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New Tagging in DEI

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Hi, I noticed that some companies are adding two concepts in the DEI section of the 10Q, specifically for Entity Emerging Growth Company and Entity Small Business.  Is the result of a new requirement or migration to the 2018 Taxonomy?  Your comments/thoughts are greatly appreciated.  Thanks. 
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  • Mike
    Hi Kenny,

    Good catch! I can shed a little light on why you are seeing this in Wdesk.

    On October 1, the SEC updated the EDGAR system and also released version 48 of the EDGAR Filer Manual (EFM). Included in this update was the implementation of five new data quality validations. The items you’ve identified are related to the EFM ver 6.5.40.  This rule compares information that is included in the filing Submission Header and comparing it to information that is included in your DEI of XBRL.

    While some of the written rules read to only need the fact if applicable to a filer, validations warnings appear to come up for any filer. The below new elements may be necessary on your DEI, based on this new update. They would be used with a “true” or “false” fact-value as applicable to the filer.

    • EntitySmallBusiness

    • EntityShellCompany

    • EntityEmergingGrowthCompany

    • EntityTransitionPeriodFlag - if Emerging Growth is marked as “true”

    Hope that helps explain what you are seeing. Let me know if you have any questions on the above, or need anything else. Happy tagging in the meantime and have a great day. Cheers!
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  • Kenneth Ho

    Hi Mike, many thanks for the additional insights.  I believe version 48 is still in draft form by the SEC.  Nevertheless, the validation rule is already effective? 
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  • Mike
    No problem, Kenny!

    Version 48 is actually no longer in draft and was finalized and made effective on Oct. 1st, so this past Monday. Here's a link to the new, updated EFM: https://www.sec.gov/info/edgar/edgarfm-vol2-v48.pdf. That's why the validation is now in effect.

    Let me know if you have any questions, or need anything else. Thanks!
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  • Ricardo Solano
    Hi Mike- we are getting the following two warnings messages:
    [EMF.6.05.40.entityVoluntaryFilersUnexpected] & [EFM.6.05.40.entityWellKnownSeasonedIssuerUnexpected]. Because we are still using the 2017 taxonomy, I wonder if it is safe to ignore these warnings. Thanks for any help!
    Ricardo
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  • Mike
    Hi Ricardo!

    Those tags are not required on a 10-Q filing, in both the 2017 and 2018 taxonomies, so in this case, you'd just need to not tag those two items and the warning messages will go away.

    Hope that helps. Let me know if you have any questions. Cheers!
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  • Ricardo Solano

    Thanks Mike! Removing the tags works.
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  • Kendall Ashworth
    We are getting an error saying that the "entity shell company" tag that we are using isn't required to be tagged in a 10-Q document. However, it appears that this is still a requirement on the 10-Q cover page by the SEC. Do you now if it is OK to file with a warning saying that it isn't required or what the issue might be?
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  • Mike
    Hi Kendall,

    This error is one that is errantly coming from the SEC. You are correct that the "entity shell company" requirement is only for 10K filings. In this case, you are safe to file with the warning as it is beyond the control of Wdesk. With any luck, this will get addressed in the EDGAR system sooner than later.

    If you have any questions for me, let me know. Thanks, and have a great day!
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  • Dalisay Pingul
    @ Kenny G - I can't believe you've noticed filers adding these 2 new tags! How did you even figure it out / how are you monitoring it? I wish this would have been covered in 2018 Taxonomy webinar - I don't think this was discussed. Very helpful question! We're adding it in our DEI.
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