SEC Filings

AMSURG CORP filed this Form 10-12G/A on 11/03/1997
Entire Document
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the assertion of a violation could have a material adverse effect upon the
financial condition and results of operations of AmSurg. See "BUSINESS OF
AMSURG -- Government Regulation -- Medicare-Medicaid Illegal Remuneration
federal level, there are legislative restrictions on the ability of a physician
to refer patients to healthcare entities when the physician (or immediate family
member) has a financial relationship, directly or indirectly, with the entity
receiving the referral. The financial relationship giving rise to prohibition on
referrals may be either an ownership or investment interest or a compensatory
arrangement. At the federal level, this legislation (42 USC sec. 1395nn) is
known as the "Stark bill" because of its sponsor, Representative Pete Stark.
Originally, the Stark bill applied only to entities providing clinical
laboratory services. However, as of January 1, 1995, the ban on physician
financial relationships with healthcare entities extended to entities providing
certain defined "designated health services" ("Stark II"). AmSurg believes
physician ownership of practice-based ambulatory surgery centers to which they
refer patients and physician networks is not prohibited under Stark II or other
similar statutes recently enacted at the state level. However, these statutes
are not clearly written and are therefore subject to different interpretations
with respect to many important provisions. Violations of these "self-referral"
laws may result in substantial civil or criminal penalties for individuals or
entities, including large civil monetary penalties and exclusion from
participation in the Medicare and Medicaid programs. Such exclusion, if applied
to AmSurg's surgery centers, could result in significant loss of reimbursement
and could have a material adverse effect on AmSurg. There can be no assurances
that further judicial or agency interpretation of existing law or further
legislative restrictions on physician ownership of healthcare entities will not
be issued which may have a material adverse effect upon the financial condition
and results of operations of AmSurg. See "BUSINESS OF AMSURG -- Government
Regulation -- Prohibition on Physician Ownership of Healthcare Facilities."
of certain states in which AmSurg operates or may operate in the future do not
permit general business corporations to practice medicine, exercise control over
physicians who practice medicine or engage in certain business practices such as
fee-splitting with physicians. AmSurg is not required to obtain a license to
practice medicine in any jurisdiction in which it owns and operates an
ambulatory surgery center, because the surgery centers are not engaged in the
practice of medicine. The physician partners who utilize the center are licensed
to practice medicine through their group practices, which with the exception of
the two physician practices majority owned by AmSurg, are not affiliated with
AmSurg other than through the physicians' ownership in the partnerships and
limited liability companies that own the surgery centers. AmSurg owns a majority
interest in two group practices in Florida, a state which permits physicians to
practice medicine through an entity that is not wholly owned by physicians. A
recent ruling by the Florida Board of Medicine that an agreement between a
physician practice and a practice management company constituted impermissible
fee-splitting, if upheld on judicial appeal, would cause AmSurg to restructure
its relationship with one of the two group practices. AmSurg does not believe
that any such restructuring would have a material adverse effect on AmSurg.
There can be no assurance, however, that future changes in the law in Florida or
any other state in which AmSurg may own an interest in a physician group
practice will not require AmSurg to restructure its ownership of these group
practices and that such restructuring will not have a material adverse effect on
AmSurg. See "BUSINESS OF AMSURG -- Government Regulation -- Corporate Practice
of Medicine."
states regulate the business of insurance and the operations of HMOs. Many
states also regulate the establishment and operation of networks of healthcare
providers. AmSurg believes that its operations are in compliance with these laws
in the states in which it currently does business. The National Association of
Insurance Commissioners ("NAIC") recently endorsed a policy proposing the state
regulation of risk assumption by healthcare providers. The policy proposes
prohibiting providers from entering into capitated payment or other risk sharing
contracts except through HMOs or insurance companies. Several states have
adopted regulations implementing the NAIC policy in some form. In states where
such regulations have been adopted, practices affiliated with AmSurg will be
precluded from entering into capitated contracts directly with employers,
individuals and benefit plans unless they qualify to do business as HMOs or
insurance companies.