Orchestra BioMed Holdings Inc
For the period ended Dec 31, 2023. Filed Mar 27, 2024.
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FY2023 · Filed Mar 27, 2024
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Item 14. Principal Accountant Fees and Services
Item 14. Principal Independent Accountant Fees and Services
The table below presents fees for professional audit services and other services rendered by Ernst & Young LLP to Orchestra and Legacy Orchestra the years ended December 31, 2023 and December 31, 2022 (in thousands). The table below excludes fees for services rendered by WithumSmith+Brown, PC as the independent registered public accounting firm for HSAC2 prior to the closing of the Business Combination.
| | ||
|---|---|---|
| | Year Ended December 31, | |
| | 2023 | 2022 |
| Audit Fees(1) | $546 | $330 |
| Audit-Related Fees(2) | 160 | 1,125 |
| Tax Fees(3) | — | — |
| All Other Fees(4) | — | — |
| Total Fees | $706 | $1,455 |
| (1) | Audit fees consist of fees billed for professional services rendered for the audit of our annual financial statements and review of the financial statements included in our quarterly reports on Form 10-Q or services that are normally provided by our auditors in connection with statutory and regulatory filings or engagements. |
| (2) | Audit-related fees consist of fees for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of the registrant’s financial statements and are not reported under “Audit Fees”. Inclusive are the fees for audit services related to (i) the Business Combination including comfort letters on and review of related SEC registration statements and (ii) technical accounting matters pertaining to the Business Combination, which are non-recurring in nature. |
| (3) | Tax fees consists of fees for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. |
| (4) | All other fees consist of the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in the aforementioned categories. |
Pre-approval Policies and Procedures
Pursuant to its charter, our Audit Committee has delegated pre-approval authority to the Chairman of our Audit Committee over all audit and non-audit services provided by our independent registered public accounting firm. The Audit Committee may also delegate such pre-approval authority to another member of the Audit Committee but shall not delegate such authority to our management.
Any pre-approval authorized by the Chairperson or such other member of the Audit Committee to whom authority has been delegated must specify clearly, in writing, the services and fees approved by such member and may not otherwise delegate to our management any responsibilities to pre-approve audit and non-audit services performed by our independent registered public accounting firm. Any member of the Audit Committee, including the Chairperson, to whom such authority is delegated shall report any pre-approval decisions made under such delegated authority to the Audit Committee at its next scheduled meeting for ratification by the entire Audit Committee.
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