Attachment_5_EDGAR_Architecture _Subsystems _and_Services.doc

EDGAR Architecture, Subsystems and Services The Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system is designed to provide an electronic filing information management environment for those EDGAR filers and filing agents who file with the SEC under the Securities Act of 1933, the Securities Exchange Act of 1934, the Public Utility Holding Company Act of 1935 (which was repealed in 2005), the Trust Indenture Act of 1939, and the Investment Company Act of 1940.

Figure 1. EDGAR Subsystem Relationships

An enterprise-architected, highly available production system, EDGAR is made up of a complex collection of SEC rules and regulations, custom and Commercial Off the Shelf (COTS) software, application and support hardware platforms, and users from both the public and the Securities and Exchange Commission (SEC). All of this is in support of the SEC electronic filing lifecycle:

· Preparation and transmission of submissions by filers;

· Automated receipt and acceptance processing;

· Storage of key submission data

· Notification and response to filers;

· Real-time dissemination of information to the public; and

· Analysis and review of stored information by SEC staff.

In order to present a comprehensive view of EDGAR that illustrates all the complexities without straying too far from the relevance of the filing lifecycle, this section will describe EDGAR in the following terms:

· EDGAR Services including

· Filer Management Subsystem,

· FilerWeb Subsystem,

· EDGARLink On-line Subsystem

· OnlineForms/XML Subsystem,

· Leased Line Filer Subsystem,

· EDGAR Workstation Subsystem,

· Reporting Subsystem;

· EDGAR Filing Pipeline Foundation including

· Receipt Subsystem,

· Acceptance Subsystem,

· Filer Notification Subsystem,

· Fee Processing Subsystem,

· Dissemination Subsystem,

· Automated Submission Processing Manager (ASPM),

· Data Objects Subsystem,

· Enterprise Data Resource (EDR) Subsystem

· Filing, Submission and Entity (FSE),

· Text Management System (TMS),

· AMS Momentum,

· Lightweight Directory Access Protocol (LDAP),

· Company Database (CDB);

· EDGAR Hardware and Network Support;

· EDGAR System Management including

· System Monitoring,

· System Cleanup.

APP.1

EDGAR Services The EDGAR system provides services to both interactive users and electronic systems. These services include online applications for EDGAR’s user community, and interfaces for system to system transactions. Users of EDGAR include:

· Registered EDGAR filers;

· SEC staff such as

· Office of Financial Management (OFM) who assist electronic filers with fee bearing submissions and ensure that the system appropriately calculates and accounts for filing fees,

· Divisions of Corporation Finance (CF), Investment Management (IM), Enforcement (ENF), Trading and Markets (T&M) the major users of EDGAR, whose accountants and attorneys review filings for compliance with accounting and securities law requirements,

· And other Divisions and Offices, including the Office of Compliance, Inspections, and Examinations (OCIE), who retrieve and research historical filings and correspondence;

· Dissemination subscribers;

· USBank; and

· SEC internal systems.

APP.1.1

Filer Services

A filer is an individual, company, or agent who connects to EDGAR for the purpose of transmitting data to the SEC. An EDGAR filer can be a registrant, a third-party non-registrant filer, a third-party agent filing for another individual or entity, or a training agent. Since the primary activities of the EDGAR filing community center on the preparation and transmittal of filings, filer services that EDGAR provides fall into three general categories:

· Specially designed EDGAR on-line web applications that assist filers to assemble submissions;

· Internet services that allow filers to submit filings and perform related housekeeping tasks; and

· Filing specifications for users who wish to develop their own applications to assemble submissions.

APP.1.1.1

Submission Assembly

An EDGAR submission contains corporate and financial disclosure information as required under the federal securities laws. Each of the 400+ submission types has, in general, two sections: a submission header containing information about the submission as a whole; and the body containing one or more documents. The header of a submission type must conform to a set of syntactic and semantic rules that are defined in the EDGAR Form Type Template Database (FTTD). Documents in the body of the submission must conform to procedural requirements pursuant to federal securities laws.

Assembly of EDGAR submissions are conducted online using the EDGAR Online Forms, EDGARLink On-line, and the Filer Management websites. Filers also have the option of creating and assembling submissions without the aid of EDGAR software providing the submission conforms to the appropriate Filing Specification.

Specifications to create offline third-party submission applications

· EDGAR Form D XML Technical Specification,

· EDGAR Form N-MFP XML Technical Specification,

· EDGAR Transfer Agent XML Technical Specification,

· EDGAR Ownership XML Technical Specification,

· EDGAR 25-NSE XML Technical Specification,

· EDGARLink On-line XML Technical Specification.

Although there appears to be a variety of ways to create and assemble a submission, in fact, the choice of interface is dependent upon the form type of the submission that is being constructed. See The EDGAR Filer Manual for more information.

APP.1.1.2

On-Line Forms Submission

The OnlineForms website was created in order to make it easier for filers and their agents to submit filings where the input is totally on-line. Submission form types 3, 3/A, 4, 4/A, 5, 5/A, Form D, TA-1, TA-2, TA-W, 25-NSE, and the N-SAR variants are currently the only EDGAR submission form types to be available for online preparation. The OnlineForms software uses filer-provided information to prepare an XML tagged ownership primary document that can be verified and printed by the filer and then transmitted to EDGAR for processing. Once EDGAR has accepted the submission it will disseminate the header in tagged SGML and the primary document in tagged XML.

A feature of the online interface that significantly differs from other EDGAR interfaces is the immediate processing of prepared and submitted online filings without the ability to save work in progress. These submissions are considered to be live and if accepted, are immediately disseminated to the public.

APP.1.1.3

Filer Management Submissions Filers new to the EDGAR system must submit an online Form ID using the Filer Management website. This form must be filed by registrants, third party filers, or their agents, to whom the Commission previously has not assigned a Central Index Key (CIK) code. This form is an application for a set of access codes that are needed to permit filing on EDGAR. In addition to the online form, the applicant must also fill out, sign, notarize and file by fax a paper version of Form ID.

Like OnlineForms/XML, the Filer Management interface generates an XML formatted submission. However, unlike OnlineForms/XML, Filer Management does not require a CIK/password combination to access the website since it is assumed that only new filers or filers who need to regenerate their access codes will visit this site.

APP.1.1.4

XML Filing Technical Specifications The XML Filing Technical Specifications describe the technical details for creating XML files (header and documents) for submission to the SEC through EDGAR without the use of a web interface. The expectation is that developers, working on behalf of filers, will construct software to generate filings that can be successfully parsed by the EDGAR Receipt Server. Since submissions created with this specification will contain no extra display tagging information, it will only contain the minimum set of XML data needed by the EDGAR servers.

This specification assumes that the reader is already familiar with the various SEC form types, filing act requirements, and SEC syntax rules. XML submissions must be transmitted to EDGAR using the EDGAR website.

APP.1.2

Internet Services

EDGAR provides four different filer interfaces to submit filings and perform other filing related tasks: Filer Management, FilerWeb, OnlineForms, and Leased Line.

Filer Management, FilerWeb and OnlineForms provide web interfaces to perform various EDGAR activities that allow filers to submit filings, check the status of filings through notifications, and view and update company information. Though all three websites are configured similarly, they differ significantly in use:

· Filer Management is used for the online assembly and transmission of Form ID submissions in XML, and is used for the maintenance of filer access codes;

· FilerWeb is used for the transmission of third-party XML submissions as well as the on-line submission builder, EDGARLink On-line;

· OnlineForms/XML is used for the online or third-party assembly and transmission of ownership forms in XML.

The fourth internet service provided by EDGAR, the Leased Line Filer subsystem, provides a command line interface to submit filings and obtain submission notifications. This service is available only to those filers who have purchased the leased line connection.

APP.1.2.1

Filer Management Subsystem Filer Management is the EDGAR website for online creation and transmission of Form ID. It provides an Internet interface through which filers can perform the following access code related housekeeping tasks:

· Assemble and transmit Form ID submissions to request access codes;

· Generate new access codes for an existing filer;

· Update a passphrase for an existing filer;

· Request electronic access to EDGAR by a paper filer; and

· Request electronic access to EDGAR by a recently created serial company.

Unlike the FilerWeb and OnlineForms/XML subsystems, this website is not compatible with third-party applications.

Access to most EDGAR services is controlled through the use of five security codes. These codes are needed to log into the FilerWeb and OnlineForms/XML websites, and for the creation of EDGAR submissions. The five EDGAR access codes are:

· Central Index Key (CIK), a 10-digit number user identification code that is used in conjunction with a password for EDGAR system login, and with a CCC to identify a registrant from within a submission;

· CIK Confirmation Code (CCC), an eight alphanumeric character group used in conjunction with a CCC to identify the owner of the submission;

· Password, an eight alphanumeric character group used with a CIK to log onto the EDGAR system;

· Password Modification Authorization Code (PMAC), an eight alphanumeric character group used to change the password; and

· Passphrase, an eight alphanumeric character group used in conjunction with the CIK to modify CCC, password and PMAC.

APP.1.2.2

Filer Web Subsystem (also known as Filer Web) FilerWeb is the EDGAR filing website for XML submissions created by third party applications. It provides an Internet interface through which filers with a CIK and password can perform the following EDGAR activities:

· Download EDGARLink application software, supporting templates and documents;

· Submit XML filings;

· Allow filers to build submissions using EDGARLink On-line;

· Receive notifications of submission status;

· View and update series and class information; and

· View and update company information.

APP.1.2.2.1

EDGARLink On-line Subsystem

EDGARLink On-line is a web-based on-line application that assists filers in creating and assembling electronic submissions. Filers enter header data into a web-based input screen and attach documents as part of submission assembly. The data entered is validated upon entry and the documents are scanned and validated as well. The submission is assembled in the background, transparent to the filer. Some of the capabilities of the EDGARLink On-line system are:

· The ability to save partially filled out submissions on local storage,

· The ability to recall previous submissions, change some data fields, and re-submit as an amendment,

· The ability to recall previous submissions, change some data fields, and re-submit as an initial filing, and

· The ability to validate on the fly in real time.

EDGARLink On-line has a form-based user interface to facilitate entry of information. Each field is checked for format and length; each document for valid tag and tag values; and the submission for correct document formats. Filers can correct their data immediately after error detection as part of the interface. Additional features include an optional Fee Rate table to aid in the assembly of fee bearing submissions; and EDGARVerify, a utility that performs system integrity checks on all critical files.

The EDGARLink On-line environment is based on the World Wide Web Consortium (W3C) XML specification. It is a platform independent language that was created to facilitate the development of Web based e-forms. EDGARLink On-line is form based and allows the user to enter header data into the form and attach documents. It validates as the user enters information or attaches documents. It then creates an XML tagged document ready for ingestion into the EDGAR pipeline process.

The EDGAR FilerWeb website is used to create and transmit submissions into the EDGAR system, to download the Filer Manual, and to download the fee rate table. These components are provided to EDGAR filers free of charge.

APP.1.2.3

On-Line Forms/XML Subsystem OnlineForms/XML is the EDGAR website for assembly and transmission of filings (form types 3, 3/A, 4, 4/A, 5, 5/A, D, TA-1, TA-2, TA-W, 25-NSE, and N-SAR). It provides an Internet interface through which filers with a CIK and password can perform the following EDGAR activities:

· Assemble and transmit ownership XML filings;

· Allow an Asset-Backed Securities Depositor to create up to 100 related Issuing Entities;

· Receive notifications of submission status; and

· View and update company information.

APP.1.2.4

Leased Line Filer Subsystem (LLF) LLF is the entry point into the EDGAR system for leased line filers. It provides a Secure Shell (ssh) command line interface through which leased line filers can submit XML filings using the secure-copy (scp) utility. Filers may obtain submission status information in LLF by retrieving a plain text file from the EDGAR server host.

The leased line communications option was provided to those companies and/or filing agents whose annual volume of filings is sufficiently large to warrant the expense of a leased line between EDGAR and the filer's place of business. Expenses associated with a leased line connection are entirely borne by the filer desiring to establish the connection.

APP.1.3

Staff Services EDGAR provides services to SEC reviewers, examiners, analysts, and filer support staff that enable them to view filings in EDGAR; create and upload documents to filing and company folders; research previous or related filings; assist filers in resolving problems; monitor fee polling; and view and generate reports that detail EDGAR usage statistics.

APP.1.3.1

EDGAR Workstation EDGAR provides a browser-based interface that allows SEC analysts, examiners, and reviewers to retrieve, review, and modify data in the EDGAR Enterprise Data Resource (EDR). This application, called the EDGAR Workstation (which is sometimes simply called EDGAR and was formally called Analysis and Review (A&R)) is hosted on the EDGAR system and accessible over the SEC intranet. Individual authentication (managed by the SEC) and privilege settings are used to access and control functions that are available to the user. Users without an EDGAR Workstation account can use the Quick Query option which provides limited access to public-only documents.

The EDGAR workstation provides workflow and was designed to allow SEC users to perform many of their day-to-day functions:

· Management staff who establish routing rules, create user groups and assignments, and set up privileges;

· Reviewers and examiners who view filings, create and upload Screening Sheets, examine reports, and research previous or related filings;

· Filer Support staff who assist filers to resolve problems by using the suspended, blocked, and post-acceptance edits to change header information; and monitor and edit fee information.

APP.1.3.1.1

General Workstation Administration

Managers, or other individuals with appropriate privileges, are responsible for maintaining user accounts and entering other user related information to control access to the various functional areas of the EDGAR Workstation. Although a newly created EDGAR account in an organization takes on the organization’s default privileges, these privileges, as well as other user data can be modified.

In addition to user administration, the EDGAR Workstation also provides capabilities to manage company information. Companies in the EDGAR system may be registrants, agents, persons, or groups. SEC staff members who have the privilege to create or modify companies may enter information such as conformed name, business address, mailing address, SIC, and other relevant material into EDGAR. This information may also be modified or marked as deleted. However, when a company is created in EDGAR, a unique 10-digit identifier called a CIK is assigned to the company which cannot be changed either by the filer or SEC staff.

The EDGAR Workstation also provides two types of browser-based reports detailing utilization of the EDGAR system: Online Reports and Audit Reports. Online reports list all form types that were transmitted for a particular day/time; and the number of times in a particular day/time that the following methods were used to submit a filing: Internet, Leased Lines, Paper, and Upload. Audit Reports list usage of the following resources:

· Host Print, a list of users who have used this capability on specified dates;

· Signing On/Off, a list of all users who have signed on and off of EDGAR on the dates specified;

· Uploads, a list of all users who have uploaded related materials to a folder on the specified dates;

· Filer Password changes, a list of all filers who have had their passwords changed on the dates specified;

· Segments, a list of all companies that have sent in segments on the dates specified;

· Data Base Modifies, a list of all users who have changed their data in EDGAR on the dates specified;

· Modules, a list of all modules that companies have sent in on the specified dates; and

· Private Document Access Transactions, a list of all TMS gateway transactions accessing documents in the private TMS database.

Note that although related, this system reporting capability is not to be confused with the Reporting Subsystem described later in this document.

APP.1.3.1.2

Workflow – Assignments and Routing Rules

Since EDGAR is designed to allow SEC users to perform many of their day-to-day functions, a basic workflow was implemented to automatically assign work and track progress of assigned work. A filing accepted by the EDGAR system is routed to one or more organizations, individuals, or groups according to the routing rules set up in the system. These routing rules generate assignments that are displayed in user and/or group inboxes, filing folders and company folders. If an assignment appears in a group inbox, a member of that group must claim the assignment before it can be worked. The following assignments can be automatically generated by the EDGAR system, and/or manually created by users:

· Routing Assignments,

· Blocking Assignments,

· Alert Assignments,

· Fee Polling Assignments, and

· Notification Assignments.

Routing assignments are made when filings accepted by EDGAR conform to routing rules stored in the EDR. These rules fall into one of three categories:

· Company routing rules (also known as the primary route), established automatically when an organization within the SEC claims “ownership” of a company;

· Organizational routing rules, established when a manager, user, or group wants to review filings based on the company submitting the filing as well as the form type and item (if present); and

· Form Only routing rules, used when a manager, user, or group wants to review all filings of a particular form type regardless of company or item.

Blocking Assignments are made for filings that have been blocked or suspended and require staff intervention. A filing with a blocked error may be corrected by the Filer Support staff and re-inserted into the EDGAR system. A blocked error may be changed to a suspense error thus requiring the filer to correct and resubmit the filing. Sometimes filings are blocked because Filer Support needs to review data in the submission (e.g. when a company name has changed, or when a filer creates new Asset-Backed Securities Issuing Entities, or when a filer submits a Form ID).

Alert Assignments are made for filings that have been suspended and further action must be taken. Under certain conditions Filer Support may accept or correct certain header errors. In general, however, a filer should correct errors that cause a filing to be suspended and then resubmit the filing.

Fee Polling Assignments are made for filings that require a fee but for which no fee has been registered with the Fee subsystem at the time EDGAR receives the filing. Fee Polling is the periodic communication between the EDGAR system and the Fee subsystem where submissions requiring 6(b) money go through a “fee-checking” process. In this process, they are checked for specific fee information and sufficient funds available to cover the calculated cost. Users in the Fee Polling group can claim these assignments and suspend or block the filing, waive some or all of the fees required for the filing, or correct the filing's fee information.

Notification Assignments are made for filings that are accepted by EDGAR and meet specified user criteria for a notification request.

APP.1.3.1.3

Workstation Research Capabilities – Queries and Uploads

The EDGAR Workstation allows users to query the EDGAR Data Resource (EDR) using a variety of search methods and criteria. Based on the results set, users can then view additional information in filing, company and screening folders; and view, download, upload and print submission documents.

A user can query for information using one of the following methods:

· A Simple Query when searching for items on a limited selection of specific criteria, and

· A Full Text Query when searching through all submissions in EDGAR for words, phrases, or proper names.

From the result sets of simple or full text queries, information can be viewed through a filing, company or screening folder. A Filing Folder contains information regarding a particular EDGAR filing. This folder does not contain the text of the filing, but rather information about the filing. A Company Folder contains information regarding a particular company and is created for every filing entity/company in the EDGAR database. A Screening Folder contains information about filings made by or about a company (with the exclusion of ownership filings) including: all filings, open filings, filings in review, 8-K filings, uploads, and letters.

From these folders the contents of submission documents can be viewed, printed or downloaded. Documents downloaded to a user’s local computer can use the Microsoft (MS) Compare Document capability to see changes that have been made by comparing an original document with an edited or newer version (e.g. an original filing with subsequent amendments).

EDGAR also provides the capability of uploading documents such as letters, memoranda and other related material in ASCII, HTML, or pdf format residing on a user’s workstation into a filing folder or a company folder in the EDGAR database through the EDGAR Workstation. In particular, Screening Sheets, once completed, can be uploaded to a filing folder to become part of the SEC filing record. They reflect information from financial statements for specific types of filings and form types and assist SEC EDGAR users in the analysis or review required for the submission.

Although uploaded documents are considered to be private and therefore not disseminated to the public, an EDGAR Workstation user with the appropriate privilege can convert certain private documents to public documents. These converted documents can then be disseminated to the public.

APP.1.3.1.4

Quick Query

Quick Query is an application on the SEC intranet that allows an SEC user to search for companies and their filings with a restricted set of criteria without first having an EDGAR user account. Quick Query returns result sets faster than the EDGAR Workstation because there is no user authentication and there is only a limited query capability on public information.

APP.1.3.1.5

Electronic Paper Submission

Because paper submissions are still allowed for certain form types and situations, such as temporary and ongoing hardship exemptions, EDGAR allows an SEC user with the appropriate privilege to assemble and submit a paper filing into the system. A series of screens in the EDGAR Workstation allows information contained in a paper filing to be entered and submitted to EDGAR where it is validated and processed in normal fashion.

APP.1.3.2

Reporting Subsystem

EDGAR provides another browser-based interface on the SEC intranet to give authorized personnel the ability to request and generate reports. The EDGAR Reporting subsystem, which requires userid and password access, allows SEC personnel to retrieve, view, and print reports that have been requested offline and are regularly scheduled; or to dynamically generate reports online using the Reporting query interface.

Dynamic queries can be issued for

· Deleted Entities,

· Filing Adjustments, and

· Fee Suspended Filings.

For each query there are parameters that may be selected to further refine the query.

Reports that have already been scheduled and generated will appear in the folder of the owner that requested the report. These reports are listed in chronological order with the most recently generated report at the top of the list. Each is selectable and is stored as an ASCII text file that can be viewed or printed.

APP.1.4

Dissemination Services

Once processed and accepted by EDGAR, all public filings are immediately disseminated to the privatized Public Dissemination Service (PDS) in real-time. The data is then disseminated to PDS subscribers. The data is also disseminated to the SEC’s public website at www.sec.gov. From this process, EDGAR information is immediately disseminated to the world giving the public access to and use of EDGAR filings.

APP.1.5

Data Replication Services Besides the data replication service to the DR site, EDGAR provides copies of data residing in the EDGAR Data Resource to internal SEC platforms for use by EDGAR and non-EDGAR SEC applications. This replication service is provided for the Filing, Submission and Entity (FSE) database, the AMS Momentum database, and other internal SEC data stores.

Most FSE data is replicated in real-time to other SEC databases on remote platforms using the Sybase Replication Server. This enables SEC third party applications to gain access to the information on a read-only basis.

Filing fees and fee payment information in the EDGAR Momentum database is replicated to the SEC Momentum counterpart by a batch application that is run nightly. At approximately 9:00 p.m. each business day a file is generated by EDGAR that is eventually loaded into the SEC Momentum server.

APP.1.6

Services Provided To EDGAR

Although most applications and interfaces in EDGAR provide services to filers, the public, SEC users, and SEC applications, some EDGAR interfaces receive information from entities external to the SEC.

APP.1.6.1

US Bank

Filers that submit fee-bearing submissions pay fees to the SEC either directly to the SEC filing office, or to the SEC account at US Bank in St. Louis, Missouri. Because these transactions must also be recorded in EDGAR’s Momentum Database, EDGAR provides two interfaces to US Bank to receive this information. The first is an application-to-application interface for wire transactions that are sent to EDGAR from US Bank every five minutes between the hours of 6:00 a.m. and 6:00 p.m. The second interface receives lockbox transactions in a file from US Bank once daily at approximately 3:00 p.m. This file includes all wire and non-wire transactions (checks and cash) that had been deposited in the SEC account.

APP.1.6.2

FINRA Central Registration Depository

Once each business day, a Central Registration Depository (CRD) file containing broker/dealer information is electronically delivered by the Financial Industry Regulatory Authority (FINRA) to EDGAR where a standalone EDGAR CRD application parses the file and inserts Broker-Dealer submission, filing, and entity-related data into the EDGAR Enterprise Data Resource (EDR).

APP.2

EDGAR Filing Pipeline Foundation Underlying all EDGAR application services and interfaces is the EDGAR foundation software:

· Receipt and Acceptance (R&A), which manages automated submission processing including validation, storage, and dissemination;

· EDGAR Workstation which processes requests from analysts, examiners and filer support staff who wish to query, search, and retrieve documents from and information about EDGAR submissions;

· Software infrastructure support to provide middle-tier logic that manages distributed component-based applications; and

· Database infrastructure support to manage storage and retrieval of information for R&A and other applications and subsystems.

APP.2.1

Receipt and Acceptance (R & A) Subsystems R&A provides Solaris/CORBA-based automated submission processing for corporate filings submitted to the SEC. Its subsystems provide the following functionality:

· Receipt retrieves, parses, syntactically validates and stores all XML encoded submission files that were transmitted to EDGAR by Filer Management, FilerWeb, OnlineForms/XML, and Leased-Line;

· Acceptance semantically validates submissions using a variety of SEC filing rules;

· Fee calculates filing fees and fee payments according to the SEC’s financial reporting and accounting requirements;

· Filer Notification generates messages to filers when an accepted or suspended state is reached for submissions; and

· Dissemination processes live, accepted public submissions and transmits them to servers that display them to the world.

APP.2.1.1

Receipt Subsystem

The Receipt subsystem processes all files immediately after they are captured by the EDGAR system. Header and Document data from a submission document are extracted. All field-level (header) data is parsed, stripped of XML tags (which are discarded), and validated according to information in the Form Type Template Database (FTTD). Extracted documents are parsed and validated against a list of valid ASCII characters; SGML and HTML tags; and format and encoded PDF content. Once field and document level validation has completed submission-level validation is performed. This type of validation includes verifying the presence of a primary document; and that the number of documents, items, module, segments, serial company names do not exceed the maximum allowed. Additional validation is performed on CIK/CCC combinations, referenced file numbers, and module/segment references. Throughout this process, a number of status messages are registered with the Logging Component and errors in the submission recorded to a Submission Error File (SEF). Only if a submission file passes tight syntactic validation can it continue with processing by the Acceptance Subsystem.

APP.2.1.2

Acceptance Subsystem

Filings that have been successfully processed by Receipt continue with additional validation processing by Acceptance. The Acceptance subsystem semantically analyzes and verifies filing information for each submission based on defined SEC acceptance rules. Each submission type has its own “rule map,” which must be satisfied before the submission can reach a state of Accepted. Rules to be enforced for each submission, and the order in which they are enforced, are maintained in the EDR and include:

· Acceptance Filing Rule Report

· File Number Assignment Rules

· Filing Requirement Rules

· Effectiveness Date Rules

· Dissemination Rules

· Duplicate Forms Validation Process Rules

· Filing Date Rules

· Subject Company Validation Rules

· Ref429 Validation Rules

· Timeliness Rules

If Acceptance finds that any of these rules are not satisfied, it can register a warning or it can suspend or block the submission.

APP.2.2

Fee Processing Subsystem The Fee subsystem supports the automated processing of filing fees, fee payments, and the SEC’s financial reporting and accounting requirements. The four components of the Fee subsystem are Cash Receipt Interface, Fee Process Interface, Fee Account Interface, and Momentum Financials (Momentum).

Cash Receipt Interface was implemented to record payments made to the SEC account at US Bank. Records of these payments are sent to EDGAR Momentum in both wire and lockbox transactions.

Fee Process Interface supports the application of filing fees and fee validation on fee-bearing submissions

· Pursuant to Section 6(b) of the Securities Act of 1933 and are not T+3 offerings),

· Pursuant to Section 307(b) of the Trust Indenture Act of 1939 (flat fee).

If a submission requires a fee for which no fee has been registered at the time EDGAR receives the filing, the submission is blocked for invalid fee offset amount. The submission is then placed in a state of “Fee Polling” in which the balance in the payor CIK account is queried every 15 minutes for 24 hours. If there is still a deficit amount after 24 hours, the submission is suspended for insufficient funds. Filer Support Staff monitors filings that are in “Fee Polling” and may block the submission, suspend the submission, waive some or all of the fees, or change/correct fee data for the submission.

Fee Account Interface manages CIK account data in Momentum and tracks all fee payments made and filing fees incurred by a particular CIK. A CIK account is checked before every wire, lockbox and fee transaction is saved to Momentum. If it does not already exist, a CIK account is created from the parsed CIK of the wire or lockbox transaction, or the payor CIK of the submission.

Momentum Financials is a commercial-off-the-shelf (COTS) JFMIP-certified financial management system from American Management Systems (AMS). It is used to monitor the various automated fee activities including CIK account management and reporting (organizing entity deposits, filing fee incurred, and offset/waivers and refunds), revenue management, reporting by form type and filing type, general ledger, journal audit trails, and fee account receivable management.

There are two parts of Fee Processing:

· Momentum Client Subsystem – software that sits on the desktop, and

· Momentum Server – the server that runs the application and database.

APP.2.3

Filer Notification Subsystem For every file submitted to EDGAR, a notification is generated and sent to the filer by e-mail, or retrieved from a host repository in the case of Leased Line filers. The Filer Notification subsystem consists of

· Filer Notification E-Mail (FNE), which interacts with the SEC-supplied SMTP server to deliver e-mail notifications,

· Filer Notification message that is available to filers on the EDGAR website, and

· Filer Notification Staging (FNS) which stages notifications to disk where it can be accessed by Leased Line filers.

If a submission is suspended or is a test submission, FNE will block out certain sensitive fields in the email since FNE notifications are sent out over the internet. However unlike FNE, FNS notifications do not block out fields because the Lease Line filer who views the these notifications will do so over a secure connection.

The five types of notifications that filers can receive are:

· Submission notifications, created when the test or live submission is either accepted or suspended, and contain information on the status of submission and any corrective actions that should be taken if the submission is suspended;

· Return Copy, created when a submission has requested it, and consists of a concatenation of all of the documents that were part of the original submission;

· Expired Segment notifications, created when segments expire and are deleted from the system;

· Form ID, an extension of the submission notifications, created only for submissions for requesting access codes, and

· Suspended Deadqueue notifications, created when a submission has been deadqueued and then suspended via the EDGAR R&A Admin Tool (special dynamic text tells the user the steps to take to correct the submission).

APP.2.4

Dissemination Subsystem

The Pre-Dissemination (PD) subsystem prepares all live, accepted submissions for both dissemination at the Public Dissemination Site (PDS), and indexing on the Text Management System (TMS). The Dissemination subsystem then subsequently disseminates public submissions to the Public Dissemination Service and the SEC website at www.sec.gov.

Because submissions can be either public or private, and contain documents that are also either public or private, PD may create a dissemination file that may not contain documents that appear in the original submittal. This distinction is important because those submission and documents types that are defined in FSE to be private will not be disseminated to the public. For example, a submission with a type of CORRESP (i.e. a correspondence submission) will not be disseminated to the public because CORRESP is defined to be a private submission type. There will be no public dissemination file created. Only a private version of this submission will be created for TMS. In another example, a submission with a type of 10-K that contains a document with a type of CORRESP will be disseminated to the public but without the correspondence document. So a public dissemination file without the CORRESP document will be created, and a private dissemination file including the CORRESP document will also be created. The public dissemination file will be disseminated to the SEC staging platform and PDS, and both public and private dissemination files will be sent to TMS.

Files destined for public dissemination will be placed on PDS queues for additional processing by the Dissemination subsystem. Files destined for TMS will be placed on TMS queues to be indexed by the OpenText Search Server TMS software to enable full text queries on document contents.

PDS immediately disseminates to each of the EDGAR dissemination subscribers. For each dissemination file transfer, an entry is created in the Dissemination End-of-Day files to provide an audit trail of the day’s successful transactions. At close of business (10:00 p.m.) each business day, these files are sent to PDS. At 10:00 p.m., dissemination files not transferred to PDS (many of those received after 5:30pm) go into a holding queue until the next business day. They are disseminated starting at 6:00 a.m.

APP.2.5

EDGAR Workstation Subsystem EDGAR Workstation provides data retrieval, review, and modification functions to analysts over the SEC Intranet. See Section APP.1.3.1 for more information.

Since each EDGAR Workstation processing sequence is initiated by a user action (requesting information from the EDR, the results of which are immediately displayed to the requestor), a state processing model like the one in R&A is not required. However EDGAR Workstation processes do provide a basic workflow framework for SEC analysts that track the creation of routing rules to determine how assignments are generated for specific users or groups upon receipt of selected submissions; and progress of these assignments by displaying the assignments’ type and status fields.

EDGAR Workstation also provides the capability to monitor the in-progress processing of submissions as they move through the various subsystems in R&A; and to examine processed submission meta data in FSE, document contents in TMS using full text searches, and fee data in Momentum.

EDGAR Workstation interfaces with the Automated Submission Processing Manager (ASPM) when authorized EDGAR workstation users correct blocked and suspended submissions, intervene in fee-bearing submissions, and create post-acceptance corrections (PACs). EDGAR Workstation re-inserts the corrected submission into the appropriate R&A subsystem so that the correction can take effect.

APP.2.6

Software Infrastructure Support

The EDGAR infrastructure is designed to efficiently distribute and manage work to each subsystem of R&A and EDGAR Workstation across a variety of platforms, ports, and protocols. This software specializes in mechanisms to move in-process work from

· Internet services to Receipt and Acceptance (R&A);

· SEC workstation services to EDGAR Workstation;

· One subsystem to another in accordance with the R&A state-processing model;

· EDGAR Workstation to R&A for paper submissions, blocked edits and post-acceptance corrections; and

· R&A and EDGAR Workstation to the databases of the EDGAR Enterprise Data Resource (EDR).

The infrastructure software also provides support to integrate the many Commercial Off the Shelf (COTS) products to the custom EDGAR software. Though it is beyond the scope of this document to discuss the details of this software, some of the major COTS products are listed here:

· OpenText Search Server, for full text management;

· CGI Momentum Server, for the fee processing database access;

· Sybase Adaptive Server Enterprise (ASE), for relational database access;

· HP Open View Network Node Manager, to provide a framework for system-wide network monitoring;

· Tuxedo and Jolt Commercial Off the Shelf (COTS) products from BEA Systems Inc. to provide inter process communication between Java-based EDGAR application software and the CGI Momentum Server.

· FASTCopy, to transfer dissemination files to the Public Dissemination Service (PDS);

· Samba, to provide file directory services from Unix-based to Windows based systems; and

· XBRL validators, to allow documents using eXtensible Business Reporting Language (XBRL) to be processed.

APP.2.6.1

Automated Submission Processing Manager (ASPM) Subsystem Infrastructure support for R&A is under the control of the Automated Submission Processing Manager (ASPM). It is composed of two service components: Automated Submission Transmitter (AST), and Automated Submission Manager (ASM). These service components work together to process submissions from start (receipt) to completion (dissemination).

AST is responsible for moving submissions from platform to platform.

ASM is responsible for invoking the appropriate underlying subsystems to provide parsing, validation, fee checking, filer notification, and dissemination services. The ASM architecture is state-table driven: As each subsystem completes its portion of the processing, it returns a completion status that is used by the Messenger component of ASM to determine the next appropriate subsystem to invoke. Once all appropriate subsystems have completed processing, ASM performs cleanup processing to remove temporary artifacts that were generated during submission processing.

In the event a submission has a problem that may be corrected (or waived) by SEC support staff, the submission goes into a “blocked” state and is sent to the EDGAR Workstation subsystem. At this point, R&A has relinquished control of the submission to EDGAR Workstation. Once SEC filer support has made the appropriate decisions and corrections to the submission, it is re-submitted to R&A where ASM resumes automated submission processing.

APP.2.6.2

Data Objects Subsystem Data Objects retrieve data from and update data to the EDR. They provide a middle tier layer between subsystem objects and the stored procedures and triggers of the EDR. By isolating subsystem objects from knowledge of specific content and structure details of EDR, maintenance of data objects is facilitated. Data Objects are designed to be serviced by a particular subsystem and are categorized accordingly:

· Submission Data Access objects supporting FilerWeb, OnlineForms/XML, and Filer Management, retrieve and update EDR data;

· Receipt Data Access objects add filing data to the EDR during submission processing;

· Acceptance Data Access objects retrieve and update data to validate the contents of the filing based on filing rule data stored in the EDR;

· EDGAR Workstation Data Objects support large amounts of data retrieval and update;

· Dissemination Data Access objects retrieve information for the purpose of creating dissemination headers, and update dissemination status and time; and

· Filer Notification Data objects support retrieval and update of notification data.

Although the data objects described above were created for specific subsystems, a number of data objects are implemented as common data access objects since they are needed by both R&A and EDGAR Workstation subsystems.

APP.2.6.3

Commercial Off The Shelf (COTS) Middleware Support

EDGAR makes use of a middleware COTS products to support EDGAR infrastructure software:

· EA Server (Sybase Enterprise Application Server) for the Sun/Solaris platforms in R&A.

APP.2.6.4

Sybase Enterprise Application Server – EA Server Automated Submission Processing Manager (ASPM) and its two service components: Automated Submission Transmitter (AST) and Automated Submission Manager (ASM) were built using EA Server, a product of Sybase Inc. that follows the Common Object Broker Architecture (CORBA) standard.

EDGAR uses EA Server to perform the following:

· Transparent access to the FSE;

· Built-in web server HTTP(s) support that allows a file to be transferred between client and server;

· An interface to the browser-based Admin Tool used by production support staff;

· Management of multiple client sessions (threads); and

· Load-balance incoming submission work on R&A platforms.

EA Server components provide transparent access to the FSE database. Client applications retrieve an object reference to a Jaguar component which in turn invokes underlying methods to insert, retrieve, and update FSE data. These applications manipulate data through object interfaces where no knowledge of SQL or other database specific mechanisms are needed.

Two special features of EA Server that are used in EDGAR data objects are the connection cache to manage the number of connections to the FSE, and the component transaction model to manage transactions processing issues.

Figure 2. EDR Logical Components

APP.2.7

Database Infrastructure Support – Enterprise Data Repository (EDR)

The EDGAR EDR is composed of smaller relational and text management databases:

· Filing, Submission, and Entity (FSE)

· Text Management System (TMS)

· Momentum

· EDGAR Company Database (CDB)

· Web Page Support

· Screening Sheet

· Host Print

Header data is stored in the FSE, submission documents in TMS, financial data in Momentum, and company data available to the public in CDB. EDGAR workstation applications use EDR to store login access and user privileges, web page support to store display and menu options that are dependent on user and use, host print to store print jobs that have been requested, and screening sheets to store an index of “in progress” Screening Sheets.

APP.2.7.1

Filing, Submission and Entity (FSE) Subsystem The FSE database stores all filing, submission, and entity information as collected by the EDGAR Subsystems. In addition to transactional information, the database contains assignment and audit information and the Form Type Traceability Database (FTTD).

The types of data that FSE stores in a Sybase relational database structure include

· Submission data in EDGAR raw data files, filing documents and correspondence;

· Submission process data, errors and form type rules;

· Submission tagged header data, accession numbers, filing numbers, and dates;

· Entity data (company information) in EDGAR, Central Index Key (CIK), CIK Confirmation Code (CCC), name, contact information, and Internal Revenue Service (IRS) number;

· Filing data, filing dates, file numbers, and offering data;

· Assignments to SEC user and user groups;

· Routing rules;

· Notification requests that SEC users created for particular submission types; and

· Form Type Traceability Database (FTTD), not a distinct database, but a logical subset of the FSE XE "Form Type Traceability Database" .

The FTTD assists EDGAR Workstation users by allowing them to query the database and receive information concerning filing rules, requirements, form act year, and Form Type descriptions. It is a logical database composed of a subset of FSE tables and is accessed by users of the EDGAR Workstation.

APP.2.7.2

Text Management System (TMS) Subsystem The EDGAR Text Management Subsystem stores and retrieves data from files indexed and retrieved by Hummingbird SearchServer. The database is updated by EDGAR TMS processes in R&A and is accessed in read-only fashion by the EDGAR Workstation website processes. XE "TMS Detailed Design" Data stored in TMS consists of accepted submission documents. This database has been optimized for full text searches and allows users to query on characters, words, or phrases inside the filing documents as well as on some filing header information. EDGAR Workstation applications use the Full Text search interface to access the stored procedures that query the TMS database.

APP.2.7.3

CGI Momentum (part of the Fee Subsystem) EDGAR Momentum data consists of account, fee, and offering data. Momentum Financials provides management and reporting for CIK accounts, entity deposits, filing fees incurred, and offsets/waivers and refunds. It also provides revenue management and reporting by form type and filing type. Other functions include a general ledger, journal audit trails, and fee account receivable management.

The Momentum Desktop application is the primary Momentum user interface that allows the SEC to store and retrieve the following:

· Checks received by the SEC for filing fees;

· Write-offs;

· Refunds;

· Fee transfers;

· FINRA filing fees;

· Returned checks;

· CIK accounts;

·…