement on Form F-1 relating to the offering, as amended, was filed with the Securities and Exchange Commission (the “SEC”) (File Number: 333-272555) and was declared effective by the SEC on December 29, 2023. The offering is being made only by means of a prospectus, forming a part of the registration statement. Copies of the final prospectus relating to the offering, when available, may be obtained from Spartan Capital Securities, LLC; Attn: Kim Monchik, 45 Broadway, 19th Floor, New York, NY 10006 or via email at [e-mail] or telephone at [phone]. In addition, a copy of the prospectus relating to the offering may be obtained via the SEC's website at www.sec.gov.

Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more complete information about the Company and the offering. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company’s securities in any state or jurisdiction in which such offers, solicitations or sales would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Roma Green Finance Limited

The Company is based in Hong Kong and is principally engaged in the provision of ESG, corporate governance and risk management as well as sustainability and climate change related advisory services. Its service offering mainly comprise the following: (i) Sustainability Program Development, (ii) ESG Reporting, (iii) Corporate Governance and Risk Management, (iv) Climate Change Strategies and Solutions, (v) Environmental Audit, (vi) ESG Rating Support and Shareholder Communication: The Company helps clients to review and improve their ESG / sustainability ratings with Bloomberg and other rating agencies, and (vii) Education and Training.

Additional information about the Company is available at http://www.romaesg.com.

Forward-Looking Statements

This press release contains forward-looking statements regarding the Company’s current expectations. These forward-looking statements include, without limitation, references to the Company’s expectations regarding the closing of the public offering and its anticipated use of net proceeds from the offering. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, risks and uncertainties related to the satisfaction of customary closing conditions related to the public offering or factors that result in changes to the Company's anticipated use of proceeds. These and other risks and uncertainties are described more fully in the section captioned "Risk Factors" in the Company’s Registration Statement on Form F-1 related to the public offering (SEC File No. 333-272555). Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

Contact:Roma Green Finance LimitedTel: [phone]Email: [e-mail]

Mr. Rene VanguestaineChristensenTel: + 852 6686 1376Email: [e-mail]

Ms. Linda BergkampChristensenTel: [phone]Email: [e-mail]