The Securities and Exchange Commission (SEC) announced an ambitious schedule in their Spring 2021 UnifiedAgenda of Regulatory and Deregulatory Actions. The announcement outlines both proposed and final rules for thisFall and Spring 2022. Rules coming out in October most likely to impact the XBRL community, as well as issuers,include a final rule for Filing Fee Disclosure and Payment Methods Modernization, and a proposed rule for climatechange disclosure.
The SEC proposal for Filing Fee Disclosure & Payment MethodsModernization describes a plan to require Inline XBRL tagging for Forms S-1, S-3, S-8, S-11, S-4, F-1, F-3 andF-10, Schedules 13E-3, 13E4F, 14A, 14C, TO and 14F-1F as well as preliminary proxy statements related to a merger.This rule will affect 5,000 issuers.
The much-anticipated rule proposal for climate disclosures will also have a big impact on issuers. SEC Chair GaryGensler recently gave a talk on Climate and Global Financial Markets which gave a fewhints on what the Commission will be considering as they develop the rule. Topics that will be studied includewhether disclosures should be included in the Form 10-K, if there should be certain metrics for specificindustries, whether external standard-setters should have a role, and how to accommodate companies in jurisdictionsthat have climate-related commitments like the Paris Agreement. The SEC received over 550 comment letters in response to their request for public input on climatedisclosures.
The XBRL US Data Quality Committee (DQC) published its 16th rule set for public exposure. Thelatest set includes eight rules for US GAAP filers, and it has been published for a review period which will closeon August 31. The DQC also named a new Chair, Shelly Wavrin, Senior Financial Consultant at Toppan Merrill, whowill now be leading the work of the DQC.
To date, six DQC rules, covering hundreds of XBRL concepts, have been incorporated into the Data Quality CommitteeRules Taxonomy (DQCRT) maintained by the Financial Accounting Standards Board (FASB). The DQCRT is included in theFASB US GAAP Financial Reporting Taxonomy release.
“FASB Taxonomy staff conduct a diligent review of the DQC rules before including them in the taxonomy,” noted LouisMatherne, FASB’s Chief Taxonomy Developer, “We’ve included these validation rules in the Taxonomy with a goal ofenhancing data quality by increasing exposure to, and use of, the DQC rules by issuers. We intend to add more ruleswith each new taxonomy release published by the FASB.”
XBRL US replied to the U.S. Treasury’s request for comment on Coronavirus State & Local Fiscal RecoveryFunds. Treasury published an Interim Final Rule to implement the funds underthe American Rescue Plan Act (ARPA). States, territories, metropolitan cities, counties, and Tribal governments receivingfunds will be required to report financial data, information on contracts and subawards, as well as information on types ofprojects funded, and how the funds were used.
The XBRL US letter explained how a government data standards approach would generate machine-readable data, reduce thereporting burden on governments receiving funds, bring down the cost of data collection and analysis, and produce morereliable, timely, useful data for policymakers, academic researchers, and others who will need to monitor granteecompliance and understand the outcome of the plan.
XBRL US Excel add-in now supports data quality rule checking. The XBRL Filed Data add-inleverages the XBRL API to allow users to query and extract XBRL-formatted data into a spreadsheet. Theadd-in, available to Office 365 subscribers, has beenupgraded to allow SEC filers to run XBRL US Data Quality Committee (DQC) rules against their SEC filing. Find out how thisworks at the free August 11 webinar.
The SEC adopted the updated EDGAR Filer Manual. The final rule was published on July 28, 2021.Updates have been made to Volumes I and II, with the latter including updates to technical instructions to supportfilers constructing attached documents and document types as well as interactive data.
Upcoming XBRL US Webinars
DQC 16th Rule Set Public Review, August 4, 2021 at 3 PM ET
Join the Data Quality Committee (DQC) at this free, 50-minute session to learn about the 16th Rule Set which is outfor public review until August 31. A subset of DQC rules are now incorporated into the US GAAP Taxonomy and flaggedby the SEC when they trigger an error in an issuer filing. Attend this session to find out what the SEC may belooking for in future taxonomy releases.
XBRL API Update, August 11, 2021 at 3 PM ET
Find out about new sorting, querying and extraction features now available in the XBRL Excel Add-in. Issuers cannow run DQC rules against their filing by using the Excel Add-in too!
Inline XBRL for Mutual Funds, August 18, 2021 at 3 PM ET
Small fund groups, with less than $1 billion in net assets, are required to transition to Inline XBRL startingSeptember 17, 2021. Attend this 60-minute session for the fundamentals of Inline XBRL preparation, and hear JacobSandoval, Branch Chief, U.S. Securities and Exchange Commission, Division of Investment Management, on how thefirst phase of the roll-out went with large funds, and how the Commission uses fund data submitted in XBRLformat.
XBRL Updates for FERC Filers, August 25, 2021 at 3 PM ET
Attend this free, 50-minute session for details on FERC plans for an updated Taxonomy – learn about the changes andhow it will impact filers. Find out about the availability of FERC historical filings in machine-readable format,and see how you can render your own XBRL file into a human-readable format. Find out more details about theroll-out and why so many regulators and data consumers are embracing the XBRL standard.
Upcoming XBRL US Steering Committee and Other Member Meetings
The next Data Quality Committee meeting will be held Wednesday, September 29 at 9AM EDT. Look forregistration details next month and get information about the Committee: https://xbrl.us/dqc
The Domain Steering Committee will meet Thursday, August 5, at 3PM EDT. https://xbrl.us/events/dsc-210805 – all XBRL US Members are invited toattend
The Communications Steering Committee will meet Tuesday, August 17, at 3 PM EDT. https://xbrl.us/events/csc-210720 – all XBRL US Members are invited toattend
The Regulatory Modernization Working Group will meet Tuesday, August 10, at 3 PM EDT. (firstname.lastname@example.org for details)
The Environmental Social Governance Working Group will meet Tuesday, August 3, at 4 PM EDT.(email@example.com for details)
XBRL US Members are encouraged to attend and get involved.
XBRL US Members are committed to engaging and collaborating with other members, contributing to thestandard through involvement of their teams, and striving to build awareness and educate the market. Members of XBRL USrepresent the full range of the business reporting supply chain.
Not yet an XBRL US member? Maybe it’s time to consider joining XBRL US for yourself ($55 – $500/year) or your organization (fees vary). Find out more about the benefits of membership and how to become involved byvisiting https://xbrl.us/benefits.