Posted on Friday, June 3, 2022

The Securities and Exchange Commission (SEC) announced the final rule “Updating EDGAR Filing Requirements and Form 144 Filings” which mandates the electronic filing of certain documents; the rule also requires the use of Inline XBRL for filing financial statements and accompanying notes to the financial statements required in the annual reports of employee stock purchase, savings and similar plans (Form 11-K).

The rule states, “…the tagging requirement for annual reports on Form 11-K would mirror the Inline XBRL requirements for financial information contained in annual reports on Forms 10-K, 20-F, and 40-F. As such, every data point in the financial statements required by Form 11-K would be tagged in Inline XBRL. Further, where there are narrative disclosures (e.g., notes to the financial statements), registrants would be required, like filers of Forms 10-K, 20-F, and 40-F, to apply block tags to the narrative disclosures and detailed tags to any numeric amounts presented in the narrative text.”

Form 11-K filers will have a three year transition period after the effective date of the amendments to comply with the Inline XBRL requirements. This rule is effective 30 days after publication in the Federal Register.

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