On June 15, 2011 the SEC published observations from its review on filings submitted during the first two months of 2011. The SEC listed common issues with the filings and provided guidance, including the following:
- In response to filers questioning whether the rendered version (the viewable version of a document containing tagged data) of the XBRL financial statements needed to be identical to the HTML financial statements (the viewable version of the financial statements without tagged data), the SEC stated that the XBRL and HTML financial statements do not have to be identical and that filers should concentrate on the quality of the tagging instead.
- The SEC noted that although many times in the HTML filing numbers are presented as negative, the numbers should almost always be tagged as positive in the XBRL submission. The SEC stated that one of the most common errors filers make is to incorrectly enter an amount with a negative value even though the element should not be negative, such as entering a negative number for revenue.
- The SEC provided the following guidance on when to extend versus when to use a US GAAP element from the standard taxonomy:
- Don’t extend when an existing US GAAP taxonomy element is available. Use software to search for appropriate elements in the taxonomy and examples from existing submissions.
- Extend only when there is a material difference between the standard US GAAP element and the filer’s financial statement line item.
- Don’t extend solely to achieve a desired formatting of the XBRL data. Attempts to achieve a particular formatting result can be time consuming, and as Regulation S-T C&DI 130.08 states, are not required.
- The SEC reminded filers that they must ensure the completeness of tagging of parenthetical amounts on the financial statements, monetary amounts found in subscribed text and Regulation S-X Article 12 schedules tagged.
- The SEC noted that there was significant diversity in the modeling of line items, axes and members in the 10-Ks submitted by filers. Specifically, the SEC noted that filers have unnecessarily extended axes and members and not used existing elements in the US GAAP taxonomy. The SEC reminded filers that extended axes and members are subject to rules similar to those governing line items and that extension should only be made when the line item, axes or member is not currently available in the US GAAP taxonomy.
- The SEC noted that every element in the US GAAP taxonomy has an XBRL item type attribute and that filers must use a unit in their interactive submissions which is consistent with that XBRL item type. For example, any elements with a monetary XBRL type must use a unit, such as USD, which defines the currency in which the monetary amount is reported.