| name | regulatory-disclosure |
| description | Write an SEC-style annual disclosure report — Business, Risk Factors, Properties & Legal Proceedings, Selected Financial Data, MD&A, Financial Statements & Supplementary Data, and Controls & Procedures, in Regulation S-K / Form 10-K item order. Use when the deliverable must reproduce the disclosure structure of a public-company annual report. Anti-trigger; for an internal controls/process conformance review use compliance-audit, for a voluntary ESG/impact narrative use sustainability-report — neither carries the fixed Reg S-K item order or the MD&A analytical core this genre requires. |
| argument-hint | <the organization and fiscal period to disclose> |
regulatory-disclosure
Produces an SEC-style annual disclosure report: a document that reproduces
the section order, audience, and evidentiary discipline of a public-company
Form 10-K under Regulation S-K. Its center of gravity is the fixed item
order — Business, then Risk Factors, then Properties & Legal Proceedings,
then Selected Financial Data, then MD&A, then Financial Statements &
Supplementary Data, then Controls & Procedures — and the MD&A section as the
analytical core, not a restatement of the Business section.
Scope caveat (carry, do not over-sell): this genre reproduces the
disclosure structure of an SEC annual report. It does not assert
legal or financial sufficiency, regulatory conformance, or audit assurance.
Never market output as "10-K compliant" — it is a disclosure-structured
narrative grounded only in the cited findings supplied to it.
Pattern (industry: SEC Reg S-K / Form 10-K item order)
- Business (Item 1) — what the organization does: markets, products,
operations.
- Risk Factors (Item 1A) — the material risks, most significant first.
- Properties & Legal Proceedings (Items 2-3) — material properties and
pending legal matters.
- Selected Financial Data — the multi-period financial highlights.
Always emit this heading so the section structure stays stable across
filings, even when the content changes. Verify live: Reg S-K item
requirements evolve — the former Item 301 Selected Financial Data was
eliminated by SEC Release No. 33-10890 (2020), which folded its purpose
into MD&A — confirm the currently effective item set at authoring time,
never treat this as settled fact. When the currently effective Reg S-K no
longer calls for a standalone section, keep the heading, mark it explicitly
N/A (state why, citing the rule that eliminated it), and fold the
highlights into MD&A; otherwise populate it.
- Management's Discussion & Analysis (MD&A, Item 7) — the analytical
heart: results of operations, liquidity, capital resources, and known
trends/uncertainties. This is where the numbers get explained, not just
restated.
- Financial Statements & Supplementary Data (Item 8) — the statements and
notes.
- Controls & Procedures — disclosure controls and internal-control
status, including any identified material weakness and its remediation.
Citation Style
Disclosure references to authority and source filings. Every material claim
resolves to a cited source (a MIF finding @id and its source URL at MIF
Level 3); no uncited claims. Inline XBRL machine-readable tagging is the
live SEC mandate but is an orthogonal serialization concern — out of scope for
this genre. A downstream xbrl channel projects a conformant disclosure
report into inline XBRL by mapping facts onto this genre's item-numbered
sections; this genre's job is to keep those sections stable and
citation-grounded so that projection is possible, not to emit XBRL itself.
Required Figures & Matter
- Front matter: a cover identifying the organization and reporting period.
- Figures: financial-highlight tables in MD&A (and in Selected Financial
Data when that section is currently required and populated); number and
caption each and reference it in the text. Any figure, chart, or diagram is
a fenced Mermaid code block (a
mermaid info-string fence) — a trend chart
as xychart-beta — never ASCII art, an image link, or Graphviz/DOT. A
required figure is never silently omitted; if the data cannot support it,
say so in prose. Plain tabular matter stays a Markdown table.
- Back matter: notes to the financial statements and a full reference
list.
Rules
- Every claim is traceable to a cited source; no orphan facts.
- State risks and limitations honestly — the genre reproduces structure, not
sufficiency or audit assurance, and says so. An undiscussed material risk is
a defect.
- Report verification verdicts on the underlying findings; do not silently
drop weakened or inconclusive findings — annotate them with an explicit
uncertainty qualifier. Exclude only falsified findings.
- Hedge uncertain claims and flag forward-looking statements; present ranges
when sources disagree.
- Exhaustive coverage: build the report from the full surviving findings
corpus — every surviving finding gets its own evidence (claim, citation,
entities), never condensed to a cherry-picked subset. A silently dropped
finding is a defect.
- Fixed item order is not optional. Risk Factors precedes MD&A precedes
Financial Statements & Supplementary Data. A report that reorders or omits a
required item is not a conformant disclosure report — this is the single
most load-bearing structural requirement of the genre.
- No internal identifiers (finding IDs,
urn:mif: handles) leak into prose;
they resolve to named disclosure references.
Anti-triggers — do not use this genre for
- An internal controls/process conformance review (SOC 2, ISO 27001, an
internal-audit finding set) — that is
compliance-audit: it judges
conformance against a control framework, and has no Reg S-K item order or
investor-facing MD&A.
- A voluntary ESG or impact narrative with no fixed statutory item order —
that is
sustainability-report: it is organized around impact themes and
frameworks (e.g. GRI/SASB), not Business/Risk Factors/MD&A/Controls.
- A single technical decision with a comparison table — that is
engineering. What to build and why, pre-decision — that is prd or
feature-spec.
MIF frontmatter
type: semantic — a disclosure report is declarative, point-in-time
organizational fact plus rationale, not a step sequence. Namespace as
regulatory-disclosure/<area> (e.g. regulatory-disclosure/energy). Climb to
L2 with namespace, modified, title, and tags when the review context
supplies them, and to L3 with provenance, citations[], and
relationships[] when the underlying findings and cross-document links are
known. Gate every output with mif-validate at its target level; the floor is
--level 1.
Why machine-readable — the point of MIF here
| Question an agent asks | Answered by (frontmatter) |
|---|
| Is this disclosure still the current filing, or superseded? | temporal.validFrom / ttl |
| Where did each disclosed fact come from; can I trust it? | provenance (W3C-PROV) + citations[] |
| What does this disclosure relate to (an ESG report, a prior filing)? | typed relationships[] (relates-to, supersedes) |
| Which claims survived verification vs. were excluded as falsified? | citations[] + the exclusion rule in prose |
The same document still reads as a human disclosure report and projects
losslessly to JSON-LD and back — one artifact, two readers.
The L1 -> L3 climb (two exemplars)
templates/good-l1.md — L1 floor: id, type, created + body. A
complete, valid disclosure report, but opaque to a machine consumer.
templates/good.md — L3 (highest this genre supports): adds
namespace, modified, temporal validity, W3C-PROV provenance,
citations[] tied to the disclosed facts, and a typed relationships[]
graph (e.g. relates-to a companion ESG disclosure). Validate with
mif-validate --level 3.
Author at the highest level the drafting context supports (grade down
rather than fabricate). templates/bad.md shows the antipattern: a report
that omits Risk Factors (Item 1A) entirely — the fixed item order this genre
exists to enforce, broken.