0000950123-11-022951 Sample Contracts

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • March 8th, 2011 • John Hancock Funds III • Massachusetts

This Agreement and Plan of Reorganization (“Agreement”) is made as of February 10, 2011, by and between Optique Funds, Inc., a Maryland corporation (the “Company”), on behalf of its series, Optique International Value Fund (the “Acquired Fund”), and John Hancock Funds III, a Massachusetts business trust (the “Trust”), on behalf of its series John Hancock International Value Equity Fund (the “Acquiring Fund” and together with the Acquired Fund, the “Funds” or individually, each a “Fund”).

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