DCAC Daniels Corporate Advisory Company Inc (CE)

PROPOSAL 1

TO CHANGE THE FUND’S DIVERSIFICATION INVESTMENT POLICY

FROM DIVERSIFIED TO NON-DIVERSIFIED

The Board, including those Trustees who are not “interested persons” of the Trust and Fund as defined in the 1940 Act (the “Independent Trustees”), has approved, and recommends that the Fund’s shareholders approve, changing the Fund from a diversified fund to a non-diversified fund.  Shareholder approval of this change would enable the Fund to invest larger percentages of its assets in the securities of single issuers.  The Advisor believes that the proposed change would provide the Fund with increased flexibility and allow the Subadvisor to focus the Fund’s investments on particular countries and issuers as part of the Fund’s principal investment strategy to invest at least 80% of its net assets (plus borrowings for investment purposes) in fixed-income securities and debt instruments of emerging-market issuers. Investing a larger percentage of the Fund’s assets in any one issuer carries certain risks, as described below.

The Fund currently operates as a “diversified” fund, as defined in the 1940 Act.  As a diversified fund, with respect to 75% of its total assets, no more than 5% of the Fund’s total assets may be invested in the securities of any single issuer, and it may not hold more than 10% of the outstanding voting securities of any single issuer.  With respect to the remaining 25% of its total assets, there is no limit on the percentage of assets the Fund may invest in the securities of a single issuer.  These 1940 Act limits do not apply to securities issued or guaranteed by the U.S. government, its agencies or instrumentalities, or to securities issued by other investment companies.  These limits apply only at the time the Fund purchases a security. The Fund may exceed these limits if positions it already holds increase in value relative to the rest of the Fund’s holdings.

The Advisor believes that changing the Fund from a diversified fund to a non-diversified fund would give the Subadvisor more flexibility in implementing the Fund’s investment strategies.  The change would enable the Subadvisor to focus the Fund’s investments on those issuers in which the Subadvisor has the greatest conviction.  Because the Subadvisor would be able to invest larger percentages of the Fund’s assets in the securities of a single issuer, the Subadvisor would be able to take larger positions in its high-conviction investment choices.  

Risks. Shareholder approval of the proposal would enable the Fund to operate as a non-diversified fund. As a non-diversified fund, the Fund would be able to invest larger percentages of its assets in the securities of a single issuer. The Subadvisor’s investment decisions may not be successful, and if a security or an issuer fails to produce the expected results the negative impact to the Fund would be greater than if the Fund were diversified. Investing a larger percentage of the Fund’s assets in any one issuer could increase the Fund’s risk of loss and its volatility, because the value of its shares would be more susceptible to adverse events affecting that issuer. 

If the Fund’s shareholders approve this proposal, the Subadvisor is expected to operate the Fund as non-diversified, however it may not, depending on its assessment of the investment opportunities available to the Fund.  The Subadvisor will reserve freedom of action to operate the Fund as non-diversified or diversified as it deems to be in the Fund’s and shareholders’ best interests. If the Subadvisor does not operate the Fund as non-diversified within three years of shareholder approval, 1940 Act rules will require the Fund to again seek shareholder approval to reserve freedom of action to operate the Fund as non-diversified. Regardless of any change in the Fund’s diversification status under the 1940 Act, the Fund will remain subject to the diversification rules under the Internal Revenue Code of 1986, as amended.  

Required Vote

Approval of the proposal requires the affirmative vote of the lesser of: (1) 67% or more of the shares of the Fund present at the Meeting, if more than 50% of the outstanding shares are represented at the

Meeting in person or by proxy; or (2) more than 50% of the outstanding shares entitled to vote at the Meeting.

If the Fund’s shareholders do not approve the proposal, the Fund will continue to operate as a diversified fund.

The Board, including the Independent Trustees, recommends that shareholders vote “FOR” the proposal.

Fund Information

Mailing Address. The mailing address of the Fund is 601 Congress Street, Boston, Massachusetts 02210.

Shareholders of the Fund. [ Although the Fund is authorized to offer multiple share classes, as of the Record Date only Class A and Class I shares are outstanding and no other shares of any other class have been issued. As of the Record Date, Class A and Class I shares of the Fund are held solely by John Hancock Life Insurance Company (U.S.A.) (“John Hancock USA”). John Hancock USA has indicated to the Fund that it intends to vote “For” the proposal. For purposes of the 1940 Act, any person who owns “beneficially” more than 25% of the outstanding shares of a Fund is presumed to “control” the Fund. ] Accordingly, because John Hancock USA is the beneficial owner of more than 25% of the shares of the Fund, John Hancock USA is deemed to control the Fund. [To be updated by amendment.]

The number of votes eligible to be cast at the Meeting, the percentage ownership of the outstanding shares of the Fund by the Funds of Funds and other share ownership information as of the Record Date are set forth in Exhibit A (“Outstanding Shares and Share Ownership”) to this Proxy Statement.

Voting Information. Al l vali d proxie s wil l b e vote d i n accordanc e wit h specification s thereon , o r i n th e absenc e o f specifications , fo r approva l o f the proposal .

Revocation of Proxies. Proxies may be revoked at any time before the Meeting by any of: (i) a written revocation received by the Secretary of the Trust; (ii) a properly executed later-dated proxy received by the Secretary of the Trust; or (iii) an in-person vote at the Meeting. Attendance at the Meeting will not in and of itself revoke a proxy. Shareholders may revoke a proxy as often as they wish before the Meeting. Only the latest dated, properly executed proxy card received prior to or at the Meeting will be counted.

Quorum. Shareholders of record at the close of business on the Record Date will be entitled to vote at the Meeting or any adjournment of the Meeting. The holders of a majority of the outstanding shares of the Fund at the close of business on that date present in person or by proxy will constitute a quorum for the Meeting. Shareholders are entitled to one vote for each share held and fractional votes for fractional shares held. No shares have cumulative voting rights.

In the event the necessary quorum to transact business or the vote required to approve a proposal is not obtained at the Meeting, the persons named as proxies may propose one or more adjournments of the Meeting with respect to the proposal in accordance with applicable law to permit further solicitation of proxies. Any adjournment of the Meeting generally will require the affirmative vote of the holders of a majority of the Fund’s shares cast at the Meeting, and any adjournment with respect to a proposal will require the affirmative vote of the holders of a majority of the shares entitled to vote on the proposal cast at the Meeting. The persons named as proxies will vote for or against any adjournment in their discretion.

Abstentions and Broker Non-Votes. Abstentions and broker non-votes ( i.e. , shares held by brokers or nominees as to which: (i) instructions have not been received from the beneficial owners or the persons entitled to vote; and (ii) the broker or nominee indicates on the proxy that it does not have discretionary voting power on a particular matter) are counted as shares entitled to vote at the Meeting in determining

whether a quorum is present, but do not count as votes cast with respect to a proposal. Abstentions and broker non-votes have the effect of a “no” vote on the proposal.

Cost of Preparation and Distribution of Proxy Materials. The costs of the preparation of these proxy materials and their distribution will be borne by the Fund.

Shareholders Sharing the Same Address

As permitted by law, only one copy of this Proxy Statement may be delivered to shareholders residing at the same address, unless such shareholders have notified the Trust of their desire to receive multiple copies of the shareholder reports and other materials. If you would like to receive an additional copy, please contact the Fund by writing to John Hancock Signature Services, Inc., P.O. Box 55913, Boston, MA 02205-5913 or by calling 1-800-225-5291. The Fund will then promptly deliver, upon request, a separate copy of this Proxy Statement to any shareholder residing at an address to which only one copy was mailed. Shareholders wishing to receive separate copies of the Fund’s shareholder reports and other materials in the future, and shareholders sharing an address that wish to receive a single copy if they are receiving multiple copies, also should send a request as indicated.