Welcome to our dedicated page for Roma Green Finance SEC filings (Ticker: ROMA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Roma Green Finance Limited filings document the foreign private issuer’s ESG advisory business, Cayman Islands corporate structure, and Nasdaq-traded ordinary-share capital. Form 6-K reports cover shareholder meeting materials, proxy cards, voting results, capital-structure matters involving Class A and Class B ordinary shares, and board and committee composition.
The filings also record share repurchase authorization, operating and financial results, material agreements, and governance disclosures. Roma reports as a Form 20-F filer, and its disclosure record reflects securities-law topics for a Hong Kong-based provider of ESG reporting, sustainability, climate change, corporate governance, and risk management advisory services.
Roma Green Finance Limited, a Cayman Islands holding company operating ESG and advisory businesses mainly in Hong Kong and Singapore, reports continued losses for the year ended March 31, 2026 while reshaping its capital structure and growth strategy. As of March 31, 2026, 53,493,467 Class A Ordinary Shares and 6,071,104 Class B Ordinary Shares were outstanding, with all Class B shares held by Top Elect Group Limited, creating concentrated voting control.
The company recorded a net loss before income taxes of HK$27,319,616 (US$3,502,515) and used HK$19,833,861 (US$2,542,803) of cash in operating activities, highlighting ongoing liquidity pressure and dependence on future financings. Recent actions include a US$1,700,000 cash acquisition of Capital Summit Enterprises, a US$100.0 million Class A share repurchase authorization through 2028, and an at-the-market program for up to US$200,000,000 of Class A shares. Roma is also pursuing non-binding US$15,000,000 cornerstone equity positions in BlueFlare Group Holdings and NXTGrid Compute Power as part of a new AI/HPC infrastructure vertical, while warning of significant risks from revenue volatility, client payment defaults, Hong Kong and PRC regulatory and political developments, internal-control requirements, and potential U.S. oversight under HFCAA and related rules.
ROMA Green Finance Limited is outlining a new artificial intelligence and high-performance computing (AI/HPC) infrastructure strategy built around minority stakes and project funding rights. The company has signed a non-binding letter of intent to acquire a 5% equity interest in NXTGrid Compute Power Inc. for total consideration of US$15 million, targeting powered land with approximately 65 MW of first-phase capacity expected to be energized before the end of 2026. ROMA has also signed a non-binding letter of intent to subscribe for a 5% equity interest in BlueFlare Group Holdings Inc. for US$15 million and, in connection with this, expects a non-exclusive Right of First Offer to provide project-level funding for behind-the-meter data centre sites in Alberta targeting up to 500 MW of aggregate capacity over a multi-year period. On June 12, 2026, ROMA formally established a dedicated AI/HPC infrastructure investment vertical focused on distributed, sub-50 MW compute assets paired with on-site behind-the-meter power generation, extending its ESG and sustainable-finance advisory mandate into energy-efficient digital infrastructure. All contemplated investments and funding rights are described as non-binding and remain subject to due diligence, definitive agreements and required approvals.
Roma Green Finance Limited entered an at-the-market offering agreement that allows it to sell up to US$200,000,000 of its Class A ordinary shares through H.C. Wainwright & Co. as sales agent. Shares will be issued under the company’s effective Form F-3 shelf registration and a June 15, 2026 prospectus supplement.
The sales agent will use commercially reasonable efforts to place shares based on the company’s instructions, and Roma Green Finance is not required to sell any specific amount. The company will pay a commission of up to 3.0% of the gross sales price on each share sold, and either party can terminate the agreement with ten business days’ written notice.
Roma Green Finance Limited has launched an at-the-market offering to sell up to $200,000,000 of Class A Ordinary Shares through H.C. Wainwright & Co., LLC as sales agent. The program permits sales from time to time on Nasdaq or through negotiated transactions.
The company had 53,493,467 Class A Ordinary Shares outstanding immediately before this offering. The prospectus supplement illustrates an example issuance of 25,756,600 shares at $7.765 per share for aggregate gross proceeds of $200,000,000 (before commissions and expenses). Manager compensation is 3.0% of gross proceeds; estimated offering expenses are approximately $283,100.
Roma Green Finance Limited held an extraordinary general meeting where shareholders approved a flexible share consolidation plan. The company may consolidate its Class A, Class B, and undesignated shares at a ratio between one-for-two and one-for-250, with the exact ratio and effective date to be set by the board by October 12, 2026.
Shareholders holding 3,796,815 Class A shares and 6,071,104 Class B shares were represented, accounting for 75.79% of total voting power, satisfying quorum requirements. The share consolidation proposal passed with 155,573,232 votes for, 983 against, and 200 abstentions, and authorizes the directors to handle fractional share entitlements through either issuing additional shares from reserves or selling fractional shares and distributing net proceeds.
Roma Green Finance Ltd director Lai Shan Shan has filed an initial Form 3, which is a statement of beneficial ownership for insiders. The data provided shows no reported transactions or derivative positions, establishing a baseline disclosure of Lai Shan Shan's status as a director.
Roma Green Finance Ltd director Wong Kai Hing has filed an initial Form 3, which is a statement of beneficial ownership for company insiders. This filing reports no buy, sell, or other share transactions and shows no derivative positions or holdings in the provided data.
Roma Green Finance Ltd insider Luk Huen Ling Claire, who serves as Chairlady, CEO and Director and is a ten percent owner, filed an initial ownership report.
She reports indirect beneficial ownership of 6,071,104 Class B Ordinary Shares held through Top Elect Group Limited, a solely owned entity. The filing records holdings rather than a new purchase or sale.
Roma Green Finance Ltd executive Lam Hing Fat, the company’s Chief Financial Officer, has filed an initial statement of beneficial ownership as a reporting person. The filing lists no equity transactions, with zero purchases, sales, exercises, gifts, tax withholdings, or restructurings reported.
Roma Green Finance Limited announced that its board has authorized a share repurchase program for up to US$100.0 million of its Class A ordinary shares. The program is effective immediately and runs through December 31, 2028, unless modified, suspended, or terminated earlier.
Repurchases may be made at prevailing market prices through open‑market purchases, block trades, privately negotiated transactions, or other lawful methods, at the Company’s discretion and in line with Rule 10b-18 and any future Rule 10b5-1 plans. The authorization does not require any minimum repurchase amount, and all bought shares will be held as treasury shares or cancelled. The Company currently expects to fund the program from its existing cash balance.