EDGAR Form D XML Technical Specification (Version 9)
Implementation Date: July 17, 2017
The EDGAR Form D XML Technical Specification (Version 9) document describes the valid structure and content of the Form D Electronic Data Gathering, Analysis, and Retrieval (EDGAR) Extensible Markup Language (XML) submission types. This specification provides, to those filers that are interested, the basis for creating Form D XML submissions. The expectation is that software developers, working on behalf of filers, will be able to construct software that will generate a Form D XML submission that can be successfully processed by the EDGAR system.
The Form D submission file must conform to the EDGAR Form D Submission Taxonomy for the EDGAR system. This taxonomy comprises a collection of XML Schema Definition (.xsd) files that defines the structure of EDGAR Form MA submissions. The Form D XML submissions can be transmitted to the SEC via the ‘Transmit’ link on the EDGAR FilerWeb (https://www.edgarfiling.sec.gov/) or the ‘Transmit XML Submission’ link on the EDGAR OnlineForms/XML Website (https://www.onlineforms.edgarfiling.sec.gov).
EDGAR Release 17.2 will introduce the following change:
- Per amendments to Rule 504 and the repeal of Rule 505, the following updates have been made:
- Section 4.22 FederalExemptionExclusionsList:
- Removed “Rule 505” (Value 05) from the list of valid values
- Section 6 Error Reporting:
- Removed references to Rule 505 in the following Warning message:
“You have selected Rule 505 and/or Rule 506(b) in Section 6, Federal Exemption(s) and Exclusion(s) Claimed. No more than 35 non-accredited investors are permitted in Rule 505 and Rule 506(b) offerings.”
- Removed the following Warning message:
“Only $5 million of securities is permitted to be offered within a 12-month period under Rule 505.”
- The following Warning message was updated from:
“Only $1 million of securities is permitted to be offered within a 12-month period under Rule 504.”
“Only $5 million of securities is permitted to be offered within a 12-month period under Rule 504.”