SEC Filings

AMSURG CORP filed this Form 10-12G/A on 11/03/1997
Entire Document
<PAGE>   22

                  If to any other holder of any shares of Preferred Stock
addressed to such holder at such address as such other holder shall have
specified to the Corporation in writing or, if any such other holder shall not
have so specified an address to the Corporation, then addressed to such other
holder in care of the last holder of such shares of Series B Convertible
Preferred Stock which shall have so specified an address. Each party may, by
notice given hereunder, designate any further or different addresses to which
subsequent notices, certificates or other communications shall be sent.

                  If to the Corporation:
                                  AmSurg Corp.
                                  One Burton Hills Boulevard
                                  Suite 350
                                  Nashville, TN 37215
                                  Attention: Claire M. Gulmi
                                  Telecopy No.: (615) 665-0755

                  with copies to:
                                  Bass, Berry & Sims PLC
                                  2700 First American Center
                                  Nashville, TN 37238
                                  Attention: Cynthia Y. Reisz
                                  Telecopy No.: (615) 742-6293

                  (j) Registration of Transfer. The Corporation shall keep at
         its principal office (or such other place as the Corporation
         designates) a register for the registration of shares of Series B
         Convertible Preferred Stock of the Corporation. Upon the surrender of
         any certificate representing shares of Series B Convertible Preferred
         Stock at such place, the Corporation shall, at the request of the
         registered holder of such certificate, execute and deliver a new
         certificate or certificates in exchange therefor representing in the
         aggregate the number of shares of Series B Convertible Preferred Stock
         represented by the surrendered certificate (and the Corporation
         forthwith shall cancel such surrendered certificate), subject to the
         requirements of applicable securities laws and to any restrictions on
         transfer (including without limitation, those referred to in any legend
         on the certificate so surrendered). Each such new certificate shall be
         registered in such name and shall represent such number of shares of
         Series B Convertible Preferred Stock as is requested by the holder of
         the surrendered certificate and shall be substantially identical in
         form to the surrendered certificate. The issuance of new certificates
         shall be made without charge to the holders of the surrendered
         certificates for any issuance tax in respect thereof or other cost
         incurred by the Corporation in connection with such issuance; provided,
         however, that the Corporation shall not be required to pay any tax
         which may be payable in respect of any transfer involved in the
         issuance and delivery of any certificate in a name other than that of
         the holder of the surrendered certificate.