The SEC has adopted rules and form amendments to require the electronic filing or submission of certain documents that currently are permitted to be filed or submitted in paper as well as the use of Inline XBRL for the filing of the financial statements and associated schedules to the financial statements required by Form 11-K.
Electronic filing has enhanced financial reporting for filers, investors, and the SEC by increasing logistical and operational capabilities to meet unexpected challenges, including those presented by COVID-19. Broadening electronic submission will allow the SEC and filers to navigate more effectively through any future disruptive occurrences that make the paper submission process unduly burdensome, impractical, or unavailable.
The approved updates to electronic filing requirements will:
increase systematic storage, retrieval, and analysis of documents compared to a paper submission and modernize the manner in which information is submitted to the SEC
enhance the SEC’s ability to track and process filings and modernize the SEC’s records management process
make publicly filed electronic submissions more readily accessible to the public and available on the SEC’s website in easily searchable formats, benefitting investors and other users of the documents
The amended rules apply to various issuers, affiliates, and national securities exchanges that file or submit reports to the SEC. Filings of the following documents must now be submitted electronically:
certifications made under Section 12(d) of the Exchange Act and Exchange Act Rule 12d1-3 that a security has been approved by an exchange for listing and registration
certain foreign language documents
documents currently allowed to be submitted electronically under Rule 101(b) of Regulation S-T (including notices of exempt solicitations and exempt preliminary roll-up communications), such as the glossy annual report to security holders, Form 144 for sales of securities of issuers subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, filings on Form 6-K, and filings made by multilateral development banks
The following transition periods provide filers with proper time to prepare to submit these documents electronically in compliance with the EDGAR Filer Manual, which includes applying for the appropriate filer codes on EDGAR:
Six months after the effective date of the amendments for filers to submit their glossy annual reports to security holders electronically in accordance with the EDGAR Filer Manual and (other than for Form 144) for paper filers who would be first-time electronic filers
Six months after publication in the Federal Register of the SEC release that adopts the version of the EDGAR Filer Manual addressing updates to Form 144 for filing Form 144 electronically on EDGAR
Three years after the effective date of the amendments for filers to submit the financial statements and accompanying schedules to the financial statements required by Form 11-K in the Inline XBRL structured data language
The final rule is currently available on the SEC’s website and will be published in the Federal Register. The new rules and form amendments will be effective 30 days following publication in the Federal Register.