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Philippe Noeltner

Counsel

Email

philippe.noeltner@aoshearman.com

Phone

+352 44 44 5 5243

Offices

Luxembourg

V-CARD
Philippe specialises in debt securities issuance, fintech, derivatives and market infrastructure topics.
He notably advises financial institutions and fintechs on (i) the structuring and issuance of debt and digital securities and (ii) the legal and regulatory impacts when entering into derivatives contracts, encompassing close-out netting arrangements and collateral arrangements.
 
Philippe was the lead associate on award-winning and innovative multi-dealer digital bond issuances in Europe registered on Blockchain networks.
 
Philippe plays an active role in the Luxembourg capital markets legal community by (i) taking part in several working groups at the ABBL and the LuxCMA associations and (ii) regularly publishing articles and speaking at conferences focused on his practice areas.
 
Philippe is also an adjunct professor of the Sciences Po Law School in Paris. He teaches a course on the legal and regulatory framework of debt capital markets.

Experience

Representative matters

  • A consortium of banks on European Investment Bank’s issue of a digital bond on Ethereum public blockchain. The EUR100 million two-year bond was the market’s first multi dealer led, primary issuance of digitally native tokens using public blockchain technology.
  • Blockchain bond issuance by the EIB settled in tokenised central bank money. Represented Goldman Sachs, Santander and Société Générale to structure the bond issuance to be issued in a DLT platform operated by Goldman Sachs (project won the IFLR digital finance deal of the year in 2023).
  • Blockchain bond issuance by the EIB settled in tokenised commercial bank money from HSBC. Represented HSBC, BNP Paribas and RBC to structure the bond issuance to be issued in a DLT platform operated by HSBC Luxembourg which used two separate blockchains (public and private).
  • Multiple financial institutions in their onboarding of a tokenised collateral platform established in Luxembourg.
  • A major securitisation platform and their dealers in remedying EMIR reporting issues.
  • A DAO in creating a legal structure to collateralize its stablecoin with high-quality liquid assets.

Published Work

  • Digital Economy: Luxembourg laws are fostering the tokenization of financial instruments, Moody's, July 2024 (co-author)
  • Guest Opinion: Exploring Luxembourg's Legal Framework For Tokenization, S&P Global, July 2024
  • A Blueprint for Blockchain-based Financial Transactions in Europe, InsightOut Magazine, June 2024 (co-author)
  • Blockchain 2024 Practice Guide: Luxembourg Chapter", Chambers and Partners, June 2024 (co-author)
  • EMIR reporting in Luxembourg: overview and future outlook, Agefi Luxembourg, May 2024 (co-author)
  • Luxembourg leads the way in financial innovation, Paperjam, December 2023
  • "Luxembourg: The Epicenter Of The Tokenization Era", the LHoFT, June 2023 (co-author)
  • "Blockchain 2023 Practice Guide: Luxembourg Chapter", Chambers and Partners, June 2023 (co-author) 
  • "The EU DLT Pilot Regime: a Game Changer for the Luxembourg Investment Funds Community?", LPEA Insight Out magazine, March 2023 (co-author)
  • "Financement des entreprises en difficulté : faillite de l’emprunteur du point de vue du dispensateur de crédit en droit luxembourgeois – Impacts, risques et protections - Le banquier luxembourgeois et le crédit", Anthémis (ALJB), April 2022
  • "Projet de loi 7637: une nouvelle ère DLT pour les titres dématérialisés", AGEFI Luxembourg, September 2020 (co-author)
  • "Idiosyncrasies of Luxembourg law governed securities", Bulletin Droit & Banque, Extrait n°66 published by ALJB, June 2020 (co-author)
  • "Derivatives trading under EMIR REFIT: focus on Luxembourg AIFs and UCITSs", AGEFI Luxembourg, October 2019 (co-author)
  • "A Guide Through the Common Features of Digital Asset Generating Events", Working Paper published by the Luxembourg House of Financial Technology, May 2019 (Co-author)
  • "Changes in reporting obligations for investment funds under EMIR", AGEFI Luxembourg, September 2018 (co-author)
  • "Best practice: dealing with HY in Luxembourg", International Financial Law Review, 2018 (co-author)
  • Comfort letters (loan financing) Q&A: Luxembourg, Practical Law - Cross-border Loan financing, Thomson Reuters, 2017 (co-author)

Speaking Engagements

  • Panel discussion: Web3 developments in finance – House of Web 3 (Luxembourg) – May 2024
  • Panel discussion: Revolutionising primary markets - digitalisation of bond issuance developments and remaining challenges for market participants – ICMA FinTech and Digitalisation Forum (London) – December 2023
  • Panel discussion: Digitalisation of the Bank – Financial Technology Transfer Agency (ATTF) - November 2023
  • Panel discussion: An innovative outlook of tokenization – Luxembourg Blockchain Week (Luxembourg) – October 2023
  • Cross-interview: supervisory and enforcement trends in Luxembourg on EU EMIR – LuxCMA Capital Markets Day (Luxembourg) – July 2023
  • Panel discussion: Exploring the EIB DLT Bond Issues - Insights and Opportunities – AFME (Webinar) – May 2023
  • Panel discussion: Structuring a DLT Debt Issuance in Luxembourg – LuxCMA (Luxembourg) – March 2022
  • Keynote: Blockchain – legal framework and practical aspects (Luxembourg) - October 2020
  • Panel discussion: Luxembourg prospectus rules when issuing coins or tokens (Luxembourg) – Luxembourg House of FinTech – May 2019

Leadership Positions And Professional Affiliations

  • Digital Strategy Committee of the Luxembourg Bankers' Association (ABBL).
  • “Distributed Ledger Technology” working group of the Luxembourg Bankers' Association (ABBL).
  • Member of the Market Infrastructure Working Group at the Luxembourg capital markets association (LuxCMA).
  • Member of the Digital Committee of the American Chamber of Commerce (AmCham) in Luxembourg.

Recognition

“Philippe Noeltner was always available, providing confident and assured support on a particularly difficult matter, ultimately guiding the transaction to a successful conclusion. ”
Legal 500: Fintech, 2024

Qualifications

Admissions

Avocat à la Cour, Luxembourg, 2019

Avocat, Luxembourg, 2016

Academic

Sciences Po Law School – Master’s degree in Economic Law and global business law and governance certification

Sorbonne Law School – Global business law and governance certification

Columbia Law School - Global business law and governance certification

Concordia University – Bachelor of Commerce

Languages

English, French
Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.