SEC Filings

10-12G
AMSURG CORP filed this Form 10-12G on 03/11/1997
Entire Document
 
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         A shareholder's notice to the Secretary shall set forth as to each
matter the shareholder proposes to bring before the annual meeting (a) a brief
description of the proposal desired to be brought before the annual meeting and
the reasons for conducting such business at the annual meeting, (b) the name
and address, as they appear on the Corporation's books, of the shareholder
proposing such business, (c) the class and number of shares of the Corporation
which are beneficially owned by the shareholder, and (d) any financial interest
of the shareholder in such proposal.

         Notwithstanding anything in these Bylaws to the contrary, no business
shall be conducted at an annual meeting except in accordance with the
procedures set forth in this Section 2.14.  The President, Chief Executive
Officer, or chairman of the meeting shall, if the facts warrant, determine and
declare to the meeting that new business or any shareholder proposal was not
properly brought before the meeting in accordance with the provisions of this
Section 2.14, and if he or she should so determine, he or she shall so declare
to the meeting and any such business or proposal not properly brought before
the meeting shall not be acted upon at the meeting.  This provision shall not
prevent the consideration and approval or disapproval at the annual meeting of
reports of officers, directors and committees, but in connection with such
reports no new business shall be acted upon at such annual meeting unless
stated and filed as herein provided.

         2.15    CONDUCT OF MEETINGS.
         Meetings of the shareholders generally shall follow accepted rules of
parliamentary procedure subject to the following:

         (a)     The President, Chief Executive Officer, or chairman of the
meeting shall have absolute authority over the matters of procedure, and there
shall be no appeal from the ruling of the President, Chief Executive Officer,
or chairman.  If, in his or her absolute discretion, the President, Chief
Executive Officer, or chairman deems it advisable to dispense with the rules of
parliamentary procedure as to any meeting





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