EX-99.77Q1 OTHR EXHB 10 i_exhibit77q1.htm MAM (US) SUBADV AMENDMENT (ASIA BOND)

JOHN HANCOCK FUNDS II

AMENDMENT TO SUBADVISORY AGREEMENT

AMENDMENT made as of this 12th day of December, 2012 to the Subadvisory Agreement dated April 28, 2006, as amended (the “Agreement”), between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and John Hancock Asset Management a division of Manulife Asset Management (US) LLC, a Delaware limited liability company (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

1.      CHANGE IN APPENDIX A
  Appendix A of the Agreement relating to compensation of the Subadviser is amended to add the Asia Total Return Bond Fund.
2.      EFFECTIVE DATE
  The Amendment shall become effective the later to occur of: (i) approval of the Amendment by the Board of Trustees of John Hancock Funds II and (ii) execution of the Amendment.
3.      DEFINED TERMS
  Unless otherwise defined herein, capitalized terms used herein have the meanings specified in or pursuant to the Agreement.
4.      OTHER TERMS OF THE AGREEMENT
  Except as specifically amended hereby, all of the terms and conditions of the Agreement shall continue to be in full force and effect and shall be binding upon the parties in accordance with their respective terms.
  (THE REMAINDER OF THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK)

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed under seal by their duly authorized officers as of the date first mentioned above.

JOHN HANCOCK INVESTMENT MANAGEMENT SERVICES, LLC

By:/s/ Leo Zerilli
Leo Zerilli
Senior Vice President

JOHN HANCOCK ASSET MANAGEMENT A DIVISION OF MANULIFE ASSET MANAGEMENT (US) LLC

By:/s/ Barry H. Evans
Barry H. Evans
President, Chief Investment Officer

2


APPENDIX A

The Subadviser shall serve as investment subadviser for each Portfolio of the Trust listed below. The Adviser will pay the Subadviser, as full compensation for all services provided under this Agreement with respect to each Portfolio, the fee computed separately for such Portfolio at an annual rate as follows (the “Subadviser Fee”):

 
    First Next Excess Over
Portfolio   $250 million $500 million $750 million
    of Aggregate of Aggregate of Aggregate
Net Assets* Net Assets* Net Assets*
 
 
Emerging Markets Debt Fund   % % %
 
Short Term Government Income Fund   % % %
 
      First Next Excess Over
Portfolio   $250 million $250 million $500 million
    of Aggregate of Aggregate of Aggregate
      Net Assets* Net Assets* Net Assets*
 
Asia Total Return Bond Fund   % % %
 
 
      First Next Excess Over
Portfolio   $2.5 Billion $2.5 Billion $5 Billion
    of Aggregate of Aggregate of Aggregate
      Net Assets* Net Assets* Net Assets*
Active Bond     % % %
 
 
 
  First $500 million Next $500 million Excess Over
  of Aggregate of Aggregate $1 billion of
Portfolio Net Assets* Net Assets* Aggregate Net Assets*
Fundamental Large Cap   %   %  %
Value Fund            
 
 
 
  First $500 million Next $500 million Next $500 million Excess Over
  of Aggregate of Aggregate of Aggregate $1.5 billion
Portfolio Net Assets* Net Assets* Net Assets* of Aggregate
            NetAssets*
Fundamental Large % % % %
Cap Core Fund            
 
 
  First $2.5 billion   Excess Over $2.5 billion
Portfolio of Aggregate Net Assets* of Aggregate Net Assets*
Fundamental All Cap   %   %
Core Fund            

 

A-1


  First $500 million of Next $3 Billion of Excess Over $3.5
  Aggregate Net Assets* Aggregate Net Billion of Aggregate
Portfolio       Assets*   Net Assets*  
Strategic Income %   %   %  
Opportunities Fund              
 
 
        Between Between  
    First $150 million $500 million Excess Over
    $150 million and $500 million and $2.5 billion $2.5 billion
    of Aggregate of Aggregate of Aggregate of Aggregate
Portfolio   Net Assets* Net Assets* Net Assets* Net Assets*
High Income Fund   %   %   % %
 
 
Portfolio   First $1 billion Excess over $1 billion
Diversified Strategies Fund %       %  
 
Fundamental Global Franchise %        
Fund           %   
 
      Between   Between  
      $2.5 billion and   $7.5 billion and Excess Over
  First $2.5 billion $7.5 billion of   $10 billion of $10 billion
  of Aggregate Net Aggregate Net   Aggregate Net of Aggregate
Portfolio Assets* Assets*   Assets* Net Assets*
Strategic Equity  %  %   % %
Allocation Fund              

 

A-2


Portfolio All Asset Levels
 
Alternative Asset Allocation Fund %
Core Fundamental Holdings Fund  
Core Global Diversification Fund  
Core Diversified Growth & Income Fund  
Retirement Living through 2010 Portfolio  
Retirement Living through 2015 Portfolio  
Retirement Living through 2020 Portfolio  
Retirement Living through 2025 Portfolio  
Retirement Living through 2030 Portfolio  
Retirement Living through 2035 Portfolio  
Retirement Living through 2040 Portfolio  
Retirement Living through 2045 Portfolio  
Retirement Living through 2050 Portfolio  
Lifestyle Aggressive Portfolio  
Lifestyle Balanced Portfolio  
Lifestyle Conservative Portfolio  
Lifestyle Growth Portfolio  
Lifestyle Moderate Portfolio  
Retirement Choices at 2010 Portfolio  
Retirement Choices at 2015 Portfolio  
Retirement Choices at 2020 Portfolio  
Retirement Choices at 2025 Portfolio  
Retirement Choices at 2030 Portfolio  
Retirement Choices at 2035 Portfolio  
Retirement Choices at 2040 Portfolio  
Retirement Choices at 2045 Portfolio  
Retirement Choices at 2050 Portfolio  

 

*The term Aggregate Net Assets for a given day includes the net assets of a Portfolio of the Trust. It also includes the net assets of one or more other portfolios of the Trust or other trusts as indicated below, but in each case only for the period during which the Subadviser for the Portfolio also serves as the subadviser for the other portfolio(s). For purposes of determining Aggregate Net Assets and calculating the Subadviser Fee for a given day, the net assets of the Portfolio and each other portfolio of the Trust are determined by the Custodian as of the close of business on the previous business day of the Trust, and the net assets of each portfolio of each other fund or trust are determined as of the close of business on the previous business day of that fund.

A-3


Trust Portfolios Other Portfolios
 
 
Active Bond Fund Active Bond Trust, a series of John Hancock
  Variable Insurance Trust
   
Asia Total Return Bond Fund Not Applicable
 
Strategic Income Opportunities Fund Strategic Income Opportunities Trust, a series of
  John Hancock Variable Insurance Trust
 
High Income Fund Not Applicable
 
Short Term Government Income Fund Short Term Government Income Trust, a series of
  John Hancock Variable Insurance Trust
 
Fundamental Large Cap Value Fund Fundamental Large Cap Value Trust, a series of
  John Hancock Variable Insurance Trust
 
Fundamental Large Cap Core Fund Not Applicable
 
Fundamental All Cap Core Fund Fundamental All Cap Core Trust, a series of John
  Hancock Variable Insurance Trust
 
Diversified Strategies Fund Not Applicable
 
Strategic Equity Allocation Fund Strategic Equity Allocation Trust, a series of John
  Hancock Variable Insurance Trust
 
 
Fundamental Global Franchise Fund Not Applicable
 
Alternative Asset Allocation Fund Not Applicable
Core Fundamental Holdings Fund  
Core Global Diversification Fund  
Core Diversified Growth & Income Fund  
Emerging Markets Debt Fund  
Retirement Living through 2010 Portfolio  
Retirement Living through 2015 Portfolio  
Retirement Living through 2020 Portfolio  
Retirement Living through 2025 Portfolio  
Retirement Living through 2030 Portfolio  
Retirement Living through 2035 Portfolio  
Retirement Living through 2040 Portfolio  
Retirement Living through 2045 Portfolio  
Retirement Living through 2050 Portfolio  
Lifestyle Aggressive Portfolio  
Lifestyle Balanced Portfolio  
 
 
A-4

 


Lifestyle Conservative Portfolio
Lifestyle Growth Portfolio
Lifestyle Moderate Portfolio
Retirement Choices at 2010 Portfolio
Retirement Choices at 2015 Portfolio
Retirement Choices at 2020 Portfolio
Retirement Choices at 2025 Portfolio
Retirement Choices at 2030 Portfolio
Retirement Choices at 2035 Portfolio
Retirement Choices at 2040 Portfolio
Retirement Choices at 2045 Portfolio
Retirement Choices at 2050 Portfolio

The Subadviser Fee for a Portfolio shall be based on the applicable annual fee rate for the Portfolio which for each day shall be equal to (i) the sum of the amounts determined by applying the annual percentage rates in the table to the applicable portions of Aggregate Net Assets divided by (ii) Aggregate Net Assets (the “Applicable Annual Fee Rate”). The Subadviser Fee for the Portfolio shall be accrued for each calendar day, and the sum of the daily fee accruals shall be paid monthly to the Subadviser within 30 calendar days of the end of each month. The daily fee accruals will be computed by multiplying the fraction of one over the number of calendar days in the year by the Applicable Annual Fee Rate, and multiplying this product by the net assets of the Portfolio. The Adviser shall provide Subadviser with such information as Subadviser may reasonably request supporting the calculation of the fees paid to it hereunder. Fees shall be paid either by wire transfer or check, as directed by Subadviser.

If, with respect to any Portfolio, this Agreement becomes effective or terminates, or if the manner of determining the Applicable Annual Fee Rate changes, before the end of any month, the fee (if any) for the period from the effective date to the end of such month or from the beginning of such month to the date of termination or from the beginning of such month to the date such change, as the case may be, shall be prorated according to the proportion which such period bears to the full month in which such effectiveness or termination or change occurs.

A-5