1. What is EDGAR?
2. What is XBRL?
3. What is the difference between a Registrant and an Issuer?
4. What exactly does EDGARizing and XBRL data conversion mean?
5. How Do I become an EDGAR filer?
6. How do I register a company or insider as an EDGAR filer?
7. How does the Form ID authorization procedure work?
8. What is the filing process?
9. What is/are the preferred document format(s) that need to be sent for EDGARizing (including XBRL)?
10.How do I know my documents have been received at SEC Wizard?
11.How much time is required to EDGARize my documents?
12. Can I make changes over the phone?
13. Are there any expedite or rush filing fees?
14. Will I need to post my company’s XBRL data on our corporate website?
15. Where will XBRL data submitted to the EDGAR system appear?
16. SEC EDGAR Filing Codes?
17. Terms & Concepts
a. CIK (Central Index Key)
b. CCC (CIK Confirmation Code)
c. Password
d. PMAC
e. Passphrase
f. VeriSign Passcode
EDGAR stands for Electronic Data Gathering, Analysis, and Retrieval. The system performs automated collection, validation, indexing, acceptance and forwarding of submissions by companies and others who are required by law to file forms with the U.S. Securities and Exchange Commission. Its primary purpose is to increase the efficiency and fairness of the securities market for the benefit of investors, corporations, and the economy by accelerating the receipt, acceptance, dissemination, and analysis of time-sensitive corporate information filed with the agency.
Not all SEC filings by public companies are available on EDGAR. Companies were phased in to EDGAR filing over a three-year period, ending May 6, 1996. As of that date, all public domestic companies were required to make their filings on EDGAR, except for filings made in paper because of a hardship exemption. Third-party filings with respect to these companies, such as tender offers and Schedule 13D filings, are also filed on EDGAR.
As of November 4, 2002, the SEC required all foreign companies and foreign governments to file their documents on EDGAR. Prior to that time, electronic filing by foreign companies was voluntary.
Actual annual reports to shareholders (except in the case of mutual fund companies) need not be submitted on EDGAR, although some companies do so voluntarily. However, the annual report on Form 10-K or Form 10-KSB, which contains much of the same information, is required to be filed on EDGAR.
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XBRL stands for eXtensible Business Reporting Language. It is a language for the electronic communication of business and financial data which is revolutionizing business reporting around the world. It provides major benefits in the preparation, analysis and communication of business information. It offers cost savings, greater efficiency and improved accuracy and reliability to all those involved in supplying or using financial data.
XBRL is a reporting standard recently mandated by the SEC. After June 15, 2011, reporting issuers will be required to submit XBRL content with certain forms, including 10-Q, 10-K, 20-F, and 40-F. XBRL is not replacing the HTML or ASCII formats; XBRL data will be submitted alongside HTML/ASCII files as separate exhibits in an EDGAR filing. Unlike HTML/ASCII, XBRL enables computer programs the ability to easily scan and capture key financial values within a filing for analysis and comparison. The SEC has provided over 10,000 standard codes which filers are expected to use to “tag” every line item within the financial statements of a filing (Balance Sheet, Income Statement, Statement of Cash Flow, Statement of Stockholders Equity) and corresponding note content. XBRL content submitted to EDGAR must also explain how the coded facts should be displayed and calculated.
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A REGISTRANT is the issuer of securities for which a registration statement, report, proxy, or information statement is filed. An ISSUER is a legal entity that develops, registers and sells securities for the purpose of financing its operations. Issuers may be domestic or foreign governments, corporations or investment trusts. Issuers are legally responsible for the obligations of the issue and for reporting financial conditions, material developments and any other operational activities as required by the regulations of their jurisdictions. The most common types of securities issued are common and preferred stocks, bonds, notes, debentures, bills and derivatives.
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EDGARizing is the process of converting parent documents - MS Word, MS Excel, PDF, etc - into acceptable SEC EDGAR and XBRL formats. Once EDGARized, the documents can be packaged and submitted to the SEC via the EDGAR system.
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Form ID / EDGAR Registration. Prior to submitting documents to the EDGAR system a filer needs to register with the SEC. This is accomplished by completing and submitting the Form ID to the SEC. Upon approval of the Form ID the filer will be permitted to create the required filing codes. These codes enable the filer to submit documents to the SEC via EDGAR.
On April 26, 2004 the SEC launched the Filer Management web site to facilitate the electronic creation and submission of Form IDs. (View the final rule). Prior to the launch of the web site, paper Form IDs were faxed to the SEC for processing. The SEC will no longer accept paper Form IDs.
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Once the acceptance email has been received, open the Filer Management web site, click on "Generate Access Codes (New/Replacement)" and submit the form using the passphrase you created and the CIK code provided in the email from the SEC. The registration process will then be complete.
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The Form ID application must be supplemented with additional verification to help ensure that the application is authentic. Accordingly, the applicant is required to file with the SEC in paper by fax within two business days before or after electronically filing Form ID a notarized document, manually signed by the applicant over its typed signature, that includes the information contained in the Form ID filed or to be filed and confirms the authenticity of the Form ID. If the SEC does not receive the fax within this period, it will reject the application and the applicant will need to reapply.
After both the electronic Form ID application and the associated authentication documentation are received by the SEC, the SEC will review and accept or reject the information provided on the Form ID. This is a manual process that is not immediate and that may require a day or more to complete.
A notification message stating the SEC’s disposition of the application will be sent to the e-mail address provided in the "Contact for EDGAR Information" part of the Form ID. The disposition will be either "accepted" or "rejected."
If the application was accepted, the e-mail message will include but will not be limited to the following information:
If the application was rejected, the e-mail message will include but will not be limited to the following information:
SEC Wizard’s filing process is designed to turn around your EDGARized and XBRL converted documents quickly, efficiently and accurately. The process is detailed in the Filing Process tab at the top of this page or from the HOME page.
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To maximize the efficiency of EDGAR production, a document should be sent in WORD format. PDF versions are acceptable, but can complicate the turn-around time of the first draft. XBRL production should be sent in EXCEL format. Similarly to EDGAR production, documents destined for XBRL conversion submitted in WORD or PDF format complicate processing efforts and add to the turn-around time of the first drafts.
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Clients who send jobs into the filings email box will receive an email confirmation from SEC Wizard’s support center acknowledging receipt of the filing.
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As an approximation of the time required use a conversion rate of 8-10 pages per hour. For example, a Form 10-Q consisting of approximately 30 pages will take anywhere from 3-4 hours to prepare in an acceptable format.
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Clients are encouraged to email all changes to the managers to ensure all amendments are completed accurately, this also enables us to keep better track of changes to a document, especially during the filing deadlines.
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SEC Wizard does not charge clients for overnight or weekend rates, however, rush fees may apply to EDGAR filings that have not been received within 24 hours of an SEC filing deadline. An “SEC Filing Deadline” is considered to be all 10Q, 10K & SC13 deadlines.
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Yes, each filer covered by the new rules is required to provide the same data that it will be required to provide to the Commission on its corporate Web site, if it has one, on the earlier of the calendar day it filed or was required to file the related registration statement or report, as applicable. The data should be accessible through the issuer’s Web site address the issuer normally uses to disseminate information to investors. The data will be required to be posted for at least 12 months, which is consistent with issuers’ full one year reporting cycle.
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EDGAR Filings containing XBRL data will appear in the issuer’s document list under their respective CIK on the SEC EDGAR web site. The XBRL portion of the filing will be located in exhibits in text format. Filings with an XBRL component will be marked with an "Interactive Data" button on the filer's SEC web site document list.
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SEC EDGAR filing codes are used to submit documents to the EDGAR system in addition to accessing online tools and web sites. These codes are created and provided when a company or insider registers with the SEC as an EDGAR filer. SEC Wizard is available to assist filers register with the SEC EDGAR system and file documents on their behalf. Contact us at 855-732-9492 for more information.
The CIK and CCC codes are used to make submissions to the SEC on behalf a filer. We will require these codes before we can file documents on your behalf.
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The CIK is a unique, public number that is assigned to each entity that submits filings to the SEC. Use of the CIK allows the SEC to differentiate between filing entities with similar names.
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The CCC is a code used in combination with the CIK to submit a filing via EDGAR. The CCC is eight characters having at least one number (0-9) and at least one special character (@, #, $, *). The CCC is also case-sensitive and must be entered exactly as created, in lower case.
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As the CIK code is public, this second, confidential code is necessary to ensure that whoever is sending a submission to EDGAR is authorized to do so. It is used in combination with a CIK to log into the web sites for submitting filings and Section 16 reports (Forms 3, 4, and 5). The password is a code of eight characters having at least one number (0-9) and at least one special character (@, #, $, *). The password is also case-sensitive and must be entered exactly as created, in lower case. The password is meant to be a private code and should be held in strictest confidence.
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You must use the PMAC to authorize a change of password. The PMAC is a code of eight characters having at least one number (0-9) and at least one special character (@, #, $, *). The PMAC is case-sensitive and must be entered exactly as created, in lower case. The PMAC is meant to be a private code and should be held in strictest confidence.
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The passphrase permits an EDGAR filer to use the Filer Management web site to manage all of its filing codes. The passphrase was added to the EDGAR system on April 26, 2004. As such those submitting Form IDs on or after April 26, 2004 will define a passphrase. Those who submitted a Form ID prior to April 26, 2004 will not have a passphrase defined initially. If you do not need to change your EDGAR filing codes and are not actually submitting documents to EDGAR yourself you do not need to define a passphrase. If you do need to define a passphrase, view our FAQs on this topic at the bottom of this page.
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The VeriSign Passcode enables you to request and configure a certificate from VeriSign, EDGAR's certification authority. A certificate works like an electronic "pass card" that verifies your identity when filing with EDGAR. Your certificate contains your name, a serial number, expiration dates, a copy of the SEC's certificate (used for encrypting and decrypting messages), and VeriSign's digital signature. VeriSign's signature allows the SEC to verify that the certificate is authentic. Certificates, while optional, provide you with an upgraded level of assurance that your submission is transmitted as you intended.
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