You don’t want the SEC to be your XBRL proofreader

As astutely highlighted by industry-XBRL-data-crunching-stalwart Calcbench (watch video here), the SEC “noticed” that Goldman Sachs’ XBRL documents were different when compared to their 10-K file. So much so ($556,000,000 from Calcbemch’s analysis) that the company had to file a 10-K/A. A = amendment.   

SECCLC

From GS 10-K/A:

“Due to an error by our external financial printer, our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (Original Form 10-K) was filed with an incorrect version of Exhibit 101, which provides items from our Original Form 10-K formatted in eXtensible Business Reporting Language.”

This brings up several conversations surrounding XBRL:

  • The SEC is slowly but surely looking at XBRL submissions. This is an essential adoption point, and is juxtaposed to recent Lobbyists work up on The Hill to all but cancel a uniform financial reporting system: aka XBRL.
  • Blaming the “financial printer” is a dilemma for a cheeky bugger like me. As much as I would love to tout that “it was not us!” at Vintage who filed Goldman’s XBRL, the real discussion to have is the understanding that the accuracy of a final XBRL submission is a cooperative partnership between the corporation and the vendor. Taxonomy selection, proper tagging and the decimal points in the right place… many moving parts for sure.
  • The XBRL environment is still an awkward situation of 1.) apathy from many issuers combined with 2.) a fiscal temptation to downgrade to boiler-room (cheap) quality XBRL vendors with 3.) all parties involved working under the assumption that the SEC does not care anyway.

Absolutely, the XBRL regulation and subsequent filing process has been clumsy – but remember the promise of XBRL. A single, issuer-verified, the buck-stops-here database of corporate filings.  No interpretation, no cutting and pasting – 100% transparent and accessible to all.  Real 21st century stuff.

We’ve worked out a program that has matches the workflow (including final review) and the budgets for any size issuer.

One response to “You don’t want the SEC to be your XBRL proofreader

  1. Pingback: The SEC’s New “Registration Fee Estimator” : TheCorporateCounsel.net Blog

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