SEC Staff Assess Early 2011 XBRL Submissions, Offer Suggestions for Improvements

July 8, 2011 | General | Barron King
Written by Hitachi Staff
Posted on July 8, 2011 Comments

The Securities and Exchange Commission staff has issued a report on XBRL filings submitted in the first two months of 2011 and concluded filers are devoting extensive resources to comply with their filing obligations. However, the staff also concluded companies could take steps to further refine their submissions to make them higher quality.

The analysis and report was published by the SEC’s Division of Risk, Strategy, and Financial Innovation, focusing on XBRL submissions of 10-Ks by large accelerated filers. The report offers numerous suggestions for where preparers can improve their XBRL filings, especially in the areas of formatting, tagging negative values, and extending. The report encourages companies to pay close attention to the suggestions as liability begins to phase out for the largest companies that are entering their third cycle of XBRL submissions.

The SEC notes too many preparers are still working unnecessarily and making tag selections so as to effect a particular format to the XBRL financial statements, presumably to make them appear as HTML statements. Such efforts are unnecessary, even prohibited, the report says. Tag selections should be made only to properly tag data, not achieve a particular formatted appearance to the XBRL statement, the report says.

Preparers also seem to struggle with how to tag data that contains negative values. The 2011 GAAP Taxonomy is written in such a way that tags by their definition already provide for negative values, yet preparers often enter numbers as negatives, resulting in the opposite of the intended effect. The report cautions preparers to pay careful attention to the language of each tag to understand where a negative value is inherent to the definition.

As for extensions, the report says preparers should take greater care and utilize software tools to carefully search the Taxonomy for tags that match their data before creating extensions to expedite the filing. Extensions should be used only when companies find a material difference between the meaning of the data they need to submit and the meaning of the most closely related tags.

The report also offers staff observations on detail tagged filings, focusing on modeling of Level 4 tagging, modeling of extensions in the 2011 taxonomy, negative values in footnotes, units, and other miscellaneous issues. The staff noted significant diversity in how preparers model line items, axes, and members, for example. Filers tend to unnecessarily extend axes and members, foregoing existing elements in the taxonomy to do so. The staff also noted numbers of extensions where filers used different balance attributes on the extended elements compared to similar GAAP elements.

As for negative values in footnotes, the staff offered the same advice as for values on the face of the financial statements. Critically review each negative value to assure it make sense, check other filings to see how negative values are presented by other preparers, and use software to assure negative values are presented correctly.

 


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