EX-99.77(Q)(1) 16 d32323_ex99-77q1saamus.htm EX-99.77(Q)(1)

JOHN HANCOCK FUNDS II

 

AMENDMENT TO SUBADVISORY AGREEMENT

 

AMENDMENT made as of this 18th day of February, 2015 to the Subadvisory Agreement dated January 1, 2014, as amended (the “Agreement”), between John Hancock Advisers, 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 the compensation of the Subadviser is amended to change the fee for the Lifestyle Portfolios and Retirement Living through 2010-2055 Portfolios.

 

2. EFFECTIVE DATE
   
  The Amendment shall become effective on February 18, 2015 following approval of the Amendment by the Board of Trustees of John Hancock Funds II.

 

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 ADVISERS, LLC
       
  By: /s/ Leo Zerilli  
  Name:  Leo Zerilli  
  Title: Senior Vice President and Chief Investment Officer

 

  JOHN HANCOCK ASSET MANAGEMENT A DIVISION OF MANULIFE ASSET MANAGEMENT (US) LLC
       
  By: /s/ Diane R. Landers  
  Name:  Diane R. Landers  
  Title: Vice President and Chief Administrative 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”):

 

Portfolio   First
$250 million
of Aggregate
Net Assets*
  Next
$500 million
of Aggregate
Net Assets*
  Excess Over
$750 million
of Aggregate
Net Assets*
Emerging Markets Debt Fund   %   %   %
             
Short Term Government Income Fund   %   %   %

 

Portfolio  First
$250 million
of Aggregate
Net Assets*
  Next
$250 million
of Aggregate
Net Assets*
  Excess Over
$500 million
of Aggregate
Net Assets*
Asia Total Return Bond Fund  %  %  %

 

   First  Next  Excess Over
   $2.5 Billion  $2.5 Billion  $5 Billion
   of Aggregate  of Aggregate  of Aggregate
Portfolio  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         

 

            Excess Over
   First $500 million  Next $500 million  Next $500 million  $1.5 billion
   of Aggregate  of Aggregate  of Aggregate  of Aggregate
Portfolio  Net Assets*  Net Assets*  Net Assets*  Net Assets*
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
Portfolio  First $500 million of
Aggregate Net Assets*
  Next $3 Billion of
Aggregate Net
Assets*
  Excess Over $3.5
Billion of Aggregate
Net Assets*
Strategic Income Opportunities Fund  %  %  %

 

Portfolio  First $1 billion  Excess over $1 billion  
Fundamental Global Franchise Fund  %  %  

 

Portfolio  First $500 million of
Aggregate Net Assets*
  Excess over $500 million
of Aggregate Net Assets*
 
Diversified Strategies 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            

 

   First $500 million of  Excess over $500 million of  
Portfolio  Aggregate Net Assets*  Aggregate Net Assets*  
Global Equity Fund  %  %**  

 

**When Aggregate Net Assets exceed $500 million, the fee is _% on all asset levels.
A-2
Portfolio   All Asset Levels
Alternative Asset Allocation Fund   %

 

Portfolio    
Income Allocation Fund**    
     
Net Assets of the Fund   First $5 billion - %
Excess over $5 billion – %
     
Aggregate Net Assets* of the Fund managed according to the Subadviser’s strategic income opportunities strategy (the “SIO Sleeve”)   First $500 million - %
Next $3 billion - %
Excess over $3.5 billion - %
     
Aggregate Net Assets* of the Fund managed according to the Subadviser’s bond strategy for John Hancock Bond Fund (the “Bond Sleeve”)   First $500 million - %
Next $500 million - %
Next $500 million - %
Next $500 million - %
Next $500 million - %
Excess over $2.5 billion - %

 

**In no event will the total subadvisory fees payable by the Adviser with respect to this Fund exceed x%, notwithstanding the total subadvisory fees otherwise payable when calculating the subadvisory fees in accordance with the foregoing schedule.

 

Portfolio   All Asset Levels
     
Retirement Living through II 2010 Portfolio   %
Retirement Living through II 2015 Portfolio    
Retirement Living through II 2020 Portfolio    
Retirement Living through II 2025 Portfolio    
Retirement Living through II 2030 Portfolio    
Retirement Living through II 2035 Portfolio    
Retirement Living through II 2040 Portfolio    
Retirement Living through II 2045 Portfolio    
Retirement Living through II 2050 Portfolio    
Retirement Living through II 2055 Portfolio    
Lifestyle II Aggressive Portfolio    
Lifestyle II Balanced Portfolio    
Lifestyle II Conservative Portfolio    
Lifestyle II Growth Portfolio    
Lifestyle II 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    
Retirement Choices at 2055 Portfolio    
A-3

Portfolio   All Asset Levels
     
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    
Retirement Living through 2055 Portfolio    
Lifestyle Aggressive Portfolio    
Lifestyle Balanced Portfolio    
Lifestyle Conservative Portfolio    
Lifestyle Growth Portfolio    
Lifestyle Moderate Portfolio    

 

*The term Aggregate Net Assets for a given day includes the net assets of a Portfolio of the Trust managed by the Subadviser. 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.

 

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 and the SIO Sleeve of Income Allocation Fund, a series of the Trust
     
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 Value Trust, a series of John Hancock Variable Insurance Trust

A-4
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
     
Global Equity Fund   Not Applicable
     
Income Allocation Fund, SIO Sleeve   Strategic Income Opportunities Fund, a series of the Trust and Strategic Income Opportunities Trust, a series of John Hancock Variable Insurance Trust
     
Income Allocation Fund, Bond Sleeve   John Hancock Bond Fund, a series of John Hancock Sovereign Bond Fund
     

Alternative Asset Allocation 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

Retirement Living through 2055 Portfolio

Retirement Living through II 2010 Portfolio

Retirement Living through II 2015 Portfolio

Retirement Living through II 2020 Portfolio

Retirement Living through II 2025 Portfolio

Retirement Living through II 2030 Portfolio

Retirement Living through II 2035 Portfolio

Retirement Living through II 2040 Portfolio

Retirement Living through II 2045 Portfolio

Retirement Living through II 2050 Portfolio

Retirement Living through II 2055 Portfolio

Lifestyle Aggressive Portfolio

Lifestyle Balanced Portfolio

Lifestyle Conservative Portfolio

Lifestyle Growth Portfolio

Lifestyle Moderate Portfolio

Lifestyle II Aggressive Portfolio

  Not Applicable
A-5

Lifestyle II Balanced Portfolio

Lifestyle II Conservative Portfolio

Lifestyle II Growth Portfolio

Lifestyle II 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

Retirement Choices at 2055 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-6