Category Archives: XBRL

WEBINAR 1/27: Preparing for Say-on-Pay disclosure and XBRL reporting

The SEC has adopted a pay ratio disclosure rule – Item 402 of Reg S-K – requiring public companies to disclose:

  • The annual total compensation of the CEO
  • The median of the annual total compensation of all employees other than the CEO
  • The ratio of these amounts

SCALEThe SEC has provided a transition period: generally most issuers will first be required to include their pay ratio disclosure in 2018, or later in the case of companies that are new SEC registrants. The initial pay ratio disclosure will be required with respect to compensation for a company’s first full fiscal year that begins on or after January 1, 2017. And XBRL will have a role.

Say-on-Pay data tagging using XBRL

The SEC has also stated that the disclosure provided, including footnotes, be XBRL tagged. This is the first instance that XBRL tagging would be required for data outside the financial statements.

For a direct dialog with the SEC on this, you are invited – FREE – to join an open webinar with Mike Willis, the SEC’s Assistant Director, Office of Structured Disclosure, Division of Economics and Risk Analysis (& XBRL guru) in his discussion with XBRL US member Gordon Ruckdeschel, VP, Operations at Vintage.

  • Wednesday, January 27 ~ 3:00 PM ET
  • LOG IN HERE
  • This event is free to participants but CPE credit can be obtained for $49

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The conversation will include the status of the current program for XBRL reporting by public companies and other initiatives in the works:

  • Is the SEC using XBRL data?
  • How is XBRL data quality?
  • What enhancements to the existing program are under consideration, including inline XBRL?
  • And how does structured data factor into upcoming SEC rule proposals like executive compensation and investment company disclosures?

Find out about the SEC’s Disclosure Effectiveness initiative which is considering way to improve disclosure requirements in Regulation S-K and Regulation S-X, to benefit both companies and investors.

You need a sense of humor when you’re working the XBRL mines

At the “Improving Financial Analysis Through Structured Data” conference, Alex Rapp, co-founder of Calcbench, lead an excellent discussion titled “Comparing Financial Fundamentals.” For those of you not trudging towards Mordor, which seemingly has been the journey of XBRL, “comparison” is a key driver of structured data. XBRL is an organized, common ground (tagged) database across all 10-K and Qs with the data being delivered directly from the public company’s official SEC filing, rather than a third-party “re-keying” of the data from .XLS and HTML documents.

For those of you not yet experienced with XBRL, Alex offers a concise overview with juuuuust enough cheek to demonstrate his passion and well-grounded expertise.

You can view his full “Comparing Financial Fundamentals” talk at this link. It’s the fifth video down the list of all the session videos of the conference.

His group, Calcbench, are wizards at using the XBRL data (output) for analysis and investors unlike us… who are wizards at the input for public companies (read here).

XBRL quality advances driving change at Bloomberg and other Street portals: video

XBRL.US, the national business consortium for XBRL, brought together leading experts to discuss XBRL’s state-of-the-(XBRL)-union at their Improving Financial Analysis Through Structured Data event, held in Manhattan.

You’re invited to watch the event videos here.

  • Opening Keynote: Sandra Peters, CPA, CFA, Head, Financial Reporting Policy Group, CFA Institute
  • Who’s Using Corporate XBRL Data?
  • Building an XBRL Database
  • Comparing Financial Fundamentals
  • Analyzing Corporate Data
  • More Structured Data for Investors?
  • Closing Keynote: Hal Schroeder, Board Member, Financial Accounting Standards Board (FASB), former Partner at Carlson Capital, L.P., a Dallas-based money manager with assets under management of over $6 billion

One panel discussed one of the most paramount questions about XBRL – Who’s Using Corporate XBRL Data? SPOILER ALERT – the snippet below featuring representatives from Bloomberg and S&P Capital IQ.

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As you see above, the drive for quality is working. Proudly, Vintage is a founding organization with the XBRL US Center for Data Quality referenced by both the Bloomberg and S&P panelists. Too embellish on that, our XBRL clients receive top marks (view here) due to the dedication from XBRL teams and processes.

Internally, we’ve built a culture of quality and it’s fulfilling to see the results bearing the fruit of XBRL adoption.

Enjoy the videos.  

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A continual culture of quality for clients’ XBRL

October has developed into a fairly important month for XBRL and for our XBRL clients. A couple points to highlight are below.

The first point is that, to the chagrin of many in Congress, the bill to nix the XBRL requirement for companies below $250 million in revenue has not been considered on the floor. This past May, the Financial Services Committee had approved Rep. Robert Hurt’s proposed bill titled The Small Company Disclosure Simplification Act (H.R. 1965). It is not moving forward at this point.

The Data Coalition reports two factors to the bill’s demise.

One, committee Democrats opposed to the proposal increased from five Financial Services Committee members in 2014 to all Democrats except one last May, including Rep. Maxine Waters (D-CA), the Democratic ranking member of the committee. With a risk that Democrats would oppose H.R. 1965, preventing the fast-track “suspension of the rules” procedure from being used to pass the bill, House leaders may have felt there was not enough floor time for the more laborious processes that must be employed to pass controversial bills.

Two, Senators Mark Warner (D-VA) and Mike Crapo (R-ID) sent a letter to the SEC in July supporting the continued use of XBRL for corporate financial statements. With bipartisan support in the upper chamber for continuing to develop the use of structured data at the SEC, rather than curtail it, House leaders may have concluded that H.R. 1965 would not survive consideration by the Senate Banking Committee even if passed by the House.

When this bill was first introduced, the hard, high costs of XBRL to issuers was the driver, followed-up by a “no one is using it anyway” conversation. Both true, considering the bill relied heavily on a 2012 XBRL “state-of-the-union” report.  Fortunately, as an industry that has matured, we have the pricing and products settled now. Speaking for Vintage, our fleXBRL program solves the exorbitant cost dilemma quite elegantly via our Intelligent Value mission.

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The second point addresses quality – and our drive to make our clients number one for accuracy. We’ve done that, via our XBRL teams expertise working with the DataTracks software. As obvious as it sounds, accuracy is paramount for the Street to adopt XBRL into their systems. The Hurt bill would have “hurt” (sorry) any Street integration of XBRL as the data stream must be full market to deliver it’s promise of uniform, comparable data.

We’ve built a deep culture of quality within Vintage – launched (visually) with our new brand and our promise of Intelligent Value. This Hoffman report is a wonderful third party valuation.

Other links:

Free XBRL quality forum in NYC in November: > https://xbrl.us/events/2015-forum/

A Hurt bill update: > http://irblog.prnewswire.com/2015/04/30/my-take-away-from-rep-hurts-house-financial-services-committee-hearing-if-youre-a-small-cap-still-paying-50k-for-xbrl-call-vintage/

My popular XBRL rant in LinkedIn: >  https://www.linkedin.com/pulse/20141008213022-11679621-congress-has-no-idea-what-xbrl-is-so-let-s-get-rid-of-it

It’s time to mind the 2016 GAAP taxonomy changes for XBRL

The Financial Accounting Standards Board (FASB) has released their recommended 2016 GAAP Financial Reporting Taxonomy for public review and comment. The proposed 2016 taxonomy encompasses updates for accounting standards and other suggested improvements to the official XBRL (Extensible Business Reporting Language) taxonomy. Issuers use this data language to file their financial statements.

Most notable is the emphasis on simplification of taxonomies including the “retiring” of many under-used and mis-used elements. FASB generated this graph to illustrate the taxonomies’ evolution.

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This fine-tuning of the taxonomies is also a key element of the XBRL US Center for Data Quality, which Vintage is a founding member.

For details of the 2016 recommendations, read the FASB release notes here.

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XBRL XTION ITEMS:  

  • The deadline to submit written comments on the proposed 2016 GAAP Taxonomy is Oct. 31, 2015. Instruction on how to submit comments is available at FASB’s XBRL page.
  • WEBINAR on the 2016 GAAP Financial Reporting Taxonomy on September 22 at 1:00 ET. Learn more here.

Once the 2016 recommendations are accepted by the SEC, Vintage XBRL Managers will work closely with clients to assure a spot-on transition.

XBRL: creating a culture of quality – free webinar, September 3

SEC-logocheckVintage is pleased to be a founder of the XBRL US Center for Data Quality with the steadfast goal of improving the utility of XBRL financial data filed with the SEC. There is no avoiding the discussion that XBRL has lacked “enthusiasm” from the capital markets – without regulatory repercussions. SEC Chairman White has stated that is changing.

Please join the XBRL US Center for Data Quality members for a free webinar featuring representatives from data providers Bloomberg and Calcbench on problems they deal with in XBRL filings, on how they are using XBRL data in their business and why they decided to join an initiative to improve the quality of XBRL filings.

Pre-registration is suggested – you’ll be sent calendar alerts and reminders.

DATE: September 3, 2015email_button

TIME: 3:00 PM ET

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This webinar will cover:

  • The XBRL US Center for Data Quality – an initiative to provide open, freely available rules and guidance that public companies and their service providers can use to create better quality XBRL data
  • Errors in XBRL Financials – Bloomberg and Calcbench on the kinds of errors identified, importance of data quality and how they’re using XBRL data
  • Review of Draft Rules – learn about the rules that have been developed and how you can comment on the rules during the Public Review period

You’ll also learn about a Public Review now underway as part of this data quality program to create rules that can be used by preparers to improve their XBRL-formatted financials.

Vintage joins with four competitors to form the XBRL US Center for Data Quality

XBRL US and an alliance of five top XBRL companies (alphabetical) – Merrill Corporation, RDG Filings, RR Donnelley, Vintage, a division of PR Newswire (Ta-da!), and Workiva Inc. – form the XBRL US Center for Data Quality to improve the utility of XBRL financial data filed with the U.S. Securities and Exchange Commission (SEC).

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Dogs and cats living together? Definitely. However, the only mass hysteria with the XBRL US Center for Data Quality is that it was not executed sooner. Kudos to XBRL US for creating this “bipartisan consortium” to address XBRL quality at the base, practitioner level… not just for our clients but for all filers. XBRL quality and subsequent database is an all-in scenario. Quality must be full market for Street adoption.

In addition to representatives from the founding members, the Center for Data Quality, the committee includes representatives from Bloomberg, Credit Suisse HOLT, Calcbench, CFA Institute, S&P Capital IQ, Vanderbilt University and the American Institute of CPAs.

“To realize the full economic benefit of XBRL, investors and other consumers must have access to accurate and reliable XBRL data,” said Barry Melancon, CEO of the American Institute of CPAs, and Chair of the XBRL US Board of Directors. “This industry-funded initiative will make it substantially easier for companies to create consistent, good quality financial statements in XBRL format.”

The Committee is responsible for developing guidance and validation rules that can prevent or detect inconsistencies or errors in XBRL data filed with the SEC with key activities to include:

  • Developing unambiguous guidance on how to tag financial data using XBRL and freely available, automated validation rules to verify compliance with its guidance and to prevent or detect tagging errors.
  • Obtaining input through public exposure of its proposed guidance and validation rules for a sixty day period and incorporating the input, as appropriate, in the final approved guidance and validation rules.
  • Providing progress updates to SEC staff and input to FASB staff to aid in simplifying and improving the US GAAP Taxonomy.

The first public review contains seven proposed validation rules that test selected attributes reported for over 2,400 individual elements and certain broad classes of elements. Below are the rules developed by the Data Quality Committee responsible for developing guidance and validation rules that can prevent or detect inconsistencies or errors in XBRL data filed with the SEC and focuses on data quality issues that adversely affect data analysis. Click on the links to review and comment.

Element Values Are Equal

  • Assets equal liabilities plus shareholders’ equity. 

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.

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).

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.

Negative Values

  • Elements that should not be reported with negative values. Documentation includes a list of elements tested.

Document Period End Date Context

  • Document and entity information dates should match the document period end 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.

Comments received during the 60-day public review period will be evaluated for incorporation into final rules that will be made freely available and will be contributed to the open source Arelle XBRL platform. Anyone can benefit from this work… not just clients of the top five providers.

Do we have a vested, biased and financial interest in the success of XBRL… of course we do. That said, if you have ever attended a national or international gathering of XBRL practitioners (uber-accountants) – you’ll soon understand the importance and possibilities a global consistent view at company reporting will deliver to investors.

And for issuers? Your quarterly earnings are directly fed into the data stream directly from you. You become the single source for your numbers.