Tuesday, July 28, 2015
Tips to Prepare Your 10Q Filings
As summer sets in and you begin to prepare for your 10Q filings due next month, remember there are many ways to stay focused. Whatever your strategy is, keep these few tips in mind to help you execute your filings with ease.
Use Online Tools
First, know your deadline dates and create checklists of items that need to be done on specific dates and at specific times. Incorporate these same items into a calendar that can be shared electronically. Google and Outlook calendars have efficient online tools, such as reminders, to keep you on track. You can also share the latest updates with all parties involved. Alternatively, use the Edgar Agents free, downloadable calendar that lists the 2015 filing deadlines for your convenience.
Use Proofreader’s Marks
While proofreading your 10K, use the proper proofreading marks. Be sure to incorporate marks that actually request a specific edit and avoid ambiguous symbols that neither correct or give direction. If you are not familiar with proofreader marks, the Chicago Manual of Style, AP or Merriam-Webster are excellent reference guides. Although some symbols may vary, most marks are similar enough to be universally recognized. Also, double check the submission page to make sure the form type and filing period is accurate.
Submit Financials First
When you are ready, submit your financial statements and notes first – these take the longest to process. Statements and notes need to be formatted in Edgar while specific information needs to be tagged in XBRL throughout the document. This procedure can take some time to administer accurately.
Check Signatures and Dates
Make sure all signatures and dates are accurate when submitting your documents. Even if the filing date changes during the conversion process (for example if a company decides to file on another date), be sure to double check the dates and signatures before giving final approval to file.
Apply Policies and Procedures
Finally, if there is anything about filing electronically that you are doubtful about and your research doesn’t answer your questions, give us a call ahead of time. We can help guide you through the necessary steps so you’re prepared to file before the deadline.
To learn more about our products and services, call us at 732-780-5036 or visit our site at www.edgaragents.com.
Thursday, July 16, 2015
XBRL US Seeks Feedback on Proposed Rules
XBRL US has started the ball rolling with the first public review of the proposed rules that are expected to address common XBRL input errors. The proposed rules will be available for review and commentary until September 14, 2015.
The review contains seven proposed validation rules that test selected attributes reported in more than 2,400 individual elements and certain broad classes of elements (such as Document and Entity Information). Since its public debut, the proposed rules have already received comments from industry professionals. The rules are as follows:
Element Values Are Equal
This rule tests that the value reported for the element Assets equals the value reported for the element Liabilities and Equity.
1. Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:25 PM
Great rule!
2. Charles Hoffman says:
Wednesday, July 15, 2015 at 4:42 PM
This is consistent with the accounting equation, a fundamental rule of accounting.
3. Charles Hoffman says:
Wednesday, July 15, 2015 at 5:07 PM
The phrase “Element Values Are Equal” does not really describe this correctly. This is more about facts within the exact same context being equal. For example, this rule class means that the facts with the concept “us-gaap:Assets” and the fact with the concept “us-gaap:LiabilitiesAndStockholdersEquity” are equal in the same context (i.e. the period MUST be the same as well as any other distinguishing characteristics).
Context Dates After Period End Date
Dates that end after reporting period end dates are limited to subsequent events, forecasts and Entity Common Stock, Shares Outstanding.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:26 PM
Context period dates should be correct.
DEI and Block Tag Date Contexts
Document and entity information, footnotes, tables, and accounting policy concepts must use reporting period dates that are consistent with the fiscal period focus of the filing (e.g. Q1, Q2, Q3 or FY).
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:28 PM
The periods above should be updated to be a specific range for each period, plus and minus 15 days, as example rather than some specific dates based on a sample period(s).
Element A must be less than or equal to Element B
Value for element A should be less than or equal to the value for element B. Documentation includes a list of elements where this comparison is tested.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:30 PM
Good logic.
Negative Values
Elements that should not be reported with negative values. Documentation includes a list of elements tested.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:34 PM
The XBRL “instance value” and the element concept balance attributes (debit or credit) should be verified for correctness.
Document Period End Date Context
Document and entity information dates should match the document period end date.
Charles Hoffman says:
Wednesday, July 15, 2015 at 4:47 PM
The value of dei:DocumentPeriodEndDate, the value of the “endDate” of the context of that concept, and the current balance sheet date should all be the same. I would propose taking this rule one step further to include the notion that these two dates should also be consistent with the current balance sheet date.
Document Period End Date Context / Fact Value Check
The document period end date should match the date tagged with the document period end date element.
No comments to date.
While the public reviews a description of the rules and submits comments, developers can download the open source code and incorporate it into their own software to use as a reference against their software and provide feedback.
To participate in the public review, go to: http://publicreview.xbrl.us To learn more about Edgar Agents and our products and services, please visit our website at www.edgaragents.com or call us at 732-580-5036.
The review contains seven proposed validation rules that test selected attributes reported in more than 2,400 individual elements and certain broad classes of elements (such as Document and Entity Information). Since its public debut, the proposed rules have already received comments from industry professionals. The rules are as follows:
Element Values Are Equal
This rule tests that the value reported for the element Assets equals the value reported for the element Liabilities and Equity.
1. Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:25 PM
Great rule!
2. Charles Hoffman says:
Wednesday, July 15, 2015 at 4:42 PM
This is consistent with the accounting equation, a fundamental rule of accounting.
3. Charles Hoffman says:
Wednesday, July 15, 2015 at 5:07 PM
The phrase “Element Values Are Equal” does not really describe this correctly. This is more about facts within the exact same context being equal. For example, this rule class means that the facts with the concept “us-gaap:Assets” and the fact with the concept “us-gaap:LiabilitiesAndStockholdersEquity” are equal in the same context (i.e. the period MUST be the same as well as any other distinguishing characteristics).
Context Dates After Period End Date
Dates that end after reporting period end dates are limited to subsequent events, forecasts and Entity Common Stock, Shares Outstanding.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:26 PM
Context period dates should be correct.
DEI and Block Tag Date Contexts
Document and entity information, footnotes, tables, and accounting policy concepts must use reporting period dates that are consistent with the fiscal period focus of the filing (e.g. Q1, Q2, Q3 or FY).
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:28 PM
The periods above should be updated to be a specific range for each period, plus and minus 15 days, as example rather than some specific dates based on a sample period(s).
Element A must be less than or equal to Element B
Value for element A should be less than or equal to the value for element B. Documentation includes a list of elements where this comparison is tested.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:30 PM
Good logic.
Negative Values
Elements that should not be reported with negative values. Documentation includes a list of elements tested.
Dean Prinsloo says:
Wednesday, July 15, 2015 at 3:34 PM
The XBRL “instance value” and the element concept balance attributes (debit or credit) should be verified for correctness.
Document Period End Date Context
Document and entity information dates should match the document period end date.
Charles Hoffman says:
Wednesday, July 15, 2015 at 4:47 PM
The value of dei:DocumentPeriodEndDate, the value of the “endDate” of the context of that concept, and the current balance sheet date should all be the same. I would propose taking this rule one step further to include the notion that these two dates should also be consistent with the current balance sheet date.
Document Period End Date Context / Fact Value Check
The document period end date should match the date tagged with the document period end date element.
No comments to date.
While the public reviews a description of the rules and submits comments, developers can download the open source code and incorporate it into their own software to use as a reference against their software and provide feedback.
To participate in the public review, go to: http://publicreview.xbrl.us To learn more about Edgar Agents and our products and services, please visit our website at www.edgaragents.com or call us at 732-580-5036.
Friday, July 10, 2015
Do You Qualify to Raise Capital Under Regulation A+?
By now you might have an idea what Regulation A+ entails, and are curious to know if your company qualifies to raise capital under this rule. To be sure, there are two sets of rules you should understand before proceeding, they are known as Tier I and Tier II. The SEC has since sent out a press release and a recent bulletin to further explain the details of the two tiers. We’ve summarized those qualifications in a few short paragraphs.
Tier 1
First, it is important to know whether an offering has been qualified. To qualify for both tiers under Regulation A+, a company can only accept payment for the sale of its securities once its offering materials have been qualified by the SEC.
Companies that are conducting a Tier 1 offering must generally have their offering materials qualified by state securities regulators in the states where they plan to sell their securities. Investors should be aware, however, that the SEC’s qualification of an offering statement does not mean that the SEC has assessed the accuracy of the offering or its merits.
Under Tier 1, a company can raise up to $20 million in any 12-month period. In connection with any offering under Regulation A+, a company must also provide all investors with access to an offering circular, which is an abbreviated prospectus for a new security listing. For Tier 1, the circular must be filed with, and subject to be reviewed and qualified by, the SEC as well as the securities regulator in the states where it is being conducted.
It should also be understood that the financial statements disclosed in a Tier 1 offering do not need to be audited by an independent accountant. Companies only need to report on the status of the offering. As a result, however, there will not be the regular flow of company information as with companies listed on the NYSE or NASDAQ, for example.
Tier 2
Under the Tier 2 option, companies can offer securities up to $50 million in any 12-month period. And as with Tier 1, all investors must be provided with an offering circular or given information to access it. For Tier 2, the offering circular is also subject to review and qualification by the SEC, but is not subject to review by state securities regulators.
The offering circular will also contain important information about the offering, but unlike the first tier, financial statements disclosed in Tier 2 have to be audited by an independent accountant. Companies raising money under Tier 2 will also file regular reports with the SEC, but are only required to file a semiannual report, annual report, or interim current report should there be certain enumerated events.
Furthermore, securities offered under Tier 2 may also be listed on a national exchange, subject to the requirements of that particular exchange. In such circumstances, the company would be required to comply with the more extensive ongoing reporting requirements, including the requirement to file quarterly reports.
Overall, and as we reported in an earlier blog post, Regulation A+ allows smaller companies to raise money more cost-effectively. If eligible, this rule could mean large savings and profits for smaller companies. To learn more about our products and services, call one of our agents at 732-580-5036 or visit our site at www.edgaragents.com.
Tier 1
First, it is important to know whether an offering has been qualified. To qualify for both tiers under Regulation A+, a company can only accept payment for the sale of its securities once its offering materials have been qualified by the SEC.
Companies that are conducting a Tier 1 offering must generally have their offering materials qualified by state securities regulators in the states where they plan to sell their securities. Investors should be aware, however, that the SEC’s qualification of an offering statement does not mean that the SEC has assessed the accuracy of the offering or its merits.
Under Tier 1, a company can raise up to $20 million in any 12-month period. In connection with any offering under Regulation A+, a company must also provide all investors with access to an offering circular, which is an abbreviated prospectus for a new security listing. For Tier 1, the circular must be filed with, and subject to be reviewed and qualified by, the SEC as well as the securities regulator in the states where it is being conducted.
It should also be understood that the financial statements disclosed in a Tier 1 offering do not need to be audited by an independent accountant. Companies only need to report on the status of the offering. As a result, however, there will not be the regular flow of company information as with companies listed on the NYSE or NASDAQ, for example.
Tier 2
Under the Tier 2 option, companies can offer securities up to $50 million in any 12-month period. And as with Tier 1, all investors must be provided with an offering circular or given information to access it. For Tier 2, the offering circular is also subject to review and qualification by the SEC, but is not subject to review by state securities regulators.
The offering circular will also contain important information about the offering, but unlike the first tier, financial statements disclosed in Tier 2 have to be audited by an independent accountant. Companies raising money under Tier 2 will also file regular reports with the SEC, but are only required to file a semiannual report, annual report, or interim current report should there be certain enumerated events.
Furthermore, securities offered under Tier 2 may also be listed on a national exchange, subject to the requirements of that particular exchange. In such circumstances, the company would be required to comply with the more extensive ongoing reporting requirements, including the requirement to file quarterly reports.
Overall, and as we reported in an earlier blog post, Regulation A+ allows smaller companies to raise money more cost-effectively. If eligible, this rule could mean large savings and profits for smaller companies. To learn more about our products and services, call one of our agents at 732-580-5036 or visit our site at www.edgaragents.com.
Friday, July 3, 2015
How Do You Think XBRL Reporting Could Improve?
Posted on July 2nd, 2015 by Steve Yakubov
The initial purpose of XBRL so many years ago was to improve data transparency for investors and analysts, which in turn would increase investor activity for small and large companies. Yet, somehow things went awry along the way, but as with most things it should get better with time and experience. Now, some 18 years later, industry has decided to take matters into its own hands.
A consortium of organizations filed a letter in late May suggesting improvements to the EDGAR/XBRL reporting procedures. Part of this initiative is to develop automated validation rules to detect input errors and verify compliance. Industry believes that persistent errors in XBRL filings have stalled usage of the XBRL database. And because these concerns have not received enough consideration from the SEC, the consortium hopes to find solutions from a conglomerate of XBRL industry players, then present it to the SEC.
Industry has also asked for simpler search options that best display data reported in XBRL. Ken Tysiac, editorial director of the Journal of Accountancy, paraphrases some of those recommendations in an article about the consortium’s letter to the SEC. Many of the suggestions mirror search features found in Internet browsers like Google or Bing. By making the overall system a lot more user friendly, usage of the XBRL database will definitely improve as a result.
For now and until the newly formed conglomerate decides what works best, we suggest working closely with a filer that hires only experienced certified XBRL operators and reviewers to file your documents accurately and within compliance. We also suggest using best practices for your next filing.
But, because we always like to hear from you, our readers, feel free to send us comments or suggestions on how you think XBRL should be improved. Email us at filings@edgaragents.com or post a comment below.
To learn more about Edgar Agents’ products and services, call us at 732-780-5036 or visit our site at www.edgaragents.com.
A consortium of organizations filed a letter in late May suggesting improvements to the EDGAR/XBRL reporting procedures. Part of this initiative is to develop automated validation rules to detect input errors and verify compliance. Industry believes that persistent errors in XBRL filings have stalled usage of the XBRL database. And because these concerns have not received enough consideration from the SEC, the consortium hopes to find solutions from a conglomerate of XBRL industry players, then present it to the SEC.
Industry has also asked for simpler search options that best display data reported in XBRL. Ken Tysiac, editorial director of the Journal of Accountancy, paraphrases some of those recommendations in an article about the consortium’s letter to the SEC. Many of the suggestions mirror search features found in Internet browsers like Google or Bing. By making the overall system a lot more user friendly, usage of the XBRL database will definitely improve as a result.
For now and until the newly formed conglomerate decides what works best, we suggest working closely with a filer that hires only experienced certified XBRL operators and reviewers to file your documents accurately and within compliance. We also suggest using best practices for your next filing.
But, because we always like to hear from you, our readers, feel free to send us comments or suggestions on how you think XBRL should be improved. Email us at filings@edgaragents.com or post a comment below.
To learn more about Edgar Agents’ products and services, call us at 732-780-5036 or visit our site at www.edgaragents.com.
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