Enhancing and Structuring the MD&A to Aid Investors when Using Interactive Data

Abstract

ABSTRACT In 2008, the SEC issued a mandate requiring the use of interactive tagged data (i.e., eXtensible Business Reporting Language, or XBRL) for all public companies' filings of their annual financial statements. However, the SEC put the mandates in place only for the financial statements and accompanying notes. The SEC specifically excluded the use of interactive tagged data for most narrative aspects of annual reports, including Management's Discussion and Analysis (MD&A), deeming current taxonomies for interactive data tagging inadequate. This study leverages upon the efforts of the Enhanced Business Reporting Consortium (EBRC) to develop a more robust taxonomy for the MD&A. The EBRC effort consists of two parts: (1) expanding the scope of qualitative disclosures, and (2) integrating all of the interactive data tags used by companies during the voluntary disclosure period predating the SEC mandate into a comprehensive set of tags for existing MD&A disclosures. Of particular interest in this research is the first aspect of the EBRC effort—an analysis of professional and nonprofessional investors' perspectives on the value of proposed qualitative disclosures and areas in which such investors would desire additional disclosures. We conducted nine focus groups with professional and nonprofessional investors to elicit their information preferences, applying procedures consistent with the “information requirements definition” phase of systems design. Results show that participants are supportive of the EBRC's proposed 31 categories of qualitative disclosures, but also identify 15 additional categories as useful. We augment the focus groups with a survey of 286 investors to assess the relative value of the combined 46 categories. All 46 items appear to be desirable across investor participants. The results have implications for ongoing efforts to expand taxonomies for qualitative data disclosure and for standard-setters considering extensions to MD&A reporting requirements. Data Availability: Contact the corresponding author.

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