{"id":1630,"date":"2020-04-02T18:00:53","date_gmt":"2020-04-02T18:00:53","guid":{"rendered":"https:\/\/prathamconsult.com\/us\/?page_id=1630"},"modified":"2023-04-24T07:22:04","modified_gmt":"2023-04-24T07:22:04","slug":"faq","status":"publish","type":"page","link":"https:\/\/prathamconsult.com\/us\/faq\/","title":{"rendered":"FAQ"},"content":{"rendered":"\t\t
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UNITED STATES<\/u><\/strong><\/span><\/p>

URL: 1 <\/strong>https:\/\/xbrl.us\/qa-sec-ixbrl\/<\/a><\/span><\/p>

Q&A \u2013 Inline XBRL<\/strong><\/span><\/p>

Responses to these questions reflect the informal views of one or more members of the staff of the U.S. Securities and Exchange Commission participating in a discussion and do not constitute an official statement of the views of the Commission or of the staff of the Commission and should not be relied upon as authoritative.<\/em><\/span><\/p>

For issuers that early adopt Inline XBRL on 10-Qs and 10-Ks and are not yet part of the Inline XBRL phase-in period, if they file a registration statement before their mandated phase-in period, will their registration statements, or any other forms, require Inline XBRL format by virtue of the fact they previously have filed Inline XBRL?<\/strong><\/span><\/p>

Filers that early adopt Inline XBRL are allowed to go back and forth between Inline and conventional XBRL, irrespective of the form type, until they are required to use Inline XBRL.<\/span><\/p>

After an issuer conducts their first required Inline XBRL filing per the phase-in, is the issuer required to file Inline XBRL on subsequent filings regardless of form type, if the filing includes financial statements that are for a fiscal period after their Inline XBRL phase-in fiscal period end date? For example, a Large Accelerated Filer using US-GAAP with a 12\/31 YE submits their 10-Q with Inline XBRL for the Quarter Ended 6-30-2019 on 7-30-2019 to the EDGAR system. Are the subsequent XBRL filings regardless of form type required to be submitted with Inline XBRL as long as the financials in said filings are for a fiscal period ending on or after 6-15-2019? Additionally, in this example, if the filing includes two sets of financials, one set with fiscal period end date prior to 6-15-2019, and one set with fiscal period end date on or after 6-15-2019, is the issuer to submit a single Inline XBRL instance for the filing?<\/strong><\/span><\/p>

Yes to all of these questions. Under the compliance language in the adopting release (33-10514 (6\/28\/2018)) discussion text associated with note 151 and the text of Regulation S-T Rule 405(~(1)(i), once a large accelerated filer that reports in US GAAP on 10-Q is required to file such a 10-Q using Inline XBRL, all subsequent filings that contain any financial statement for which an Interactive Data File is required for a period that ends on or after 6\/15\/19 must be filed in Inline XBRL. Financial statements for which an Interactive Data File is required for all periods included in the filing would need to be in Inline XBRL in the same Inline XBRL instance.<\/span><\/p>

Can issuers immediately stop posting the XBRL data files on their web site, regardless of their Inline XBRL phase-in date?<\/strong><\/span><\/p>

Yes. The SEC states in the adopting release that the amendments eliminating the website posting requirement are effective September 17, 2018. As a result, as of that date, companies do NOT have to post their XBRL files on their web site.<\/span><\/p>

For a company that has never filed financial statements in conventional or Inline XBRL and is filing them in XBRL for the first time using Inline XBRL, is it able to take advantage of the 30-day grace period on its XBRL submission as stated in the original (2009) final rule?<\/strong><\/span><\/p>

Yes, under Regulation S-T Rule 405(a)(3)(i)(B), it can file the HTML-only version first, and then within the 30-day grace period amend that filing to add the Inline XBRL document which will contain the combined HTML and XBRL. Assuming the financial statements are unchanged and the sole purpose of the amendment is to add the Inline XBRL document, in the case of an amendment to a periodic report, the filer should include the cover page, an explanatory note, the combined HTML\/XBRL financials, an exhibit index and exhibit 101.<\/span><\/p>

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URL: 2 <\/strong>https:\/\/xbrl.us\/home\/filers\/sec-reporting\/best-practice\/qa-sec-fast-act\/<\/a><\/span><\/p>

Q&A \u2013 SEC Cover Page Tagging<\/strong><\/span><\/p>

This Q&A is intended as general guidance and should not be relied upon as authoritative. Filers are encouraged to consult with their own legal and\/or with the SEC directly.<\/em><\/span><\/p>

Early Adoption\/Timing<\/strong><\/span><\/p>

Are early adopters of Inline XBRL (public companies that have already begun submitting financials using Inline XBRL, but that are not yet subject to Inline XBRL compliance because the compliance date for their category of company, e.g., non-accelerated filer, has not yet occurred), required to continue tagging their cover pages?\u00a0<\/strong><\/span><\/p>

No, they can start and stop up until their filing compliance date. Filers do not need to begin tagging the cover page of their 10-Ks, 8-Ks, 10-Qs, 20-Fs and 40-Fs, until they become subject to Inline XBRL per their Inline XBRL filing date (Large Accelerated Filers (US-GAAP) \u2013 Fiscal periods ending after June 15, 2019, accelerated Filers (US-GAAP) \u2013 Fiscal periods ending after June 15, 2020, all Others \u2013 Fiscal periods ending after June 15, 2021)<\/span><\/p>

Can a public company elect to tag the cover page on their 8-K using Inline XBRL before they file the first 10-Q? Or is it required to file a 10-Q using Inline XBRL first, before they can publish a form 8-K using Inline XBRL?<\/strong><\/span><\/p>

Yes, filers can early adopt and tag a Form 8-K.\u00a0<\/span><\/p>

If a calendar year-end filer, files an 8-K, after June 15, but before they file their second quarter 10-Q, is that 8-K not required to have the cover page data tagged with Inline XBRL?<\/strong><\/span><\/p>

Yes, that is correct. This filer would not need to tag their cover page until they have filed their first 10-Q using Inline XBRL per their compliance date.<\/span><\/p>

What Should Be Tagged?<\/strong><\/span><\/p>

Do all Form 8-K cover pages have to be tagged, regardless of whether they contain financial data? Is it required to tag cover pages of Form 8-Ks of earnings releases?<\/strong><\/span><\/p>

Any Form 8-K that is submitted by a reporting entity that is subject to Inline XBRL, must have the cover page tagged, once that company\u2019s compliance date occurs.<\/span><\/p>

Does the rule require companies to tag cover pages for ALL 8-K, 10-K, and 10-Q filings from operating companies? For all 20-F and 40-F cover pages that are annual reports? Or just those with financials in them?<\/strong><\/span><\/p>

Cover page tagging applies to all Forms 10-K, 8-K, 10-Q, 20-F and 40-F (for the last two forms, only if they are being used for annual reports and not registration statements). \u00a0The only exception is for filers that are not subject to Inline XBRL (i.e. ABS filers). Specifically, once a filer becomes subject to submitting any of its filings in Inline XBRL, it must begin tagging the cover page of its 10-Ks, 8-Ks, 10-Qs, 20-Fs and 40-Fs.<\/span><\/p>

Is tagging of the 6-K cover page required?<\/strong><\/span><\/p>

No, it is not required.<\/span><\/p>

Clarification on Exhibits<\/strong><\/span><\/p>

What is Exhibit 101?<\/strong><\/span><\/p>

The exhibit required to be filed with your Inline XBRL submission.<\/span><\/p>

What is Exhibit 104?\u00a0<\/strong><\/span><\/p>

Exhibit 104 is the document cover page tagged in Inline XBRL. It describes the required content in the Inline XBRL document. Exhibit 104 must be included as part of Exhibit 101.<\/span><\/p>

Do I need to reference Exhibit 104 anywhere in my EDGAR submission?<\/strong><\/span><\/p>

Yes, if the filing document contains an exhibit index. Forms that do not include an exhibit index do not need to reference Exhibit 104.<\/span><\/p>

For example, Form 10-Q requires the inclusion of \u201cItem 6. Exhibits\u201d. Some Form 8-Ks require the inclusion of an exhibit index and some Form 8-Ks do not require the inclusion of an exhibit index.<\/span><\/p>

How do I reference Exhibit 104 in my submission?<\/strong><\/span><\/p>

Exhibit 104 should be included in the exhibit index, if the filing document includes an exhibit index. An example of this is shown below.<\/span><\/p>

IMAGE FORM DOES NOT SUPPORTED HERE.<\/strong><\/span><\/p>

What if I\u2019ve already submitted my Inline XBRL document and it does not include the Exhibit 104 reference in the exhibit index?<\/strong><\/span><\/p>

Just add the Exhibit 104 reference in your next Inline XBRL filing.<\/span><\/p>

Please provide an example of a Form 8-K with cover page tagged using Inline XBRL.<\/strong><\/span><\/p>

IMAGE FORM DOES NOT SUPPORTED HERE.<\/strong><\/span><\/p>

Example Inline XBRL documents:<\/span><\/p>

Example 1<\/a><\/span><\/p>

Example 2<\/a><\/span><\/p>

DEI Taxonomy<\/strong><\/span><\/p>

Can you provide a link to the DEI 2019 Taxonomy?<\/strong><\/span><\/p>

Link to all SEC US GAAP Taxonomies:\u00a0https:\/\/www.sec.gov\/info\/edgar\/edgartaxonomies.shtml#USGAAP2019<\/a><\/span><\/p>

Link to the DEI 2019 Taxonomy:\u00a0https:\/\/xbrl.sec.gov\/dei\/2019\/dei-2019-01-31.xsd<\/a><\/span><\/p>

Can new elements in the DEI Taxonomy be viewed in the FASB \u201cyeti\u201d viewer?<\/strong><\/span><\/p>

Yes.<\/span><\/p>

Can you comply by creating custom tags rather than using the new elements in the 2019 DEI Taxonomy?<\/strong><\/span><\/p>

No, you are required to use the new tags.\u00a0<\/span><\/p>

Can we use the 2019 DEI Taxonomy with the 2018 US GAAP Taxonomy?<\/strong><\/span><\/p>

Yes, you can use these two taxonomies together.<\/span><\/p>

Other Topics<\/strong><\/span><\/p>

For \u201crequired visible facts\u201d that are listed as \u201cdei\u201d (not as \u201ccover\u201d), are they also required to be visible?<\/strong><\/span><\/p>

Most, but not all DEI facts defined in EFM 5.2.5.14, are required to be visible (note that CIK and Amendment Flag, for example, should be hidden).<\/span><\/p>

In the SEC\u2019s Inline XBRL viewer, there is a drop down menu \u201cMore Filters\u201d which includes an option for \u201cSource documents\u201d. Under what situation would a filing have more than one source document?\u00a0<\/strong><\/span><\/p>

If there is more than one document in a single filing that contains XBRL, there will be multiple sources.\u00a0<\/span><\/p>

If a company has multiple debts, do we use one standard tag and then dimensionalize?<\/strong><\/span><\/p>

If multiple securities are included in the securities table, they should be dimensionalized.\u00a0<\/span><\/p>

What is recommended if the registrant name on the cover of a 10-Q or 10-K is different from the registrant name associated with the CIK?\u00a0 Do you use the registrant name associated with the CIK?<\/strong><\/span><\/p>

You can either use the registrant name associated with the CIK, or you could use a hidden fact and include a reference to the hidden fact in the document.\u00a0<\/span><\/p>

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URL-3:<\/strong>https:\/\/xbrl.us\/qa-sec-inline-xbrl-funds\/<\/a><\/span><\/p>

Q&A: Funds and Inline XBRL<\/strong><\/span><\/p>

Responses to these questions were developed through an informal discussion with staff from the U.S. Securities and Exchange Commission.<\/em><\/span><\/p>

Question:\u00a0What is the Commission\u2019s position on data points in bar charts? We assume that would require hidden facts such as DEI information. Today the risk\/return summary charts must be tagged in table format in the detail view \u2013 how would the individual facts in the bar chart be represented using inline XBRL?<\/strong><\/span><\/p>

Answer:\u00a0Tags in charts should be put in the hidden section. Validation has or will be modified so it will not give you a warning. The data does not have to be tied to an image, but it certainly can be.<\/span><\/p>

Question: Could the Commission create one or more sample Inline XBRL documents for funds as they did with operating companies? It would be helpful to see a sample registration statement amendment (485BPOS) and a sample (or samples) of a supplement (497).<\/strong><\/span><\/p>

Answer:\u00a0In the most recently published test suite(https:\/\/www.sec.gov\/structureddata\/osdinteractivedatatestsuite<\/a>), i23007gd (test case), there is a specimen filing, an anonymized N1A filing summary. This shows what must and what doesn\u2019t have to be tagged.\u00a0<\/span><\/p>

Question:\u00a0Are there plans for the SEC to release an update of the technical specification document for Risk Return based on inline XBRL?<\/strong><\/span><\/p>

Answer:\u00a0It is not clear that this is needed. Much that is in the current EDGAR Filer Manual (https:\/\/www.sec.gov\/info\/edgar\/edmanuals.htm<\/a>) and Preparer\u2019s Guide is still applicable, under EDGAR Filer manual section 6.13, Inline XBRL only relieves the filer of the need to approximate the original filing layout; nothing else changes.\u00a0<\/span><\/p>

Question:\u00a0For the 485BPOS, funds sometimes pull content from multiple sources and in multiple formats, e.g., Quark, Excel, etc. which takes time to aggregate into a single format. Are there any suggestions on how best to handle this?<\/strong><\/span><\/p>

Answer:\u00a0The goal is to move to HTML format that allows you to aggregate to a common file. How you aggregate HTML for EDGAR today will be essentially the same.\u00a0<\/span><\/p>

Question:\u00a0Will there be any rendering options like the SEC previewer? How will a filer be able to view the XBRL prior to filing? If there is a rendering option, will the rendering agent create bar charts?<\/strong><\/span><\/p>

Answer:\u00a0Every product has its own previewer, or vendors can also use the SEC EDGAR Renderer through the Arelle GUI. Bar charts are viewable in Arelle also.\u00a0<\/span><\/p>

Question:\u00a0Will a new Risk\/Return Taxonomy be released for the transition to Inline XBRL?<\/strong><\/span><\/p>

Answer:\u00a0There\u2019s no need to create a new taxonomy for the move to Inline XBRL. If items 2, 3, or 4 in N-1A change, the taxonomy will be modified.<\/span><\/p>

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Question: Does the Commission envision any changes in the applicability of the calculation linkbase for Risk\/Return or will it continue to be a \u201cnull\u201d linkbase for the majority of mutual fund filings?<\/strong><\/span><\/p>

Answer:\u00a0The Commission sees no reason to change the way the calculation linkbase is used. But XBRL International now has a proposal out for Calc Linkbase 2 which is meant to address issues that arise in financial statements. The Calc linkbase associated with the risk\/return has no such issues. You can import the standard one into your filing.<\/span><\/p>

Question:\u00a0Does the SEC anticipate that a test filing system for inline risk\/return will be made available?<\/strong><\/span><\/p>

Answer:\u00a0The EDGAR test filing system is the test filing system. This is already available. When EDGAR was updated on March 11, 2019, it allowed for Risk\/Return Summary Inline filings in the test system.<\/span><\/p>

Question:\u00a0Will the Table TextBlock elements and associated Embedded Text used to render the summary section tables be eliminated? Will they be maintained for a period of time to accommodate XBRL rendering which may not be inline XBRL enabled?<\/strong><\/span><\/p>

Answer:\u00a0This is up to the filer. If the filer wants to include these as hidden items, they can. However, with inline XBRL, the need for this goes away, but they are not necessary once you\u2019re using inline XBRL.<\/span><\/p>

Question:\u00a0Are there any developments on the merge functionality process documented at the end of the preparers guide?<\/strong><\/span><\/p>

Answer:\u00a0There are no developments on the merge functionality process. The merge process is based on only looking at the data, not the presentation.\u00a0<\/span><\/p>

Question:\u00a0With respect to linkbases, will these be the same going forward?<\/strong><\/span><\/p>

Answer: The default presentation linkbase can be used.\u00a0<\/span><\/p>

Question:\u00a0How does the SEC intend to support redlining (track changes) in the inline tagged html?\u00a0 There is a conflict between the inline code and the redline coding that would potentially cause an error or issue in the filing. Does the SEC have thoughts on how this could be resolved?<\/strong><\/span><\/p>

Answer:\u00a0The Commission is aware of this issue and there will be a method available in EDGAR prior to the compliance date for Mutual Funds.<\/span><\/p>

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URL-4:<\/strong>https:\/\/www.sec.gov\/structureddata\/osd-inline-xbrl.html<\/strong><\/a><\/span><\/p>

Inline XBRL<\/strong><\/span><\/p>

On June 28, 2018, the Commission adopted amendments requiring the use, on a phased in basis, of Inline XBRL for operating company financial statement information and fund risk\/return summary information. See\u00a0Release No. 33-10514<\/a>\u00a0for details.<\/span><\/p>

What is Inline XBRL?<\/strong><\/span><\/p>

Inline XBRL is a format that allows filers to embed XBRL data directly into a HyperText Markup Language (HTML) document so that filers need only prepare one Inline XBRL document rather than generate an HTML document of their financial statement information or risk\/return summary information and then tag a copy of the data to create a separate XBRL exhibit.<\/span><\/p>

For data users, Inline XBRL provides an easier way to view, access, and explore the contextual information of the underlying data. For example, users can hover over values in the filing to find more information about the data, such as citations and hyperlinks to the relevant accounting guidance, narrative definitions for the values, and reporting period information associated with each value.<\/span><\/p>

How are Inline XBRL filings viewed?<\/strong><\/span><\/p>

Viewing Inline XBRL filings is simple and does not require any specialized software because the Commission has incorporated an Inline XBRL Viewer into the Commission\u2019s Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system. Anyone using a recent standard internet browser can view an Inline XBRL filing on EDGAR. (Recent standard internet browsers are ones that fully support HTML 5 and JavaScript, such as Chrome 68 and later, Firefox 60 and later, Safari IOS 11 and later, Microsoft Edge Windows 10, and Internet Explorer 11.)<\/span><\/p>

The short video below describes some of the features and capabilities of the open source Inline XBRL Viewer.<\/span><\/p>

VIDEO FORMAT DOESN\u2019T SUPPORTED HERE.<\/strong><\/span><\/p>

You can access a transcript of the video\u00a0here<\/a>.<\/span><\/p>

When must filers begin filing using Inline XBRL?<\/strong><\/span><\/p>

Operating Company Financial Statement Information<\/u><\/span><\/p>

U.S. GAAP filers have a three-year phase-in to comply with the Inline XBRL requirements as follows, beginning with fiscal periods ending on or after:<\/span><\/p>