SEC Filings

10-12G
AMSURG CORP filed this Form 10-12G on 03/11/1997
Entire Document
 
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                          (ii)    Subject to the provisions of this Plan and
                 the award agreement and unless otherwise determined by the
                 Committee at grant, the recipient of an award under this
                 Section 8 shall be entitled to receive, currently or on a
                 deferred basis, interest or dividends or interest or dividend
                 equivalents with respect to the number of shares covered by
                 the award, as determined at the time of the award by the
                 Committee, in its sole discretion, and the Committee may
                 provide that such amounts (if any) shall be deemed to have
                 been reinvested in additional shares of Common Stock or
                 otherwise reinvested.

                          (iii)   Any award under Section 8 and any shares of
                 Common Stock covered by any such award shall vest or be
                 forfeited to the extent so provided in the award agreement, as
                 determined by the Committee in its sole discretion.

                          (iv)    In the event of the participant's Retirement,
                 Disability, or death, or in cases of special circumstances,
                 the Committee may, in its sole discretion, waive in whole or
                 in part any or all of the remaining limitations imposed
                 hereunder (if any) with respect to any or all of an award
                 under this Section 8.

                          (v)     Each award under this Section 8 shall be
                 confirmed by, and subject to the terms of, an agreement or
                 other instrument by the Corporation and the participant.

                          (vi)    Common Stock (including securities
                 convertible into Common Stock) issued on a bonus basis under
                 this Section 8 may be issued for no cash consideration.
                 Common Stock (including securities convertible into Common
                 Stock) purchased pursuant to a purchase right awarded under
                 this Section 8 shall be priced at least 85% of the Fair Market
                 Value of the Common Stock on the date of grant.


SECTION 9.  AWARDS TO OUTSIDE DIRECTORS.

                 (a)      The provisions of this Section 9 shall apply only to
         awards to Outside Directors in accordance with this Section 9.  The
         Committee shall have no authority to determine the timing of or the
         terms or conditions of any award under this Section 9.

                 (b)      Effective as of the Distribution, each person serving
         as an Outside Director on such date will receive a grant of a number
         of shares of Common Stock (rounded up to the next whole share) having
         an aggregate Fair Market Value on such date equal to $10,000, which
         shares shall be restricted as provided in this Section 9.

                 (c)      On the date of the Annual Meeting of Shareholders of
         the Corporation occurring after the Distribution, unless this Plan has
         been previously terminated, each Outside Director will receive an
         automatic grant of a number of shares of Common Stock (rounded up to
         the next whole share) having an aggregate Fair Market Value on such
         date equal to





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