SEC's final XBRL rule

XBRL final rule

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On 30 January 2009, the US Securities and Exchange Commission (SEC) published a final rule for the mandatory use of eXtensible Business Reporting Language (XBRL) (pdf, 337.1kb)  (pdf, 257kb) in reporting financial information to the SEC. From mid June 2009, primary financial statements, notes and schedules filed with the SEC for certain companies are required to be submitted in XBRL. For more information please see our XBRL Implementation Roadmap (pdf, 3.7mb)  (pdf, 3.7mb)  (pdf, 4.1mb) which provides an XBRL implementation framework and discusses various matters that companies should consider when preparing for, and complying with, the SEC rule.

  • Phase 1 (Fiscal Periods ending on or after 15 June 2009): Large accelerated filers using US GAAP with a worldwide public float over $5 Billion (US Dollars).
  • Phase 2 (Fiscal Periods ending on or after 15 June 2010): Other large accelerated filers using US GAAP
  • Phase 3 (Fiscal Periods ending on or after 15 June 2011): All other filers including smaller reporting companies using US GAAP and all filers that use IFRS issued by the IASB.

XBRL financial statement tagging does not apply to:

  • An investment company registered under the Investment Company Act
  • A “business development company,” as defined
  • A foreign private issuer (FPI) that presents its financial statements without using either US GAAP or International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB)

As published, XBRL-tagged financial information will be submitted via the SEC’s EDGAR system in addition to, but not as a replacement of, the plain text financial statements, and will be due at the same time as the related EDGAR filing. A filer is also required to post a copy of the XBRL filing to its website. Interactive data will be required for the entirety of the financial statements, although detailed tagging of the footnotes and schedules will be phased in during a company’s second year of compliance.

The SEC final rule requires the use of the following taxonomies for XBRL submissions:

As indicated in the final published rule, participation in the current SEC XBRL Voluntary Financial Reporting Program (VFRP) ends on 13 April 2009 for non-investment companies.

For more information visit the SEC website.