As annual filing season is approaching we wanted to share some tips for cover page tagging.
New Tagging Requirement on Cover Page - “IcfrAuditorAttestationFlag”
With the release of SEC Final Rule - Release No. 34-88365 issued by the Securities and Exchange Commission (“SEC”) on Accelerated Filer and Large Accelerated Filer Definitions, a check box indicating whether an ICFR Auditor Attestation is included in a filing is required for annual reports filed on or after the final amendments’ effective date (April 27, 2020). The element “IcfrAuditorAttestationFlag” should be applied to the cover page for issuers filing annual reports with Inline XBRL® (see example below). The element “IcfrAuditorAttestationFlag” can be found beginning in the 2020 DEI taxonomy for issuers filing annual reports with Inline XBRL.
As a reference, please find below links to the latest cover page templates by the SEC:
Avoid Hidden Fact Warnings for “CurrentFiscalYearEndDate”
The “CurrentFiscalYearEndDate”*, should be tagged directly on the cover page for annual filings.
This element should be applied as an additional fact to the “For the fiscal year ended” date disclosed on the cover that currently utilizes the element “DocumentPeriodEndDate” (see example below):
*Note: Keeping this fact in the DEI section will create SEC hidden fact warnings for annual filings, but will not prevent a filer from filing. For 10-Q and 8-K (when applicable) the “CurrentFiscalYearEndDate” will continue to be tagged in the DEI (non-printing) section.
Visual Updates for Cover Page - “EntityShellCompany”
Updates that have been made within Workiva that allow for filers to set the fact value for True/False Facts (Boolean Boxes), see example below. With this update, filers can manually select true or false regardless if the boolean box is checked or unchecked. Filers that are not shell companies can now relocate the fact from the “Yes” (unchecked) boolean box to the “No” (checked) boolean box and override the fact from true to false.
*Note: As the source value with a "x" represents true, it is important for filers to ensure review and accuracy of the XBRL fact value.
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