FAST Act issued by the SEC requires iXBRL filers to tag all data on the cover pages for forms 8-K, 10-Q, 10-K, and 20-F and 40-F annual reports.
For details about when you are required to follow these guidelines, take a look at FAST Act and iXBRL Guidance for Filers.
Cover Page XBRL Requirements
The cover page tagging requirements vary by forms and concepts. Some concept requirements may have dependencies on other concepts.
Click the form types below to see cover page tagging requirements.
10-K, 10-KT, 10-Q, 10-QT, 8-K
For guidance around exhibit updates, see the Compliance and Disclosure Interpretations - 101.01 & 101.04 provided by the SEC.
XBRL Date for 8-Ks
All 8-K filings must use the 1 day duration XBRL date as the date of the report for all cover page and DEI elements, not the Qn YTD date.
Classic Template Project
As you prepare to tag cover pages, review the FAST Act Tagging Requirements (PDF). It has samples of each form and shows what and where to tag the facts. Use it as a reference to better understand what cover page tagging might look like for your form.
The PDF version of the templates shows which values are tagged, their concepts, and where they are tagged for each form. While this shows all the values to tag as facts on a cover page, some of them may not apply to your filing.
You can download and import a project that contains Wdesk Document versions of these templates in the Importing Sample Templates section below.
While you still tag facts with XBRL the same way, there are some formatting changes required to correctly capture information in the iXBRL. This includes additional changes to how you tag checkboxes.
Tagging Details of a Fact Separately
Some facts have components that need to be separately tagged, such as the different components of the entity’s address and phone number. To do this, you may need to update formatting on the cover page so that each component is in its own cell or text link.
The following image is an example of how the company address might have been formatted using a table before (all in one cell) and how it might be formatted now so you can tag each component (separate cells).
Note: We recommend reviewing the generated EDGAR filing document after making formatting changes because it may appear differently in the filing document.
XBRL for SEC - Tagging category of Help articles has detailed instructions on tagging facts with iXBRL in Classic Wdesk.
Note: If you have the same fact linked throughout your document, any XBRL you add or change on one instance of the fact flows through to the other instances of that fact. For example, if you tag Document Period End Date in a 10-Q or 10-K, the XBRL will show up on other instances of that linked value in your document.
Tagging Checkboxes vs. Words
Do I tag the words or the box?
There are many facts on a cover page that have checkboxes and checkboxes with words. Here are some additional details to help you understand when you tag the checkbox or the word.
Many of the tags are transformation tags, which means the fact is transformed fact into the appropriate value for the XBRL. For example, when you tag a checkbox for a True/False (Boolean Item Type) fact, the source value transforms it to either true or false.
For more information about transformations, see section 188.8.131.52 Inline XBRL Transformation Registries supported by EDGAR in the EDGAR Filer Manual.
Facts with Multiple Checkboxes
Tag the words for facts with multiple checkboxes, such as Entity Filer Category and Document Accounting Standard.
For example, when you check the Large accelerated filer box, you tag the words Large accelerated filer.
Tag the word for facts where the fact value is either Yes or No.
For example, when you have a checked Yes box for Entity Current Reporting Status, you tag the word Yes.
True/False Facts (Boolean Boxes)
For True/False facts that use boolean ballot boxes (Boolean Item Type), tag the Yes box only. These are facts where the true/false value is indicated by either a checked box (true) or a blank box (false), but the text, true or false, does not appear on the cover page.
For example, when you have a checked Yes box for Entity Shell Company, you tag the box.
You need to replace boolean ballot boxes — the blank box, checked box, and box with an X with the appropirate Arial MS Unicode symbol.
Arial MS Unicode is available for Classic Documents, so you can insert the appropriate box directly:
- Go to Edit > Insert.
- Click Symbol and select the Arial MS Unicode font.
- Scroll down to the bottom of the list and select the box you want to insert.
- Click Insert Symbol to finish.
New Standard Root Abstract
A new standard root abstract called Cover page. is available in the 2019 DEI taxonomies. We recommend updating extended root abstracts to the new standard element.
Checking the Taxonomy
As you prepare a to tag all values on a cover page with XBRL, you'll need to check which taxonomy the document uses. A warning icon indicates the document is using an older taxonomy and that there is a new taxonomy available. You'll want to use the most recent taxonomy that includes the updated 2019 DEI taxonomy to make sure your document's XBRL meets SEC guidance.
For example, if you are using US GAAP 2018, you will need to migrate to the US GAAP (Updated DEI) 2018 taxonomy.
Follow the instructions in Taxonomy Migration if you need to move your document to another taxonomy.
Importing and Using the Classic Template Project
Import the sample template project so you can use it as a starting point for your own documents or just use it to copy the XBRL into your existing documents.
- Download the DQ Company All Forms project, which contains templates of Classic Documents for each form type that include facts tagged with XBRL.
- If you already migrated your document to the US GAAP (Updated DEI) 2018 taxonomy, turn off XBRL before importing the template project.
The template is in US GAAP (Updated DEI) 2019. So, if you do not turn off XBRL before importing, it will ask you to migrate to the US GAAP 2019 taxonomy.
- Import the template project into your account to help you quickly get started. When importing, make sure you Include Comments. Facts appear red in the sample documents because they do not have dates.
- Make sure you are using the US GAAP (Updated DEI) 2018 or 2019 taxonomy. Migrate your document if you have not already done this.
- Edit the taxonomy reference section in the XBRL outline subsection attributes to make sure any new tagging in the DEI section appears in the "Add to Outline" list.
- Tagging From Scratch will help you learn how to tag values in Classic Wdesk. Additional articles in this section will help you complete the process.
- Copy and paste XBRL from the sample document templates to quickly tag values in your document.
For next gen Documents: You can import the Classic template project to use the boolean ballot box characters. Copy and paste the appropriate box from the Classic template into your next gen document and then tag the box with the necessary XBRL. For more information about XBRL in next gen Documents, see:
Migrating to a New Taxonomy
If you are looking for additional guidance, take a look at these other resources: