By Cydney Posner

The staff of the SEC's Division of Risk, Strategy, and Financial Innovation has posted some highly technical observations from its review of Interactive Data (XBRL) Financial Statement submissions.  While, overall, the staff believes that issuers are making a good effort to comply and provide high-quality submissions, the staff did identify some common significant issues, including issues with formatting of the financial statements, negative values, use of unnecessary extensions and the completeness of the tagging. The staff found that the most common error filers make is to incorrectly enter an amount with a negative value. (Apparently, most XBRL tagged numbers are positive even if the value is presented with brackets on the printed financial statements.) Prior technical observations on XBRL compliance can be found at http://www.sec.gov/spotlight/xbrl/staff-review-observations.shtml. The staff also noted that where financial statements are physically included in a registration statement (rather than incorporated by reference), filers that are subject to the interactive data requirements must include XBRL with certain registration statements once the registration statement contains a price or price range. Failure to comply with this requirement will result in the loss of short-form eligibility and may be remedied only by both submitting the XBRL to the SEC and posting it on the issuer's corporate website.

This content is provided for general informational purposes only, and your access or use of the content does not create an attorney-client relationship between you or your organization and Cooley LLP, Cooley (UK) LLP, or any other affiliated practice or entity (collectively referred to as "Cooley"). By accessing this content, you agree that the information provided does not constitute legal or other professional advice. This content is not a substitute for obtaining legal advice from a qualified attorney licensed in your jurisdiction, and you should not act or refrain from acting based on this content. This content may be changed without notice. It is not guaranteed to be complete, correct or up to date, and it may not reflect the most current legal developments. Prior results do not guarantee a similar outcome. Do not send any confidential information to Cooley, as we do not have any duty to keep any information you provide to us confidential. When advising companies, our attorney-client relationship is with the company, not with any individual. This content may have been generated with the assistance of artificial intelligence (Al) in accordance with our Al Principles, may be considered Attorney Advertising and is subject to our legal notices.