On December 2, 2021, the SEC issued amendments to finalize the interim rules on “Holding Foreign Companies Accountable Act Disclosure.” Included within this final rule is the requirement for SEC iXBRL filers to use the latest DEI 2021 Q4 taxonomy and tag auditor information within 10-K, 20-F and 40-F annual reports. The specifics on the tagging requirements are spelled out a bit more here on Help, but we wanted to provide some tips on how to actually tag these items in practice.
Tag Auditor Name and Auditor Location on the Audit Report located in your Workiva Document. Also tag Auditor Firm ID where this information has been disclosed, whether in the Audit Report or elsewhere in the file, such as the Index to the Consolidated Financial Statements as suggested by XBRL.US as guidance published in their Q&A
Be sure to work with your auditors to determine placement of the Auditor Firm ID. 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, or the Index to the Consolidated Financial Statements.
In the example below, the information is added to the Audit Report.
Note that all three tags are required to be included and should be found in or near the Auditor Report, i.e. they cannot be tagged in a non-printing section. Doing so will result in validation errors.
XBRL Outline & Root Abstract
Include Audit Information in a separate XBRL outline section. As the taxonomy currently does not include a root abstract, an extension for Audit Information will need to be created. See example below:
Configure the Sub-Section Details
To ensure the Audit Information tagging shows up on the Cover for the SEC rendering you will need to access the Sub-Section Details. To do so, right-click on the Audit Information XBRL section and choose Edit Section. From here, ensure the default Tagging Level is set to Level 0.
The SEC rendering view of this new tagging info should look like this:
More than One Auditor
If you have more than one auditor, you will need to tag the additional auditors using dates to distinguish the differences, or choose one of the following axes to apply:
- ConsolidatedEntitiesAxis for subsidiaries
- ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxisfor investments
- LegalEntityAxis for branches
- OwnershipAxis for components
- CounterpartyNameAxis for all others.
Please note this guidance is subject to change as more information becomes available from the SEC or industry best practices related to the tagging of auditor information. We will be sure to update this post accordingly as new information is released.
Let us know if you have any questions and we'll be happy to help. Happy tagging!
***UPDATED JAN. 19, 2022