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Updates on EDGAR 21.4 for Dec. 20, 2021

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Kommentare

4 Kommentare

  • Offizieller Kommentar
    Mike

    The EDGAR system was updated as planned by the SEC. It now supports the 2021Q4 version of the Document and Entity Information (DEI) taxonomy. With this release, the DEI taxonomy has been updated to include elements for tagging auditor information. 

    For Forms 10-K, 20-F, and 40-F, in order to use the elements for tagging auditor information as required by the Final Rule on Holding Foreign Companies Accountable Act Disclosure, filers are required to use the 2021Q4 version of the DEI taxonomy, which is only compatible with 2021 versions of the other taxonomies.

    Please note that ALL annual reports on forms 10-K, 20-F or 40-F filed for periods ending after December 15, 2021 will be required to migrate to US GAAP 2021(DEI 2021 Q4) or SEC-IFRS 2021(DEI 2021Q4) and tag the three new required elements for AuditorName, AuditorLocation, and AuditorFirmId in order to file. 

    The DEI 2021 Q4 Taxonomies are supported and enabled for use in Workiva. Let us know what questions you have in the meantime. Thanks as always and have a happy holiday season!

    UPDATED DEC. 23, 2021

  • Daniela Iacob

    Are 424(b)(3) forms impacted by the filing fee update?

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  • Mike

    Hi Daniela,

    The short answer is yes, as of Jan 31, 2022.

    For the initial implementation, the SEC will be requiring fee filings to move the fee table from the cover page into a new EX-FILING FEES exhibit, as well as provide additional details. Info on that can be found here, including the new table format for specific form types near the bottom of the PDF.  This exhibit will be required to be iXBRL tagged as of July 31, 2024 (Large Accelerated Filers) or July 31, 2025 (all other filers).

    * Fee Bearing Submission Types in which the EX-FILING FEES document is applicable  (Jan 31, 2022)
    Required: F-1, F-1MEF, F-10, F-10EF, F-3, F-3ASR, F-3D, F-3MEF, F-4, F-4MEF,
              N-14 8C, N-14MEF, N-2, N-2 POSASR, N-2ASR, N-2MEF, POSASR, S-1, S-1MEF,
              S-11, S-11MEF, S-3, S-3ASR, S-3D, S-3MEF, S-4, S-4EF, S-4MEF, S-8,
              SC 13E3, SC TO-I, SC TO-T, SC13E4F, SC14D1F, SF-1, SF-1MEF, SF-3, SF-3MEF,
              424I
    
    Optional: F-1/A, F-10/A, F-3/A, F-4/A, N-14 8C/A, N-2/A, POS AM, PREM14A, PREM14C,
              PRER14A, PRER14C, S-1/A, S-11/A, S-3/A, S-4/A, SC 13E1, SC 13E1/A, SC 13E3/A,
              SC TO-I/A, SC13E4F/A, SC14D1F/A, SF-1/A, SF-3/A, 424B1, 424B2, 424B3, 424B4,
              424B5, 424B6, 424B7, 424B8, 424H, 424H/A

    “Optional” here means it may not be needed if there are no fees associated with the filing, but if there are, then it is required.

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  • Mike

    HI Jillian!

    We have published some ongoing guidance here about these three pesky tags now that we approaching go time. The short version is that Audit firms will have their preferred suggestions on the location of these disclosures, and may include advice to include on the bottom of the Cover Page, the Principal Accountant Fees and Services information, the Audit Report or the Index to the Consolidated Financial Statements though your firm may have a desired placement. Note that tagging in a hidden section is not allowed and will result in a filing error.

    Hopefully that helps some. Let me know if I've missed the mark here or you have any follow-ups.  Cheers!

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