UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-21777
NAME OF REGISTRANT: John Hancock Funds III
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 601 Congress Street
Boston, MA 02210
NAME AND ADDRESS OF AGENT FOR SERVICE: Gordon M. Shone
601 Congress Street
Boston, MA 02210
REGISTRANT'S TELEPHONE NUMBER: 617-663-3000
DATE OF FISCAL YEAR END: 02/28
DATE OF REPORTING PERIOD: 07/01/2005 - 06/30/2006
2CVM Intrinsic Value Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVN Growth Opportunities Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVO Growth Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVP International Growth Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVQ Value Opportunities Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVR US Core Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
2CVS International Core Fund
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AEGIS GROUP PLC Agenda Number: 700986803
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Security: G0105D108
Meeting Type: AGM
Meeting Date: 14-Jun-2006
Ticker:
ISIN: GB0009657569
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 307779 DUE TO ADDITIONAL RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1. Receive the financial statements for the YE Mgmt For For
31 DEC 2005 and the reports of the Directors
and the Auditors
2. Declare a final dividend of 1.00p per ordinary Mgmt For For
share
3. Re-elect Mr. David Verklin as a Director, who Mgmt For For
retires by rotation
4. Re-elect Mr. Daniel Farrar as a Director, who Mgmt For For
retires by rotation
5. Re-elect Mr. Bernard Fournier as a Director, Mgmt For For
who retires by rotation
6. Re-elect Mr. Brendan O Neill as a Director Mgmt For For
7. Re-elect Mr. Lorraine Trainer as a Director Mgmt For For
8. Re-appoint Deloitte & Touche LLP as the Auditors Mgmt For For
to hold the office until the conclusion of
the next general meeting at which the accounts
are laid before the Company
9. Authorize the Directors to fix the remuneration Mgmt For For
of the Auditors
10. Approve the remuneration report contained in Mgmt For For
the financial statements for the YE 31 DEC
2005
11. Authorize the Directors, in substitution for Mgmt For For
any existing authority and for the purpose
of Section 80 of the Companies Act 1985, to
allot relevant securities Section 80 up to
an aggregate nominal amount of GBP 18,849,880;
Authority expires at the conclusion of the
next AGM of the Company ; and the Company may
before such expiry make an offer or agreement
which would or might require relevant securities
to be allotted after such expiry and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.12 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 11 and pursuant to Section 95
of the Companies Act 1985, to allot equity
securities Section 94 of the Act for cash
pursuant to the authority conferred by Resolution
11 and/or where such allotment constitutes
an allotment of equity securities by virtue
of Section 94(3A) of the Act, disapplying the
statutory pre-emption rights Section 89 ,
provided that this power is limited to the
allotment of equity securities a) in connection
with a rights issue, open offer or any other
offer pre-emptive offer in favor of ordinary
shareholders; and b) up to an aggregate nominal
value of GBP 2,820,124; Authority expires
at the conclusion of the next AGM of the Company
; and authorize the Directors to allot equity
securities after the expiry of this authority
in pursuance of such an offer or agreement
made prior to such expiry
S.13 Authorize the Company to make one or more market Mgmt For For
purchases Section 163 of the Companies Act
1985 of up to 56,549,642 ordinary shares of
5p each in the capital of the Company, at a
maximum price equal to 5% above the average
market value for such shares derived from the
London Stock Exchange Daily Official List,
over the previous 5 business days immediately
preceding the date of such purchase; and the
higher of the price of the last independent
trade and the highest current independent bid
on the London Stock Exchange Official List
at the time the purchase is carried out; the
minimum price at which any share may be purchased
is the par value of such share; Authority
expires the earlier of the conclusion of the
next AGM of the Company or 23 NOV 2007 ; the
Company, before the expiry, may make a contract
to purchase ordinary shares which will or may
be executed wholly or partly after such expiry
14. Appoint Mr. Philippe Germond as a Director Mgmt Against Against
15. Appoint Mr. Roger Hatchuel as a Director Mgmt Against Against
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ALSTOM, PARIS Agenda Number: 700982641
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Security: F0259M475
Meeting Type: AGM
Meeting Date: 28-Jun-2006
Ticker:
ISIN: FR0010220475
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting No vote
Registered Shares: 1 to 5 days prior to the Non-Voting No vote
meeting date, depends on company s by-laws.Bearer
Shares: 6 days prior to the meeting date. French
Resident Shareowners must complete, sign and
forward the Proxy Card directly to the sub
custodian. Please contact your Client Service
Representative to obtain the necessary card,
account details and directions.The following
applies to Non-Resident Shareowners: Proxy
Cards: ADP will forward voting instructions
to the Global Custodians that have become Registered
Intermediaries, on ADP Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact ADP.
Trades/Vote Instructions: Since France maintains
a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains
to sale transactions with a settlement date
prior to Meeting Date + 1
1. Receive the report of the Board of Directors, Mgmt For For
the report of the Auditors and the Company
s financial statements for the FYE 31 MAR 2006
and approve the Company s financial statements,
as presented and the charges that were not
tax-deductible Article 39-4 of the French
Tax Code , as presented in the financial statement
2. Receive the report of the Board of Directors Mgmt For For
and the report of the Statutory Auditors and
the consolidated financial statements for the
FYE 31 MAR 2006, approve the consolidated financial
statements, in the form presented to the meeting
3. Approve the recommendations of the Board of Mgmt For For
Directors and resolve the earnings of EUR 6,397,943,319.34
for the FY be appropriated as follows: result
for the FY: EUR 6,397,943,319.34 prior retained
earnings after the change in the accounting
methods allocated to the retained earnings,
for an amount of EUR (-)184,408.00): EUR -31,769,576.70,
legal reserve: EUR 193,439,086.40, general
reserve: EUR 5,500,000,000.00, retained earnings:
EUR 672,734,656.24 no dividend will be paid;
in accordance with the regulations in force,
the shareholders meeting recalls that no dividend
was paid for the previous 3 fiscal years
4. Receive the special report of the Auditors on Mgmt For For
agreements Governed by Article L. 225-38 of
the French Commercial Code, the said report,
in which it is mentioned that there were no
such agreements during the last FY
5. Approve to renew the appointment of Mr. Georges Mgmt For For
Chodron de Courcel as Director for a 4-year
period
6. Approve to renew the appointment of Mr. James Mgmt For For
B. Cronin as Director for a 4-year period
7. Appoint, subject to the definitive completion Mgmt For For
of the purchase by the Company Bouygues of
29,051,244 Company s shares, Mr. Olivier Bouygues
as Director for a 4-year period
8. Appoint, subject to the definitive completion Mgmt For For
of the purchase by the Company Bouygues of
29,051,244 Company s shares, Mr. Olivier Poupart-Lafarge
as a Director for a 4-year period
9. Authorize the Board of Directors to purchase Mgmt For For
Company s shares, subject to the conditions
described below: maximum purchase price: EUR
90.00, maximum number of shares to be acquired:
10% of the share capital, i.e. 13,817,077 shares,
maximum funds invested in the share buybacks:
EUR 1,243,536,930.00; this authorization is
given until the general meeting, which will
deliberate upon the annual financial statements
for FY started 01 APR 2006; approve to cancel
and replace the one granted by the shareholders
meeting of 12 JUL 2005 in its Resolution Number
9 and to delegate all powers to the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
10. Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by law
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ARCELOR SA, LUXEMBOURG Agenda Number: 701001086
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Security: L0218T101
Meeting Type: EGM
Meeting Date: 21-Jun-2006
Ticker:
ISIN: LU0140205948
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 321991 DUE TO CHANGE IN THE VOTING STATUS.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1. Receive the report of Board of Directors Non-Voting No vote
2. Approve to reduce the share capital of the Company Mgmt No vote
by means of a public offer to buy back a maximum
of 150,000,000 shares for the purpose of their
cancellation, at a buy-back price to be set
by the Board of Directors, but not exceeding
EUR 50.00 per share
3. Authorize the Board of Directors to implement Mgmt No vote
the public share buyback offer and change the
Company By-laws accordingly
4. Approve to insert the new Paragraph at the end Mgmt No vote
of the Article 13 of the By-laws
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ARCELOR SA, LUXEMBOURG Agenda Number: 701022585
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Security: L0218T101
Meeting Type: EGM
Meeting Date: 30-Jun-2006
Ticker:
ISIN: LU0140205948
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 325389 DUE TO DELETION OF RECORD DATE. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1. Approve to maintain the option offered by the Mgmt Against Against
SeverStal transaction for the Arcelor shaereholders.
2. PLEASE NOTE THIS IS A SHAREHOLDER PROPOSAL: Shr For Against
Approve The shareholders Meeting, having
reviewed the press release issued by Arcelor
on May 26, 2006 and the presentation entitled
The global Steel Champion dated May 26, 2006
and, acknowledging the importance of the transaction
for Arcelor, requests that Arcelor s Board
of Directors submit the proposed transaction,
in particular the completion of in-kind contributions
to be made by Mr. Mordashov and the subsequent
capital increase to the benefit of Mr. Mordashov,
to the procedure generally applicable to in-kind
contributions subject to the approval of an
extraordinary shareholders meeting, pursuant
to article 32.1 of the luxembourg Law dated
10 August 1915 on commercial companies.
PLEASE NOTE THAT YOU CAN ONLY VOTE FOR OR AGAINST Non-Voting No vote
FOR RESOULTION NUMBER 1. ABSTAIN IS NOT A VALID
VOTE OPTION FOR RESOLUTION NUMBER 1.
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INVENSYS PLC Agenda Number: 700989823
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Security: G49133104
Meeting Type: EGM
Meeting Date: 14-Jun-2006
Ticker:
ISIN: GB0008070418
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize the Directors, for the purposes of Mgmt For For
Section 80 of the Companies Act 1985 the
Act , to exercise all powers of the Company
to allot relevant securities Section 80(2)
of the Act up to an aggregate nominal amount
of GBP 22,759,507 in connection with the Right
Issue as specified; Authority expires the
earlier of the next AGM of the Company or 15
months ; the Company may, before the expiry
of this period, make an offer or agreement
which would or might require relevant securities
to be allotted and the Directors may allot
the relevant securities in pursuance of that
offer or agreement as if the authority conferred
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XSTRATA PLC, LONDON Agenda Number: 700993961
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Security: G9826T102
Meeting Type: EGM
Meeting Date: 30-Jun-2006
Ticker:
ISIN: GB0031411001
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve, subject to Resolutions 2 and 3 being Mgmt For For
passed, the proposed acquisition by a wholly-owned
indirect subsidiary of the Company, Xstrata
Canada Inc. the Offeror , of any and all of
the issued, to be issued and outstanding Falconbridge
Shares as specified , other than any Falconbridge
Shares owned directly or indirectly by the
Offeror or its affiliates, on the terms and
subject to the conditions of the offer document
as specified , a copy of which is produced
to the meeting and for identification purposes,
initialed by the Chairman of the meeting, or
on the terms and subject to the conditions
of any amended, extended, revised, renewed,
additional or other offer or offers for shares
and/or associated rights in the capital of
Falconbridge Limited approved by the Board
of Directors of the Company the Board or
any duly constituted committee of the Board
a Committee the Offer , to make waivers,
extensions and amendments or variations to
any of the terms and conditions of the Offer
and to do all such things that it may consider
necessary or desirable to implement and give
effect to, or otherwise in connection with,
the Offer and any matters incidental to the
Offer, including in respect of options granted
to employees of Falconbridge or its subsidiaries
2. Approve to increase the share capital of the Mgmt For For
Company from USD 437,500,000.50 and GBP 50,000
to USD 7,554,974,199.00 and GBP 50,000 by the
creation of an additional 14,234,948,397 ordinary
shares of USD 0.50 each in the capital of the
Company having the rights and privileges and
being subject to the restrictions contained
in the Articles of Association of the Company
and ranking pari passu in all respects with
the existing ordinary shares of USD 0.50 each
in the capital of the Company
3. Authorize the Directors of the Company, subject Mgmt For For
to Resolution 2 being passed, to renew the
authority to allot relevant securities for
a period expiring unless previously renewed,
varied or revoked on the date which is the
5 anniversary of the date on which this resolution
is passed and for that period the Section 80
amount shall be i) USD 7,000,000,000.00 equivalent
to 14,000,000,000 ordinary shares of USD 0.50
each in the capital of the Company in connection
with 1 or more issues of relevant securities
under one or more transactions to refinance
in whole or in part any amount outstanding
under the Equity Bridge Facility as specified
and ii) otherwise than in connection with
1 or more issues of relevant securities under
1 or more transactions to refinance in whole
or in part the Equity Bridge Facility as specified
, USD 117,474,198.50 equivalent to 234,948,397
ordinary shares of USD 0.50 each in the capital
of the Company
S.4 Authorize the Directors of the Company, in place Mgmt For For
of all existing powers, to allot equity securities
as if Section 89(1) of the Companies Act 1985
did not apply, for that period the Section
89 amount is USD 17,621,129.00 equivalent
to 35,242,258 ordinary hares of USD 0.50 each
in the capital of the Company ; Authority
expires at the next AGM of the Company
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) John Hancock Funds III
By (Signature) /s/ Keith F. Hartstein
Name Keith F. Hartstein
Title President
Date 08/30/2006