Finishing off what they started May 14th, the SEC meeting to mandate XBRL for operating and mutual fund companies is about to begin. Although this meeting is happening a bit later than many had hoped, at least it's happening so we can gain some clarity and closure based on what was originally included in the proposed rule. I believe most eyes (and ears) will be focused on at least two main points of the proposal: When do mandatory filings begin, and Year 2 detail Notes tagging. It's the latter that has been keeping people up at night so I'm really hopeful they'll discuss this during the meeting.
First up on the agenda is the PCAOB 2009 budget. So, while I do a little last minute "XBRL stretching" in preparation for The Big Game (agenda items two and three dealing with XBRL), get the popcorn and remote...it's mandate time...=).
Okay then...now that the PCAOB is on their way for 2009, it's XBRL time...here we go...
12:25pm: Time for the vote...both rules pass 4 yeah's to 1 nay. Recommendations are approved...and somewhere in the State of Washington, Charlie Hoffman is smiling, and deservedly so. Thanks for calling me in 1999 and letting me in on your crazy idea...looks like it wasn't so crazy after all...=).
12:23pm: John White responds to Commission Aguilar's liability concerns by confirming/summarize what's being recommended in the final rule. The limited liability provisions are only in effect for first 2 years of interactive filings; after that, no more special liability provisions and all limited liability provisions will be sunset by 2014.
12:17pm: Commission Paredes opens his comments in support of the final rules.
12:16pm: Commission Aguilar states that IF existing liability were applied to XBRL, or XBRL were simply furnished, then he'd be supportive of XBRL...but as written in the final rule, he can't be.
12:10pm: Commission Aguilar throws down and DOES NOT SUPPORT XBRL for both intiatives, pointing out that the rules weaken the liability provisions currently in place. Very concerned about protecting investors and feels that the rules do not provide adequate protection; calls out various aspects of final rule 406 that carves out liability for certain events, even if harm has been done to investors.
12:09pm: Commissioner Walter echos support for XBRL and has no additional questions.
11:53am: Commissioner Casey express support for the final rules and reviews phased-in schedule and seems to clarify a point I missed originally on the phase-in schedule for operating companies and that is the first group start date is delayed until June 15, 2009 but the second and third group start dates remain December 15, 2009 and December 15, 2010 respectively.
11:47am: Chairman Cox asks about applicability of XBRL for ABS and it's reinforced by Staff that it is important, but it was also reinforced that the final rule would not apply to ABS data.
11:42am: Chairman Coxs asks for clarity on the detailed notes tagging; refers to it in the entirety as "optional". I'll have to go back and read the minutes as I could have sworn there's still something "more"/different about the Year 2 Notes tagging versus Year 1 Notes tagging.
11:39am: Mutual funds can still submit only portfolio holdings information in XBRL to meet the interactive data requirements.
11:38am: BIG CHANGE: MUTUAL FUND MANDATE START DATE: Initial registration statements after January 1, 2011 instead of December 31, 2009 as detailed in the proposed rule; voluntary program extended from December 31, 2009 through the new effective date of the mandate.
11:36am: Must submit risk/return information in XBRL within 15 days of HTML submission and within 15 days after the prospectus becomes effective
11:34am: Funds must put XBRL on corporate web sites, and they can do so by the end of the CALENDAR day instead of BUSINESS day
11:33am: Switchover from the operating companies rule to mutual funds rule
11:32: Phase-out of limited legal liabilities after 2 years...and no change on the auditing requirements: A company is not required to have their XBRL audited during the phase-in, but they optionally can.
11:31am: Looks like the SEC extended the XBRL love "North of the US Border" by picking up 40-F filers. I was never clear on why 40-Fers were left out of the original proposal rule and yet 20-Fers were included...so I guess that takes care of that.
11:30am: Existing voluntary program extends for 60 days after the final rule hits the register and then XBRL filings fall under the final rule requirements. Lining up the calendar, the final rule should hit the register in January...60 days would take us to roughly to March...and the mandate starts June 15.
11:29am: Grace period of 30-days for first filing and first filing of Year 2 Notes detail tagging still in place; must have missed if they added the ability to file these on an 8-K, or whether they must be amended filings.
11:28am: BIG CHANGE #2: OPERATING COMPANY MANDATE START DATE: Mandate starts on filings for fiscal periods on or after June 15, 2009.
11:27am BIG CHANGE #1: DETAIL NOTES TAGGING: Appears the final rule will back off the detail tagging of the Notes...sounds like only tables in Notes have to be tagged in detail, but not the narratives...very interesting but not unexpected. Have to see the detail...
11:26am: Companies still have to maintain XBRL on corporate web site and XBRL supplied in addition to HTML over the course of the phase-in.
11:25am: Domestic and foreign companies using US GAAP, and eventually IFRS-based filers...and sounds like same form types as detailed in the proposed rule in May
11:20am: Interesting that they're really driving home today as the start of the new IDEA system as the eventual replacement for EDGAR; a sign of things to come in the final rule? I'm guessing yes...anyone taking bets that the rule starts 12/15? =)
11:10am: "Brick and mortar"...the Chairman is really laying the framework for the importance of XBRL, not just for corporate financial statements but other data such as ABS, mutual fund holdings, etc. Today's two rules are just the start of what appears to be the potential for more to come...only time will tell.
10:58am: First news item although still a bit "raw"...new primary SEC web page for interactive dislcores. Still curious to see how the IDEA name conflict with Caseware sorts out but I digress...good to see the SEC standing up new pages to help differentiate traditional submissions vs. interactive ones.
10:56am: Visual aids are always good and the Chairman using an old ledger to drive home the point of the importance of interactive data (XBRL) helping move the global capital marketplace into a new age is a good one. With a rich flow of XBRL information about to start, the analysts/investors finally have a chance to get enough XBRL data to matter.
Bowne's XBRL team is headed up by Rob Blake, Senior Director of Interactive Services. 
