N-CSR 1 a_taxexemptseries.htm JOHN HANCOCK TAX-EXEMPT SERIES FUND a_taxexemptseries.htm
UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 
FORM N-CSR 
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED 
 
MANAGEMENT INVESTMENT COMPANIES 
 
Investment Company Act file number 811-5079 
 
John Hancock Tax-Exempt Series Fund 
(Exact name of registrant as specified in charter) 
 
601 Congress Street, Boston, Massachusetts 02210 
(Address of principal executive offices) (Zip code) 
 
Salvatore Schiavone
Treasurer
 
601 Congress Street 
 
Boston, Massachusetts 02210 
 
 
(Name and address of agent for service) 
 
Registrant's telephone number, including area code: 617-663-4497 
 
Date of fiscal year end:  May 31 
 
Date of reporting period:  May 31, 2013 

ITEM 1. REPORTS TO STOCKHOLDERS.





A look at performance

Total returns for the period ended May 31, 2013

                  Tax- 
  Average annual total    Cumulative total    SEC 30-day  SEC 30-day  equivalent 
  returns (%)      returns (%)      yield (%)  yield (%)  subsidized 
  with maximum sales charge  with maximum sales charge  subsidized  unsubsidized1  yield (%)2 

              as of  as of  as of 
  1-year  5-year  10-year  1-year  5-year  10-year  5-31-13  5-31-13  5-31-13 

Class A  –1.50  4.44  3.77  –1.50  24.27  44.80  2.01  1.87  3.62 

Class B  –2.63  4.33  3.67  –2.63  23.58  43.36  1.35  1.25  2.42 

Class C  1.34  4.66  3.52  1.34  25.59  41.27  1.35  1.25  2.42 

Index 1  2.64  5.43  4.56  2.64  30.24  56.23       

Index 2  3.05  5.70  4.68  3.05  31.93  58.00       

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charges on Class A shares of 4.5% and the applicable contingent deferred sales charge (CDSC) on Class B shares and Class C shares. The returns for Class C shares have been adjusted to reflect the elimination of the front-end sales charge effective 7-15-04. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC.

The expense ratios of the fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectus for the fund and may differ from those disclosed in the Financial highlights tables in this report. For all classes the expense ratios are as follows:

  Class A*  Class B*  Class C* 
Net (%)  0.91%  1.66%  1.66% 
Gross (%)  1.06%  1.76%  1.76% 

* The fund’s distributor has contractually agreed to waive 0.15%, 0.10% and 0.10% of Rule 12b-1 fees for Class A, Class B and Class C shares, respectively. The current waiver agreement will remain in effect through 9-30-13.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the fund’s current performance may be higher or lower than the performance shown. For current to the most recent month end performance data, please call 800-225-5291 or visit the fund’s website at jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder may pay on fund distributions or on the redemption of fund shares. Please note that a portion of the fund’s income may be subject to taxes, and some investors may be subject to the Alternative Minimum Tax (AMT). Also note that capital gains are taxable. The fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

Index 1 is the Barclays New York Municipal Bond Index. Index 2 is the Barclays Municipal Bond Index.

See the following page for footnotes.

6  New York Tax-Free Income Fund | Annual report 

 




    With maximum  Without     
  Start date  sales charge  sales charge  Index 1  Index 2 

Class B3  5-31-03  $14,336  $14,336  $15,623  $15,800 

Class C3  5-31-03  14,127  14,127  15,623  15,800 

Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

The Class C shares investment with maximum sales charge has been adjusted to reflect the elimination of the front-end sales charge effective 7-15-04.

Barclays New York Municipal Bond Index in an unmanaged index composed of New York investment-grade municipal bonds.

Barclays Municipal Bond Index is an unmanaged index representative of the tax-exempt bond market.

Prior to December 14, 2012, the fund compared its performance solely to the Barclays Municipal Bond Index. After this date, the fund added the Barclays New York Municipal Bond Index as the primary benchmark index and retained the Barclays Municipal Bond Index as the secondary benchmark index to which the fund compares its performance to better reflect the universe of investment opportunities based on the fund’s investment strategy.

It is not possible to invest directly in an index. Index figures do not reflect expenses or sales charges, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 Unsubsidized yield reflects what the yield would have been without the effect of reimbursements and waivers.

2 Tax-equivalent yield is based on the maximum federal income tax rate of 43.4% and a state tax rate of 8.82%. Share classes will differ due to varying expenses.

3 The contingent deferred sales charge is not applicable.

Annual report | New York Tax-Free Income Fund  7 

 



Management’s discussion of

Fund performance

John Hancock Asset Management a division of Manulife Asset Management (US) LLC

Effective June 28, 2013, Frank Lucibella, CFA, retired from our municipal bond portfolio management team. His responsibilities are being assumed by the fund’s existing portfolio manager, Dianne Sales, CFA, who has been with John Hancock since 1989 and has 29 years of investment experience.

Municipal bonds posted positive returns for the year ended May 31, 2013. The municipal bond market’s advance occurred primarily in the first half of the reporting period, fueled by robust demand and limited supply in the municipal market. Over the last six months of the period, the municipal market gave back some ground as demand tapered off. Improving economic conditions led investors to shift toward higher-risk assets, such as stocks and higher-yielding bonds. For the 12-month period, longer-term municipal securities generated the highest returns, while lower-quality municipal bonds outperformed higher-rated municipal securities.

A combination of improving tax revenues and reforms implemented by the governor and state legislature has created a more stable budgetary situation for New York. One challenge for the state was the damage to the New York City metropolitan area resulting from Superstorm Sandy in the fall of 2012. Short-term costs were addressed by the availability of federal aid, but uncertainty over the long-term costs of repairing and rebuilding essential services such as utilities, transportation and healthcare could impact New York credit in the future.

For the year ended May 31, 2013, John Hancock New York Tax-Free Income Fund’s Class A shares posted a total return of 3.11%, excluding sales charges. By comparison, Morningstar, Inc.’s muni New York long fund category produced an average return of 3.58%,while the fund’s benchmark, the Barclays New York Municipal Bond Index, returned 2.64%. Some of the best contributors to fund performance included lower-quality securities, which benefited from healthy investor demand for yield. Examples included industrial development bonds, higher education bonds, and bonds financing special projects. The fund’s interest-rate sensitivity detracted from performance during the reporting period. The fund began the period with limited exposure to longer-term New York municipal bonds. As some of the fund’s bonds were called away in late 2012, however, we shifted the proceeds into longer-term bonds, which have greater interest-rate sensitivity. This positioning left the fund more vulnerable to rising municipal bond yields in 2013, negatively impacting returns. The fund’s holdings of bonds from Puerto Rico also detracted from fund results amid a persistent fiscal deficit and weaker economic growth.

This commentary reflects the views of the portfolio manager through the end of the period discussed in this report. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Figures from Morningstar, Inc. include reinvested distributions and do not take into account sales charges. Actual load-adjusted performance is lower.

8  New York Tax-Free Income Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the fund, you incur two types of costs:

Transaction costs, which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses, including management fees, distribution and service fees (if applicable) and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the fund’s actual ongoing operating expenses and is based on the fund’s actual return. It assumes an account value of $1,000.00 on December 1, 2012, with the same investment held until May 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 12-1-12  on 5-31-13  period ended 5-31-131 

Class A  $1,000.00  $982.40  $4.40 

Class B  1,000.00  977.90  8.09 

Class C  1,000.00  977.90  8.09 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at May 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:


Annual report | New York Tax-Free Income Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the fund’s ongoing operating expenses with those of any other fund. It provides an example of the fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the fund’s actual return). It assumes an account value of $1,000.00 on December 1, 2012, with the same investment held until May 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 12-1-12  on 5-31-13  period ended 5-31-131 

Class A  $1,000.00  $1,020.50  $4.48 

Class B  1,000.00  1,016.80  8.25 

Class C  1,000.00  1,016.80  8.25 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the prospectus for details regarding transaction costs.

1 Expenses are equal to the fund’s annualized expense ratio of 0.89%, 1.64%, and 1.64% for Class A, Class B, and Class C shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  New York Tax-Free Income Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (29.9% of Net Assets on 5-31-13)1,2   

Oneida County Industrial Development Agency, Step Coupon, 7-1-29  4.2% 

New York State Dormitory Authority, 5.500%, 5-15-19  3.6% 

Puerto Rico Sales Tax Financing Corp., Step Coupon, 8-1-32  3.2% 

Triborough Bridge & Tunnel Authority, 6.125%, 1-1-21  3.0% 

Metropolitan Transportation Authority, 5.000%, 11-15-34  3.0% 

New York City Municipal Water Finance Authority, Step Coupon, 6-15-20  2.8% 

Upper Mohawk Valley Regional Water Finance Authority, Step Coupon, 4-1-22  2.7% 

Long Island Power Authority, 5.750%, 4-1-39  2.7% 

New York State Dormitory Authority, 5.000%, 7-1-42  2.6% 

New York Local Assistance Corp., 5.500%, 4-1-17  2.1% 

 

Sector Composition1,3       

General Obligation Bonds  4.2%  Development  7.7% 


Revenue Bonds    Health Care  7.0% 


Other Revenue  23.9%  Airport  5.6% 


Education  16.7%  Pollution  2.1% 


Water & Sewer  11.4%  Tobacco  1.6% 


Transportation  9.7%  Short-Term Investments & Other  2.4% 


Utilities  7.7%   

 

Quality Composition1,3,4   

AAA  5.3% 

AA  41.0% 

A  24.2% 

BBB  18.6% 

BB  4.4% 

B  1.3% 

Not Rated  2.8% 

Short-Term Investments & Other  2.4% 

 

 

 

 



1
As a percentage of net assets on 5-31-13.

2 Cash and cash equivalents not included.

3 Fixed-income investments are subject to interest-rate and credit risk; their value will normally decline as interest rates rise or if the creditor is unable or unwilling to make principal or interest payments. Investments in higher-yielding, lower-rated securities involve additional risks as these securities include a higher risk of default and loss of principal. Municipal bond prices can decline due to fiscal mismanagement or tax shortfalls, or if related projects become unprofitable. If the Fund invests heavily in any one state or region, performance could be disproportionately affected by factors particular to that state or region. Sector investing is subject to greater risks than the market as a whole. Because the Fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the Fund’s prospectus.

4 Ratings are from Moody’s Investors Service, Inc. If not available, we have used ratings from Standard & Poor’s Ratings Services. In the absence of ratings from these agencies, we have used Fitch Ratings, Inc. ratings. “Not Rated” securities are those with no ratings available from these agencies. All ratings are as of 5-31-13 and do not reflect subsequent downgrades or upgrades, if any.

Annual report | New York Tax-Free Income Fund  11 

 



Fund’s investments

As of 5-31-13

    Maturity     
  Rate (%)  date  Par value  Value 
Municipal Bonds 97.6%        $63,368,863 

(Cost $57,470,399)         
 
New York 87.1%        56,560,993 

Brooklyn Arena Local Development Corp.         
Barclays Center Project  6.375  07-15-43  $1,000,000  1,166,010 

Chautauqua Asset Securitization Corp.         
Tobacco Settlement  6.750  07-01-40  1,000,000  979,840 

City of New York, Series D-1  5.000  10-01-36  1,000,000  1,120,610 

City of New York, Series E-1  6.250  10-15-28  500,000  612,305 

Herkimer County Industrial         
Development Agency         
Folts Adult Home, Series A (D)  5.500  03-20-40  945,000  1,051,757 

Hudson Yards Infrastructure Corp.         
Series A  5.750  02-15-47  1,000,000  1,153,470 

Long Island Power Authority         
Electric, Power & Light Revenues, Series A  5.750  04-01-39  1,500,000  1,724,220 

Long Island Power Authority         
Electric, Power & Light Revenues, Series A  6.000  05-01-33  1,000,000  1,187,930 

Metropolitan Transportation Authority         
Transit Revenue, Series A  5.250  11-15-28  1,000,000  1,136,840 

Metropolitan Transportation Authority         
Transit Revenue, Series B  5.000  11-15-34  1,750,000  1,929,165 

Metropolitan Transportation Authority         
Transit Revenue, Series C (C)  5.000  11-15-38  1,000,000  1,081,240 

Metropolitan Transportation Authority         
Transit Revenue, Series E  5.000  11-15-42  1,000,000  1,079,710 

Metropolitan Transportation Authority         
Transit Revenue, Series H  5.000  11-15-42  1,000,000  1,079,710 

Monroe County Industrial Development Corp.,         
Series A  5.000  07-01-41  1,000,000  1,090,810 

Monroe Newpower Corp.         
Electric, Power & Light Revenues  5.100  01-01-16  1,000,000  1,019,760 

New York City Industrial Development Agency         
Brooklyn Navy Yard Cogeneration         
Partners AMT  5.650  10-01-28  1,000,000  846,290 

New York City Industrial Development Agency         
Lycee Francais De NY Project, Series A (D)  5.375  06-01-23  1,000,000  1,021,620 

New York City Industrial Development Agency         
Polytechnic University Project (D)  5.250  11-01-27  1,000,000  1,078,650 

New York City Industrial Development Agency         
Terminal One Group Association Project         
AMT (P)  5.500  01-01-21  1,000,000  1,098,830 

 

12  New York Tax-Free Income Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value  Value 
New York (continued)         

New York City Municipal Water         
Finance Authority         
Water Revenue, Series A  5.750  06-15-40  $1,000,000  $1,172,990 

New York City Municipal Water         
Finance Authority         
Water Revenue, Series D (Z)  Zero  06-15-20  2,000,000  1,787,880 

New York City Municipal Water         
Finance Authority         
Water Revenue, Series FF-2  5.000  06-15-40  1,000,000  1,092,640 

New York City Municipal Water         
Finance Authority         
Water Revenue, Series GG-1  5.000  06-15-39  1,000,000  1,095,720 

New York City Transitional Finance Authority         
Government Fund/Grant Revenue,         
Series S-4 (D)  5.500  01-15-39  1,000,000  1,157,000 

New York Liberty Development Corp.         
4 World Trade Center Project  5.000  11-15-44  500,000  537,420 

New York Liberty Development Corp.         
7 World Trade Center, Class 2  5.000  09-15-43  1,000,000  1,071,900 

New York Liberty Development Corp.         
Bank of America Tower, Class 2  5.625  07-15-47  1,000,000  1,133,440 

New York Local Assistance Corp.         
Sales Tax Revenue, Series C  5.500  04-01-17  1,225,000  1,386,700 

New York State Dormitory Authority         
General Purpose, Series E  5.000  02-15-35  1,000,000  1,133,140 

New York State Dormitory Authority         
Mount Sinai School of Medicine  5.125  07-01-39  1,000,000  1,080,920 

New York State Dormitory Authority         
North Shore Long Island Jewish Group,         
Series A  5.000  05-01-41  1,000,000  1,083,480 

New York State Dormitory Authority         
Orange Regional Medical Center  6.125  12-01-29  750,000  832,673 

New York State Dormitory Authority         
Rockefeller University, Series A  5.000  07-01-37  1,000,000  1,152,810 

New York State Dormitory Authority         
Rockefeller University, Series A  5.000  07-01-41  1,000,000  1,116,610 

New York State Dormitory Authority         
Series B  5.000  07-01-42  1,500,000  1,671,270 

New York State Dormitory Authority         
State University Educational Facilities,         
Series A (D)  5.250  05-15-15  1,000,000  1,055,680 

New York State Dormitory Authority         
State University Educational Facilities, Series A  5.500  05-15-19  2,000,000  2,359,760 

New York State Environmental Facilities Corp.         
Water Revenue, Series A  5.000  06-15-34  1,000,000  1,150,630 

New York State Urban Development Corp.         
Series A–1  5.000  03-15-43  1,000,000  1,114,590 

Niagara Area Development Corp. AMT         
Covanta Energy Project, Series A  5.250  11-01-42  500,000  509,795 

Oneida County Industrial Development Agency         
Hamilton College Project, Series A (D)(Z)  Zero  07-01-29  5,330,000  2,700,338 

Onondaga Civic Development Corp.         
St. Joseph’s Hospital Health Center  5.000  07-01-42  1,000,000  1,002,849 

 

See notes to financial statements  Annual report | New York Tax-Free Income Fund  13 

 



    Maturity     
  Rate (%)  date  Par value  Value 
New York (continued)         

Orange County Industrial Development Agency         
Arden Hill Care Center, Series C  7.000  08-01-31  $500,000  $500,425 

Port Authority of New York & New Jersey         
5th Installment Special Project AMT  6.750  10-01-19  1,350,000  1,346,544 

Port Authority of New York & New Jersey         
JFK International Airport Terminal  6.000  12-01-36  1,000,000  1,164,380 

Triborough Bridge & Tunnel Authority         
Highway Revenue Tolls, Escrowed to         
Maturity, Series Y  6.125  01-01-21  1,500,000  1,949,280 

Upper Mohawk Valley Regional Water         
Finance Authority         
Water Revenue (D)(Z)  Zero  04-01-22  2,230,000  1,741,362 
 
Puerto Rico 7.9%        5,097,845 

Commonwealth of Puerto Rico         
Public Improvement, Series A  5.750  07-01-41  1,000,000  1,024,600 

Puerto Rico Aqueduct & Sewer Authority         
Water Revenue, Series A  5.125  07-01-37  500,000  473,835 

Puerto Rico Sales Tax Financing Corp.         
Sales Tax Revenue, Series A (Zero coupon         
steps up to 6.750% on 8-1-16)  Zero  08-01-32  2,000,000  2,046,920 

Puerto Rico Sales Tax Financing Corp., Series C  5.000  08-01-35  1,000,000  1,025,350 

Puerto Rico Sales Tax Financing Corp., Series C  5.375  08-01-38  500,000  527,140 
 
Virgin Islands 1.8%        1,163,070 

Virgin Islands Public Finance Authority, Series A  6.750  10-01-37  1,000,000  1,163,070 
 
Guam 0.8%        546,955 

Guam Government, Series A  5.750  12-01-34  500,000  546,955 
 
      Par value  Value 
Short-Term Investments 3.2%        $2,110,000 

(Cost $2,110,000)         
 
Repurchase Agreement 3.2%        2,110,000 

Repurchase Agreement with State Street Corp. dated 5-31-13 at       
0.010% to be repurchased at $2,110,000 on 6-3-13, collateralized     
by $2,055,000 U.S. Treasury Note, 2.625% due 12-31-14 (valued at     
$2,155,181 including interest)      $2,110,000  2,110,000 
 
Total investments (Cost $59,580,399)100.8%      $65,478,863 

 
Other assets and liabilities, net (0.8%)      ($531,421) 

 
Total net assets 100.0%        $64,947,442 

The percentage shown for each investment category is the total value of the category as a percentage of the net assets of the Fund.

14  New York Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Notes to Schedule of Investments

AMT Interest earned from these securities may be considered a tax preference item for purpose of the Federal Alternative Minimum Tax.

(C) Security purchased on a when-issued or delayed delivery basis.

(D) Bond is insured by one of these companies:

Insurance coverage  As a % of total investments 

ACA Financial Guaranty Corp.  3.2% 
Ambac Financial Group, Inc.  2.7% 
Federal Housing Administration  1.6% 
National Public Finance Guarantee Corp.  5.7% 

(P) Variable rate obligation. The coupon rate shown represents the rate at period end.

(Z) Zero coupon bonds are issued at a discount from their principal amount in lieu of paying interest periodically.

† At 5-31-13, the aggregate cost of investment securities for federal income tax purposes was $59,458,030. Net unrealized appreciation aggregated $6,020,833 of which $6,220,106 related to appreciated investment securities and $199,273 related to depreciated investment securities.

The Fund had the following sector composition as a percentage of total net assets on 5-31-13:

General Obligation Bonds  4.2% 
Revenue Bonds   
Other Revenue  23.9% 
Education  16.7% 
Water & Sewer  11.4% 
Transportation  9.7% 
Utilities  7.7% 
Development  7.7% 
Health Care  7.0% 
Airport  5.6% 
Pollution  2.1% 
Tobacco  1.6% 
Short-Term Investments & Other  2.4% 

 

See notes to financial statements  Annual report | New York Tax-Free Income Fund  15 

 



F I N A N C I A L  S T A T E M E N T S

Financial statements

Statement of assets and liabilities 5-31-13

This Statement of assets and liabilities is the fund’s balance sheet. It shows the value of what the fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments, at value (Cost $59,580,399)  $65,478,863 
Cash  108 
Receivable for fund shares sold  8,309 
Interest receivable  745,421 
Receivable from affiliates  861 
Other receivables and prepaid expenses  6,845 
Total assets  66,240,407 
 
Liabilities   

Payable for delayed delivery securities purchased  1,081,240 
Payable for fund shares repurchased  121,394 
Distributions payable  25,979 
Payable to affiliates   
Accounting and legal services fees  2,171 
Transfer agent fees  3,313 
Distribution and service fees  8,613 
Trustees’ fees  2,371 
Other liabilities and accrued expenses  47,884 
 
Total liabilities  1,292,965 
 
Net assets  $64,947,442 
 
Net assets consist of   

Paid-in capital  $58,857,859 
Undistributed net investment income  69,368 
Accumulated net realized gain (loss) on investments  121,751 
Net unrealized appreciation (depreciation) on investments  5,898,464 
 
Net assets  $64,947,442 
 
Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($52,864,379 ÷ 4,156,378 shares)1  $12.72 
Class B ($2,263,808 ÷ 177,967 shares)1  $12.72 
Class C ($9,819,255 ÷ 771,891 shares)1  $12.72 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95.5%)2  $13.32 

1 Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $100,000. On sales of $100,000 or more and on group sales the offering price is reduced.

16  New York Tax-Free Income Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L  S T A T E M E N T S

Statement of operations For the year ended 5-31-13

This Statement of operations summarizes the fund’s investment income earned and expenses incurred in operating the fund. It also shows net gains (losses) for the period stated.

Investment income   

Interest  $2,890,265 
 
Expenses   

Investment management fees  326,740 
Distribution and service fees  281,215 
Accounting and legal services fees  10,714 
Transfer agent fees  39,716 
Trustees’ fees  3,811 
State registration fees  9,162 
Printing and postage  10,948 
Professional fees  45,211 
Custodian fees  12,249 
Registration and filing fees  22,512 
Other  4,880 
 
Total expenses  767,158 
Less expense reductions  (91,939) 
 
Net expenses  675,219 
 
Net investment income  2,215,046 
 
Realized and unrealized gain (loss)   

Net realized gain on Investments  154,736 
Change in net unrealized appreciation (depreciation) of Investments  (463,629) 
 
Net realized and unrealized loss  (308,893) 
 
Increase in net assets from operations  $1,906,153 

 

See notes to financial statements  Annual report | New York Tax-Free Income Fund  17 

 



F I N A N C I A L  S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of fund share transactions.

  Year  Year 
  ended  ended 
  5-31-13  5-31-12 
  
Increase (decrease) in net assets     

 
From operations     
Net investment income  $2,215,046  $2,378,527 
Net realized gain  154,736  142,970 
Change in net unrealized appreciation (depreciation)  (463,629)  4,346,005 
 
Increase in net assets resulting from operations  1,906,153  6,867,502 
 
Distributions to shareholders     
From net investment income     
Class A  (1,868,234)  (2,034,067) 
Class B  (62,518)  (67,551) 
Class C  (273,301)  (264,603) 
From net realized gain     
Class A  (173,051)  (37,821) 
Class B  (7,277)  (1,492) 
Class C  (33,390)  (5,975) 
 
Total distributions  (2,417,771)  (2,411,509) 
 
From Fund share transactions  1,196,453  (204,711) 
 
Total increase  684,835  4,251,282 
 
Net assets     

Beginning of year  64,262,607  60,011,325 
 
End of year  $64,947,442  $64,262,607 
 
Undistributed net investment income  $69,368  $23,929 

 

18  New York Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Financial highlights

The Financial highlights show how the fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $12.82  $11.94  $12.20  $11.60  $11.96  $12.03 
Net investment income2  0.46  0.48  0.52  0.51  0.38  0.51 
Net realized and unrealized gain (loss)             
on investments  (0.06)  0.89  (0.28)  0.60  (0.36)  (0.07) 
Total from investment operations  0.40  1.37  0.24  1.11  0.02  0.44 
Less distributions             
From net investment income  (0.46)  (0.48)  (0.50)  (0.51)  (0.38)  (0.51) 
From net realized gain  (0.04)  (0.01)         
Total distributions  (0.50)  (0.49)  (0.50)  (0.51)  (0.38)  (0.51) 
Net asset value, end of period  $12.72  $12.82  $11.94  $12.20  $11.60  $11.96 
Total return (%)3,4  3.11  11.71  2.04  9.71  0.285  3.73 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $53  $53  $50  $54  $46  $44 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.04  1.06  1.08  1.10  1.196,7  1.04 
Expenses net of fee waivers  0.89  0.93  0.96  1.10  1.196,7  1.04 
Net investment income  3.53  3.92  4.31  4.27  4.506  4.28 
Portfolio turnover (%)  8  16  9  7  22  25 
 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.04%.

See notes to financial statements  Annual report | New York Tax-Free Income Fund  19 

 



CLASS B SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $12.82  $11.94  $12.21  $11.60  $11.96  $12.03 
Net investment income2  0.36  0.39  0.43  0.42  0.32  0.43 
Net realized and unrealized gain (loss)             
on investments  (0.06)  0.89  (0.28)  0.61  (0.36)  (0.07) 
Total from investment operations  0.30  1.28  0.15  1.03  (0.04)  0.36 
Less distributions             
From net investment income  (0.36)  (0.39)  (0.42)  (0.42)  (0.32)  (0.43) 
From net realized gain  (0.04)  (0.01)         
Total distributions  (0.40)  (0.40)  (0.42)  (0.42)  (0.32)  (0.43) 
Net asset value, end of period  $12.72  $12.82  $11.94  $12.21  $11.60  $11.96 
Total return (%)3,4  2.34  10.90  1.25  9.03  (0.24)5  3.01 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $2  $2  $2  $3  $6  $8 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.74  1.76  1.77  1.80  1.896,7  1.74 
Expenses net of fee waivers  1.64  1.66  1.66  1.80  1.896,7  1.74 
Net investment income  2.78  3.18  3.59  3.57  3.806  3.57 
Portfolio turnover (%)  8  16  9  7  22  25 
 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.04%.

CLASS C SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $12.82  $11.94  $12.21  $11.60  $11.96  $12.03 
Net investment income2  0.36  0.39  0.43  0.43  0.32  0.43 
Net realized and unrealized gain (loss)             
on investments  (0.06)  0.89  (0.28)  0.60  (0.36)  (0.07) 
Total from investment operations  0.30  1.28  0.15  1.03  (0.04)  0.36 
Less distributions             
From net investment income  (0.36)  (0.39)  (0.42)  (0.42)  (0.32)  (0.43) 
From net realized gain  (0.04)  (0.01)         
Total distributions  (0.40)  (0.40)  (0.42)  (0.42)  (0.32)  (0.43) 
Net asset value, end of period  $12.72  $12.82  $11.94  $12.21  $11.60  $11.96 
Total return (%)3,4  2.34  10.90  1.25  9.04  (0.24)5  3.01 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $10  $9  $8  $8  $6  $3 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.74  1.76  1.78  1.80  1.896,7  1.74 
Expenses net of fee waivers  1.64  1.66  1.66  1.80  1.896,7  1.74 
Net investment income  2.78  3.19  3.61  3.56  3.796  3.57 
Portfolio turnover (%)  8  16  9  7  22  25 
 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Does not reflect the effect of sales charges, if any.
4 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
5 Not annualized.
6 Annualized.
7 Includes proxy fees. The impact of this expense to the gross and net expense ratios was 0.04%.

20  New York Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock New York Tax-Free Income Fund (the Fund) is series of John Hancock Tax-Exempt Series Fund (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek a high level of current income, consistent with preservation of capital, that is exempt from federal, New York State and New York City personal income taxes.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and Class C shares are offered to all investors. Class B shares are closed to new investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions as of the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, for which reliable market quotations are not readily available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted and fair value of securities may differ significantly from the value that would have been used had a ready market for such securities existed.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include

Annual report | New York Tax-Free Income Fund  21 

 



market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of May 31, 2013, all investments are categorized as Level 2 under the hierarchy described above.

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral that is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Interest income includes coupon interest and amortization/accretion of premiums/discounts on debt securities. Debt obligations may be placed in a non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the Fund’s custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any Fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended May 31, 2013, were $764. For the year ended May 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, and transfer agent fees, are calculated daily for each class, based on the net asset value of the class and the applicable specific expense rates.

22  New York Tax-Free Income Fund | Annual report 

 



Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

Net capital losses of $618 that are the result of security transactions occurring after October 31, 2012, are treated as occurring on June 1, 2013, the first day of the Fund’s next taxable year.

As of May 31, 2013, the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares dividends daily and pays them monthly. Capital gain distributions, if any, are distributed at least annually. The tax character of distributions for the years ended May 31, 2013 and May 31, 2012 was as follows:

  MAY 31, 2013  MAY 31, 2012 

Ordinary Income  $35,685  $3,176 
Exempt Interest  $2,168,411  $2,363,045 
Long-Term Capital Gain  $213,675  $45,288 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of May 31, 2013, the components of distributable earnings on a tax basis consisted of $96,343 of undistributed exempt interest.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to distributions payable and accretion on debt securities.

New accounting pronouncements. In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update No. 2011-11 (ASU 2011-11), Disclosures about Offsetting Assets and Liabilities and in January 2013, Accounting Standards Update No. 2013-1, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of assets and liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods. These updates may result in additional disclosure relating to the presentation of derivatives and certain other financial instruments.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service

Annual report | New York Tax-Free Income Fund  23 

 



providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Note 4 — Fees and transactions with affiliates

John Hancock Advisers, LLC (the Advisor) serves as investment advisor for the Fund. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Fund. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.500% of the first $250,000,000 of the Fund’s average daily net assets, (b) 0.450% of the next $250,000,000 of the Fund’s average daily net assets, (c) 0.425% of the next $500,000,000 of the Fund’s average daily net assets, (d) 0.400% of the next $250,000,000 of the Fund’s average daily net assets, and (e) 0.300% of the Fund’s average daily net assets in excess of $1,250,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

The investment management fees incurred for the year ended May 31, 2013 were equivalent to a net effective rate of 0.50% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended May 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B and Class C shares pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays the following contractual rates of distribution fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares.

CLASS  12b–1 FEE 

Class A  0.30% 
Class B  1.00% 
Class C  1.00% 

The Distributor has contractually agreed to waive 0.15% of Rule 12b-1 fees for Class A shares and 0.10% of Rule 12b-1 fees for Class B and Class C shares. The current waiver agreement expires on September 30, 2013, unless renewed by mutual agreement of the fund and the Distributor based upon a determination that is appropriate under the circumstances at the time.

Accordingly, these fee limitations amounted to $79,771, $2,265 and $9,903 for Class A, Class B and Class C shares, respectively, for the year ended May 31, 2013.

24  New York Tax-Free Income Fund | Annual report 

 



Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $151,032 for the year ended May 31, 2013. Of this amount, $23,646 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $121,489 was paid as sales commissions to broker-dealers and $5,897 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that are redeemed within six years of purchase are subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended May 31, 2013, CDSCs received by the Distributor amounted to $6,697 and $74 for Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended May 31, 2013 were:

  DISTRIBUTION AND  TRANSFER 
CLASS  SERVICE FEES  AGENT FEES 

Class A  $159,543  $32,312 
Class B  22,649  1,378 
Class C  99,023  6,026 
Total  $281,215  $39,716 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan) which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

Annual report | New York Tax-Free Income Fund  25 

 



Note 5 — Fund share transactions

Transactions in Fund shares for the years ended May 31, 2013 and 2012 were as follows:

  Year ended 5-31-13  Year ended 5-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  578,225  $7,472,175  528,795  $6,514,026 
Distributions reinvested  136,227  1,760,207  137,351  1,698,349 
Repurchased  (690,645)  (8,948,446)  (714,084)  (8,831,901) 
 
Net increase (decrease)  23,807  $283,936  (47,938)  ($619,526) 
 
Class B shares         

Sold  57,293  $742,493  40,733  $505,065 
Distributions reinvested  4,095  52,928  3,701  45,757 
Repurchased  (50,809)  (656,479)  (56,644)  (699,651) 
 
Net increase (decrease)  10,579  $138,942  (12,210)  ($148,829) 
 
Class C shares         

Sold  201,474  $2,606,705  142,903  $1,774,380 
Distributions reinvested  20,488  264,805  16,233  201,053 
Repurchased  (162,435)  (2,097,935)  (114,251)  (1,411,789) 
 
Net increase  59,527  $773,575  44,885  $563,644 
 
Net increase (decrease)  93,913  $1,196,453  (15,263)  ($204,711) 

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, aggregated $5,961,305 and $5,035,000, respectively, for the year ended May 31, 2013.

26  New York Tax-Free Income Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Tax-Exempt Series Fund and
Shareholders of John Hancock New York Tax-Free Income Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock New York Tax-Free Income Fund (the “Fund”) at May 31, 2013, the results of its operations, for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at May 31, 2013 by correspondence with the custodian and brokers, and the application of alternative auditing procedures where securities purchased confirmations had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
July 25, 2013

Annual report | New York Tax-Free Income Fund  27 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended May 31, 2013.

98.49% of dividends from net investment income are exempt-interest dividends.

The Fund paid $213,675 in capital gain dividends.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

28  New York Tax-Free Income Fund | Annual report 

 



Evaluation of Advisory and Subadvisory Agreements by the Board of Trustees

This section describes the evaluation by the Board of Trustees (the Board) of John Hancock Tax-Exempt Series Fund (the Trust) of the Advisory Agreement (the Advisory Agreement) with John Hancock Advisers, LLC (the Advisor) and the Subadvisory Agreement (the Subadvisory Agreement) with John Hancock Asset Management a division of Manulife Asset Management (US) LLC (the Subadvisor) for John Hancock New York Tax-Free Income Fund (the Fund). The Advisory Agreement and Subadvisory Agreement are collectively referred to as the Agreements.

Approval of Advisory and Subadvisory Agreements

At in-person meetings held on May 16-17, 2013, the Board, including the Trustees who are not considered to be interested persons of the Trust under the Investment Company Act of 1940, as amended (the 1940 Act) (the Independent Trustees), reapproved for an annual period the continuation of the Advisory Agreement between the Trust and the Advisor and the Subadvisory Agreement between the Advisor and the Subadvisor with respect to the Fund.

In considering the Advisory Agreement and the Subadvisory Agreement, the Board received in advance of the meeting a variety of materials relating to the Fund, the Advisor and the Subadvisor, including comparative performance, fee and expense information for peer groups of similar mutual funds prepared by an independent third-party provider of mutual fund data; performance information for relevant indexes; and, with respect to the Subadvisor, comparative performance information for comparably managed accounts; and other information provided by the Advisor and the Subadvisor regarding the nature, extent and quality of services provided by the Advisor and the Subadvisor under their respective Agreement, as well as information regarding the Advisor’s revenues and costs of providing services to the Fund and compensation paid to affiliates of the Advisor. At the meeting at which the renewal of the Advisory Agreement and Subadvisory Agreement is considered, particular focus is given to information concerning Fund performance, comparability of fees and total expenses and profitability. However, the Board notes that the evaluation process with respect to the Advisor and the Subadvisor is an ongoing one. In this regard, the Board also took into account discussions with management and information provided to the Board at prior meetings with respect to the services provided by the Advisor and the Subadvisor to the Fund, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from the Subadvisor with respect to the Fund. The Board noted the affiliation of the Subadvisor with the Advisor, noting any potential conflicts of interest. The Board also considered the nature, quality and extent of the services to be provided to John Hancock Fund portfolios by the Advisor’s affiliates, including distribution services.

Throughout the process, the Board asked questions of and requested additional information from management. The Board is assisted by counsel for the Trust and the Independent Trustees are also separately assisted by independent legal counsel throughout the process. The Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements and discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

Approval of Advisory Agreement

In approving the Advisory Agreement with respect to the Fund, the Board, including the Independent Trustees, considered a variety of factors, including those discussed below. The Board also considered other factors (including conditions and trends prevailing generally in the economy, the securities markets and the industry) and does not treat any single factor as determinative, and each Trustee may attribute different weights to different factors. The Board’s conclusions may be based in part on its consideration of the advisory and subadvisory arrangements in prior years and on the Board’s ongoing regular review of Fund performance and operations throughout the year.

Annual report | New York Tax-Free Income Fund  29 

 



Nature, extent and quality of services. Among the information received by the Board from the Advisor relating to the nature, extent and quality of services provided to the Fund, the Board reviewed information provided by the Advisor relating to its operations and personnel, descriptions of its organizational and management structure, and information regarding the Advisor’s compliance and regulatory history, including its Form ADV. The Board also noted that on a regular basis it receives and reviews information from the Trust’s Chief Compliance Officer (CCO) regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the 1940 Act. The Board also considered the Advisor’s risk management processes. The Board considered that the Advisor is responsible for the management of the day-to-day operations of the Fund, including, but not limited to, general supervision of and coordination of the services provided by the Subadvisor, and is also responsible for monitoring and reviewing the activities of the Subadvisor and other third-party service providers.

In considering the nature, extent and quality of the services provided by the Advisor, the Trustees also took into account their knowledge of the Advisor’s management and the quality of the performance of the Advisor’s duties, through Board meetings, discussions and reports during the preceding year and through each Trustee’s experience as a Trustee of the Trust and of the other trusts in the complex.

In the course of their deliberations regarding the Advisory Agreement, the Board considered, among other things:

(a) the skills and competency with which the Advisor has in the past managed the Trust’s affairs and its subadvisory relationships, the Advisor’s oversight and monitoring of the Subadvisor’s investment performance and compliance programs, such as the Subadvisor’s compliance with fund policies and objective(s), review of brokerage matters, including with respect to trade allocation and best execution and the Advisor’s timeliness in responding to performance issues;

(b) the background, qualifications and skills of the Advisor’s personnel;

(c) the Advisor’s compliance policies and procedures and its responsiveness to regulatory changes and mutual fund industry developments;

(d) the Advisor’s administrative capabilities, including its ability to supervise the other service providers for the Fund;

(e) the financial condition of the Advisor and whether it has the financial wherewithal to provide a high level and quality of services to the Fund; and

(f) the Advisor’s reputation and experience in serving as an investment advisor to the Trust and the benefit to shareholders of investing in funds that are part of a family of funds offering a variety of investments.

The Board concluded that the Advisor may reasonably be expected to continue to provide a high quality of services under the Advisory Agreement with respect to the Fund.

Investment performance. In considering the Fund’s performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund’s performance results. In connection with the consideration of the Advisory Agreement, the Board:

(a) reviewed information prepared by management regarding the Fund’s performance;

(b) considered the comparative performance of the Fund’s benchmark;

30  New York Tax-Free Income Fund | Annual report 

 



(c) considered the performance of comparable funds, if any, as included in the report prepared by an independent third-party provider of mutual fund data. Such report included the Fund’s ranking within a smaller group of peer funds and the Fund’s ranking within broader groups of funds; and

(d) took into account the Advisor’s analysis of the Fund’s performance and its plans and recommendations regarding the Trust’s subadvisory arrangements generally.

The Board noted that the Fund had outperformed its benchmark index for the one- and three-year periods ended December 31, 2012 and had underperformed the benchmark index for the five-year period ended December 31, 2012. The Board also noted that the Fund had outperformed the peer group average for the one-, three- and five-year periods ended December 31, 2012. The Board noted the Fund’s performance relative to the benchmark index for the one- and three-year periods and relative to the peer group average for the one-, three- and five-year periods.

The Board concluded that the performance of the Fund has generally been in line with or outperformed the historical performance of comparable funds and the Fund’s benchmark.

Fees and expenses. The Board reviewed comparative information prepared by an independent third-party provider of mutual fund data including, among other data, the Fund’s contractual and actual advisory fees and total expenses as compared to similarly situated investment companies deemed to be comparable to the Fund. The Board considered the Fund’s ranking within a smaller group of peer funds chosen by the independent third-party provider, as well as the Fund’s ranking within broader groups of funds. In comparing the Fund’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative costs.

The Board noted that net management fees and total expenses for this Fund are higher than the peer group medians. The Board took into account management’s discussion of the Fund’s expenses and noted that the Fund waived a portion of its 12b-1 fees and that the full impact of the waiver was not reflected in the expense comparison.

The Board took into account management’s discussion with respect to the advisory/subadvisory fee structure, including the amount of the advisory fee retained by the Advisor after payment of the subadvisory fee. The Board also took into account that management had agreed to implement an overall fee waiver across a number of funds in the complex, including the Fund, which is discussed further below. The Board reviewed information provided by the Advisor concerning investment advisory fees charged by the Advisor or one of its advisory affiliates to other clients (including other funds in the complex) having similar investment mandates, if any. The Board considered any differences between the Advisor’s and Subadvisor’s services to the Fund and the services they provide to other comparable clients or funds. The Board concluded that the advisory fee paid with respect to the Fund is reasonable.

Profitability/Indirect benefits. In considering the costs of the services to be provided and the profits to be realized by the Advisor and its affiliates (including the Subadvisor) from the Advisor’s relationship with the Trust, the Board:

(a) reviewed financial information of the Advisor;

(b) reviewed and considered an analysis presented by the Advisor regarding the net profitability to the Advisor and its affiliates of the Fund;

(c) received and reviewed profitability information with respect to the John Hancock fund complex as a whole;

Annual report | New York Tax-Free Income Fund  31 

 



(d) received information with respect to the Advisor’s allocation methodologies used in preparing the profitability data;

(e) considered that the Advisor also provides administrative services to the Fund at cost pursuant to an administrative services agreement;

(f) noted that the Fund’s Subadvisor is an affiliate of the Advisor;

(g) noted that affiliates of the Advisor provide transfer agency services and distribution services to the Fund, and that the Trust’s distributor also receives Rule 12b-1 payments to support distribution of the Fund;

(h) noted that the Advisor also derives reputational and other indirect benefits from providing advisory services to the Fund;

(i) noted that the subadvisory fees for the Fund are paid by the Advisor; and

(j) considered that the Advisor should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial risk that it assumes as Advisor.

Based upon its review, the Board concluded that the level of profitability, if any, of the Advisor and its affiliates (including the Subadvisor) from their relationship with the Fund was reasonable and not excessive.

Economies of scale. In considering the extent to which economies of scale would be realized as the Fund grows and whether fee levels reflect these economies of scale for the benefit of Fund shareholders, the Board:

(a) with respect to each fund in the John Hancock fund complex, including the Fund (except those listed below), considered that the Advisor has agreed, effective June 1, 2013, to waive its management fee for the Fund and each of the open-end funds of John Hancock Funds II, John Hancock Funds III, each other John Hancock Fund (except those listed below) (the Participating Portfolios) or otherwise reimburse the expenses of the Participating Portfolios as follows (the Reimbursement): The Reimbursement shall equal, on an annualized basis, 0.01% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $75 billion but is less than or equal to $125 billion, 0.0125% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $125 billion but is less than or equal to $150 billion and 0.015% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $150 billion. (The John Hancock Funds that are not Participating Portfolios as of the date of this annual report are each of the fund of funds, money market funds, index funds and closed-end funds);

(b) reviewed the Trust’s advisory fee structure and the incorporation therein of any subadvisory fee breakpoints in the advisory fees charged and concluded that (i) the Fund’s fee structure contains breakpoints at the subadvisory fee level and that such breakpoints are reflected as breakpoints in the advisory fees for the Fund and (ii) although economies of scale cannot be measured with precision, these arrangements permit shareholders of the Fund to benefit from economies of scale if the Fund grows. The Board also took into account management’s discussion of the Fund’s advisory fee structure; and

(c) the Board also considered the effect of the Fund’s growth in size on its performance and fees. The Board also noted that if the Fund’s assets increase over time, the Fund may realize other economies of scale.

32  New York Tax-Free Income Fund | Annual report 

 



Approval of Subadvisory Agreement

In making its determination with respect to approval of the Subadvisory Agreement, the Board reviewed:

(1) information relating to the Subadvisor’s business, including current subadvisory services to the Trust (and other funds in the John Hancock family of funds);

(2) the historical and current performance of the Fund and comparative performance information relating to the Fund’s benchmark and comparable funds; and

(3) the subadvisory fee for the Fund, including any breakpoints, and comparative fee information, where available, prepared by an independent third-party provider of mutual fund data.

Nature, extent and quality of services. With respect to the services provided by the Subadvisor, the Board received information provided to the Board by the Subadvisor, including the Subadvisor’s Form ADV, as well as took into account information presented throughout the past year. The Board considered the Subadvisor’s current level of staffing and its overall resources, as well as received information relating to the Subadvisor’s compensation program. The Board reviewed the Subadvisor’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Subadvisor’s investment and compliance personnel who provide services to the Fund. The Board also considered, among other things, the Subadvisor’s compliance program and any disciplinary history. The Board also considered the Subadvisor’s risk assessment and monitoring process. The Board reviewed the Subadvisor’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board noted that the Advisor conducts regular, periodic reviews of the Subadvisor and its operations, including regarding investment processes and organizational and staffing matters. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with the Subadvisor and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Subadvisor and procedures reasonably designed by them to assure compliance with the federal securities laws. The Board also took into account the financial condition of the Subadvisor.

The Board considered the Subadvisor’s investment process and philosophy. The Board took into account that the Subadvisor’s responsibilities include the development and maintenance of an investment program for the Fund, which is consistent with the Fund’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also received information with respect to the Subadvisor’s brokerage policies and practices, including with respect to best execution and soft dollars.

Subadvisor compensation. In considering the cost of services to be provided by the Subadvisor and the profitability to the Subadvisor of its relationship with the Fund, the Board noted that the fees under the Subadvisory Agreement are paid by the Advisor and not the Fund.

The Board also received information and took into account any other potential conflicts of interests the Advisor might have in connection with the Subadvisory Agreement.

In addition, the Board considered other potential indirect benefits that the Subadvisor and its affiliates may receive from the Subadvisor’s relationship with the Fund, such as the opportunity to provide advisory services to additional portfolios of the Trust and reputational benefits.

Annual report | New York Tax-Free Income Fund  33 

 



Subadvisory fees. The Board considered that the Fund pays an advisory fee to the Advisor and that, in turn, the Advisor pays a subadvisory fee to the Subadvisor. The Board also took into account the subadvisory fees paid by the Advisor to fees charged by the Fund’s Subadvisor to manage other subadvised portfolios and portfolios not subject to regulation under the 1940 Act, as applicable.

Subadvisor performance. As noted above, the Board considered the Fund’s performance as compared to the Fund’s peer group and benchmark and noted that the Board reviews information about the Fund’s performance results at its regularly scheduled meetings. The Board noted the Advisor’s expertise and resources in monitoring the performance, investment style and risk-adjusted performance of the Subadvisor. The Board was mindful of the Advisor’s focus on the Subadvisor’s performance. The Board also noted the Subadvisor’s long-term performance record for similar accounts, as applicable.

The Board’s decision to approve the Subadvisory Agreement was based on a number of determinations, including the following:

(1) The Subadvisor has extensive experience and demonstrated skills as a manager;

(2) The performance of the Fund generally has been in line with or outperformed the historical performance of comparable funds and the Fund’s benchmark and the Fund’s overall performance is satisfactory;

(3) The subadvisory fees are reasonable in relation to the level and quality of services being provided; and

(4) Subadvisory fee breakpoints are reflected as breakpoints in the advisory fees for the Fund in order to permit shareholders to benefit from economies of scale if the Fund grows.

* * * 

Based on their evaluation of all factors that they deemed to be material, including those factors described above, the Board, including the Independent Trustees, concluded that renewal of the Advisory Agreement and the Subadvisory Agreement would be in the best interest of the Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the Advisory Agreement and Subadvisory Agreement for an additional one-year period.

34  New York Tax-Free Income Fund | Annual report 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
James M. Oates,2 Born: 1946  2012  233 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  233 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  233 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  1987  233 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  233 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Annual report | New York Tax-Free Income Fund  35 

 



Independent Trustees (continued)

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  233 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  233 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  233 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  1994  233 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  233 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

36  New York Tax-Free Income Fund | Annual report 

 



Non-Independent Trustees4

Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
James R. Boyle,2 Born: 1959  2012  233 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  233 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  233 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation and The 
Manufacturers Life Insurance Company (since 2009); Chairman and Chief Executive Officer, Manulife 
Asset Management (since 2001, including prior positions); Director (since 2006), and President and 
Chief Executive Officer of Manulife Asset Management Limited (since 2013); Director and Chairman, 
Hancock Natural Resources Group, Inc. (since 2013).     

Principal officers who are not Trustees

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Hugh McHaffie, Born: 1959  2012 

President   
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions);   
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).   
 
Andrew G. Arnott, Born: 1971  2009 

Executive Vice President   
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President,   
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment   
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior   
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).   
 
Thomas M. Kinzler, Born: 1955  2006 

Secretary and Chief Legal Officer   
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel,   
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Annual report | New York Tax-Free Income Fund  37 

 



Principal officers who are not Trustees (continued)

Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2005 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

John Hancock retail funds is comprised of John Hancock Funds III and 34 other John Hancock funds consisting of 24 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

38  New York Tax-Free Income Fund | Annual report 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Advisers, LLC 
Steven R. Pruchansky, Vice Chairman   
Charles L. Bardelis*  Subadvisor 
James R. Boyle  John Hancock Asset Management a division of 
Craig Bromley  Manulife Asset Management (US) LLC 
Peter S. Burgess*   
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC  
Theron S. Hoffman*   
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo   
Warren A. Thomson  Transfer agent  
  John Hancock Signature Services, Inc. 
Officers   
Hugh McHaffie  Legal counsel  
President  K&L Gates LLP 
   
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   

*Member of the Audit Committee
†Non-Independent Trustee

The fund’s proxy voting policies and procedures, as well as the fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) website at sec.gov or on our website.

The fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The fund’s Form N-Q is available on our website and the SEC’s website, sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our website at jhfunds.com or by calling 800-225-5291.

You can also contact us:     
800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

Annual report | New York Tax-Free Income Fund  39 

 




800-225-5291
800-554-6713 TDD
800-338-8080 EASI-Line
jhfunds.com


This report is for the information of the shareholders of John Hancock New York Tax-Free Income Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  76A 5/13 
MF146657  7/13 

 





A look at performance

Total returns for the period ended May 31, 2013

                  Tax- 
  Average annual total    Cumulative total    SEC 30-day  SEC 30-day  equivalent 
  returns (%)      returns (%)      yield (%)  yield (%)  subsidized 
  with maximum sales charge  with maximum sales charge  subsidized  unsubsidized1  yield (%)2 

              as of  as of  as of 
  1-year  5-year  10-year  1-year  5-year  10-year  5-31-13  5-31-13  5-31-13 

Class A  –2.66  4.02  3.71  –2.66  21.80  43.97  2.06  1.92  3.84 

Class B  –3.75  3.89  3.61  –3.75  21.01  42.56  1.41  1.31  2.44 

Class C  0.19  4.23  3.46  0.19  23.01  40.46  1.41  1.31  2.44 

Index  3.05  5.70  4.68  3.05  31.93  58.00       

 

Performance figures assume all distributions have been reinvested. Figures reflect maximum sales charges on Class A shares of 4.5% and the applicable contingent deferred sales charge (CDSC) on Class B and Class C shares. The returns for Class C shares have been adjusted to reflect the elimination of the front-end sales charge effective 7-15-04. The Class B shares’ CDSC declines annually between years 1 to 6 according to the following schedule: 5, 4, 3, 3, 2, 1%. No sales charge will be assessed after the sixth year. Class C shares held for less than one year are subject to a 1% CDSC.

The expense ratios of the fund, both net (including any fee waivers or expense limitations) and gross (excluding any fee waivers or expense limitations), are set forth according to the most recent publicly available prospectus for the fund and may differ from those disclosed in the Financial highlights tables in this report. For all classes, the net expenses equal the gross expenses. The expense ratios are as follows:

  Class A*  Class B*  Class C* 
Net (%)  0.85  1.60  1.60 
Gross (%)  1.00  1.70  1.70 

 

* The fund’s distributor has contractually agreed to waive 0.15% of Rule 12b-1 fees for Class A shares and 0.10% of Rule 12b-1 fees for Class B and Class C shares. The current waiver agreement will remain in effect through 9-30-13.

The returns reflect past results and should not be considered indicative of future performance. The return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Due to market volatility, the fund’s current performance may be higher or lower than the performance shown. For current to the most recent month end performance data, please call 800-225-5291 or visit the fund’s website at jhfunds.com.

The performance table above and the chart on the next page do not reflect the deduction of taxes that a shareholder may pay on fund distributions or on the redemption of fund shares. Please note that a portion of the fund’s income may be subject to taxes, and some investors may be subject to the Alternative Minimum Tax (AMT). Also note that capital gains are taxable. The fund’s performance results reflect any applicable fee waivers or expense reductions, without which the expenses would increase and results would have been less favorable.

Index is the Barclays Municipal Bond Index.

See the following page for footnotes.

6  Massachusetts Tax-Free Income Fund | Annual report 

 




    With maximum  Without   
  Start date  sales charge  sales charge  Index 

Class B3  5-31-03  $14,256  $14,256  $15,800 

Class C3  5-31-03  14,046  14,046  15,800 

 

Performance of the classes will vary based on the difference in sales charges paid by shareholders investing in the different classes and the fee structure of those classes.

The Class C shares investment with maximum sales charge has been adjusted to reflect the elimination of the front-end sales charge effective 7-15-04.

Barclays Municipal Bond Index is an unmanaged index representative of the tax-exempt bond market.

Barclays Massachusetts Municipal Bond Index is an unmanaged index composed of Massachusetts investment grade municipal bonds. Total return for this index is not available for the 10-year period.

Prior to December 14, 2012, the fund compared its performance solely to the Barclays Municipal Bond Index. After this date, the fund added the Barclays Massachusetts Municipal Bond Index as the primary benchmark index and retained the Barclays Municipal Bond Index as the secondary benchmark index to which the fund compares its performance to better reflect the universe of investment opportunities based on the fund’s investment strategy.

It is not possible to invest directly in an index. Index figures do not reflect sales charges or direct expenses, which would have resulted in lower values if they did.

Footnotes related to performance pages

1 Unsubsidized yield reflects what the yield would have been without the effect of reimbursements and waivers.

2 Tax-equivalent yield is based on the maximum federal income tax rate of 43.4% and state tax rate of 5.25%. Share classes will differ due to varying expenses.

3 The contingent deferred sales charge is not applicable.

Annual report | Massachusetts Tax-Free Income Fund  7 

 



Management’s discussion of

Fund performance

John Hancock Asset Management a division of Manulife Asset Management (US) LLC

Effective June 28, 2013, Frank Lucibella, CFA, retired from our municipal bond portfolio management team. His responsibilities are being assumed by the fund’s existing portfolio manager, Dianne Sales, CFA, who has been with John Hancock since 1989 and has 29 years of investment experience.

Municipal bonds posted positive returns for the year ended May 31, 2013. The municipal bond market’s advance occurred primarily in the first half of the reporting period, fueled by robust demand and limited supply in the municipal market. Over the last six months of the period, the municipal market gave back some ground as demand tapered off; improving economic conditions led investors to shift toward higher-risk assets, such as stocks and higher-yielding bonds. For the 12-month period, longer-term municipal securities generated the highest returns, while lower-quality municipal bonds outperformed higher-rated municipal securities.

For the year ended May 31, 2013, John Hancock Massachusetts Tax-Free Income Fund’s Class A shares posted a total return of 1.94%, excluding sales charges. By comparison, Morningstar, Inc.’s muni Massachusetts fund category produced an average return of 2.41%,while the Barclays Municipal Bond Index returned 3.05% and the fund’s benchmark, the Barclays Massachusetts Municipal Bond Index, returned 2.07%. Limited municipal issuance in Massachusetts during the period provided few attractive investment opportunities, so we chose to maintain a larger cash position. This was a drag on performance early in the period, but contributed favorably to performance when the municipal market stumbled in early 2013. The fund’s holdings of bonds from Puerto Rico detracted from fund results amid a persistent fiscal deficit and weaker economic growth. The fund’s lower-quality securities generated the best returns during the period, benefiting from strong investor demand for yield. Examples included healthcare bonds, selected higher-education bonds, and bonds financing special projects.

This commentary reflects the views of the portfolio manager through the end of the period discussed in this report. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant.

Past performance is no guarantee of future results.

Figures from Morningstar, Inc. include reinvested distributions and do not take into account sales charges. Actual load-adjusted performance is lower.

8  Massachusetts Tax-Free Income Fund | Annual report 

 



Your expenses

These examples are intended to help you understand your ongoing operating expenses of investing in the fund so you can compare these costs with the ongoing costs of investing in other mutual funds.

Understanding fund expenses

As a shareholder of the fund, you incur two types of costs:

Transaction costs, which include sales charges (loads) on purchases or redemptions (varies by share class), minimum account fee charge, etc.

Ongoing operating expenses, including management fees, distribution and service fees (if applicable), and other fund expenses.

We are going to present only your ongoing operating expenses here.

Actual expenses/actual returns

This example is intended to provide information about the fund’s actual ongoing operating expenses and is based on the fund’s actual return. It assumes an account value of $1,000.00 on December 1, 2012, with the same investment held until May 31, 2013.

  Account value  Ending value  Expenses paid during 
  on 12-1-12  on 5-31-13  period ended 5-31-131 

Class A  $1,000.00  $975.40  $4.04 

Class B  1,000.00  971.80  7.72 

Class C  1,000.00  971.80  7.72 

 

Together with the value of your account, you may use this information to estimate the operating expenses that you paid over the period. Simply divide your account value at May 31, 2013, by $1,000.00, then multiply it by the “expenses paid” for your share class from the table above. For example, for an account value of $8,600.00, the operating expenses should be calculated as follows:

 


 
Annual report | Massachusetts Tax-Free Income Fund  9 

 



Your expenses

Hypothetical example for comparison purposes

This table allows you to compare the fund’s ongoing operating expenses with those of any other fund. It provides an example of the fund’s hypothetical account values and hypothetical expenses based on each class’s actual expense ratio and an assumed 5% annualized return before expenses (which is not the fund’s actual return). It assumes an account value of $1,000.00 on December 1, 2012, with the same investment held until May 31, 2013. Look in any other fund shareholder report to find its hypothetical example and you will be able to compare these expenses. Please remember that these hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

  Account value  Ending value  Expenses paid during 
  on 12-1-12  on 5-31-13  period ended 5-31-131 

Class A  $1,000.00  $1,020.80  $4.13 

Class B  1,000.00  1,017.10  7.90 

Class C  1,000.00  1,017.10  7.90 

 

Remember, these examples do not include any transaction costs, therefore, these examples will not help you to determine the relative total costs of owning different funds. If transaction costs were included, your expenses would have been higher. See the fund’s prospectus for details regarding transaction costs.

1 Expenses are equal to the fund’s annualized expense ratio of 0.82%, 1.57%, and 1.57% for Class A, Class B, and, Class C shares, respectively, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

10  Massachusetts Tax-Free Income Fund | Annual report 

 



Portfolio summary

Top 10 Holdings (26.0% of Net Assets on 5-31-13)1,2     

Massachusetts Housing Finance Agency, 3.450%, 12-1-37  3.8% 

Massachusetts School Building Authority, 5.000%, 10-15-41  3.6% 

Boston Housing Authority, 5.000%, 4-1-27    2.8% 

Massachusetts State Department of Transportation, 5.000%, 1-1-37  2.6% 

Massachusetts Water Resources Authority, 5.250%, 8-1-29  2.5% 

Massachusetts Bay Transportation Authority, 5.250%, 7-1-33  2.5% 

Puerto Rico Sales Tax Financing Corp., Step Coupon, 8-1-32  2.4% 

Commonwealth of Massachusetts, 5.500%, 12-1-24  2.0% 

Massachusetts Bay Transportation Authority, 5.000%, 7-1-31  1.9% 

Massachusetts Development Finance Agency, 5.000%, 12-15-24  1.9% 

 
Sector Composition1,3       

General Obligation Bonds  7.3%  Development  3.0% 


Revenue Bonds    Facilities  1.7% 


Education  20.7%  Pollution  1.6% 


Health Care  12.6%  Industrial Development  0.1% 


Transportation  11.9%  Other Revenue  14.0% 


Housing  11.2%  Short-Term Investments & Other  5.0% 


Water & Sewer  10.9%     

 

 

Quality Composition1,4   

AAA  4.9% 

AA  45.9% 

A  19.3% 

BBB  19.7% 

BB  3.4% 

Not Rated  1.8% 

Short-Term Investments & Other  5.0% 

 

1 As a percentage of net assets on 5-31-13.

2 Cash and cash equivalents not included.

3 Fixed-income investments are subject to interest-rate and credit risk; their value will normally decline as interest rates rise or if the creditor is unable or unwilling to make principal or interest payments. Investments in higher-yielding, lower-rated securities involve additional risks as these securities include a higher risk of default and loss of principal. Municipal bond prices can decline due to fiscal mismanagement or tax shortfalls, or if related projects become unprofitable. If the fund invests heavily in any one state or region, performance could be disproportionately affected by factors particular to that state or region. The use of hedging and derivatives transactions could produce disproportionate gains or losses and may increase volatility and costs. Sector investing is subject to greater risks than the market as a whole. Because the fund may focus on particular sectors of the economy, its performance may depend on the performance of those sectors and investments focused in one sector may fluctuate more widely than investments diversified across sectors. For additional information on these and other risk considerations, please see the fund’s prospectus.

4 Ratings are from Moody’s Investors Service, Inc. If not available, we have used ratings from Standard & Poor’s Ratings Services. In the absence of ratings from these agencies, we have used Fitch Ratings, Inc. ratings. “Not Rated” securities are those with no ratings available from these agencies. All ratings are as of 5-31-13 and do not reflect subsequent downgrades or upgrades, if any.

Annual report | Massachusetts Tax-Free Income Fund  11 

 



Fund’s investments

As of 5-31-13

    Maturity     
  Rate (%)  date  Par value  Value 
Municipal Bonds 95.0%        $119,878,426 

(Cost $112,259,907)         
 
Massachusetts 79.5%        100,234,420 

Boston Housing Authority         
Capital Program Revenue (D)  5.000  04-01-27  $3,255,000  3,473,963 

Boston Housing Authority         
Capital Program Revenue (D)  5.000  04-01-28  2,000,000  2,124,020 

Boston Industrial Development         
Financing Authority         
Harbor Electric Energy Company Project AMT  7.375  05-15-15  70,000  70,344 

Boston Water & Sewer Commission         
Sewer Revenue, Series A  5.750  11-01-13  95,000  97,192 

Commonwealth of Massachusetts         
Public Improvements (D)  5.500  11-01-17  1,000,000  1,202,420 

Commonwealth of Massachusetts         
Public Improvements, Series C  5.500  11-01-15  1,000,000  1,122,180 

Commonwealth of Massachusetts         
Series C (D)  5.500  12-01-24  2,000,000  2,585,240 

Commonwealth of Massachusetts, Series E (D)  5.000  11-01-25  1,000,000  1,238,260 

Massachusetts Bay Transportation Authority         
Assessment, Series A  5.000  07-01-41  1,360,000  1,523,146 

Massachusetts Bay Transportation Authority         
Sales Tax Revenue, Series A  5.000  07-01-31  2,000,000  2,408,400 

Massachusetts Bay Transportation Authority         
Sales Tax Revenue, Series A  5.250  07-01-35  1,310,000  1,635,011 

Massachusetts Bay Transportation Authority         
Sales Tax Revenue, Series A–2 (Z)  Zero  07-01-26  2,500,000  1,465,875 

Massachusetts Bay Transportation Authority         
Transit Revenue, Series A  7.000  03-01-14  190,000  199,553 

Massachusetts Bay Transportation Authority         
Transit Revenue, Series B  5.250  07-01-33  2,500,000  3,094,275 

Massachusetts Development Finance Agency         
Brandeis University, Series 0-1  5.000  10-01-40  1,000,000  1,089,760 

Massachusetts Development Finance Agency         
Carleton Willard Village  5.625  12-01-30  450,000  493,920 

Massachusetts Development Finance Agency         
Covanta Energy Project, Series C  5.250  11-01-42  1,000,000  1,019,590 

Massachusetts Development Finance Agency         
Curry College, Series A (D)  4.500  03-01-25  1,000,000  1,014,230 

Massachusetts Development Finance Agency         
Curry College, Series A (D)  5.250  03-01-26  1,000,000  1,067,760 

 

12  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value  Value 
Massachusetts (continued)         

Massachusetts Development Finance Agency         
Dominion Energy Brayton Point AMT (P)  5.000  02-01-36  $2,000,000  $2,078,740 

Massachusetts Development Finance Agency         
Draper Laboratory  5.875  09-01-30  2,000,000  2,331,860 

Massachusetts Development Finance Agency         
Emerson College, Series A  5.000  01-01-40  2,000,000  2,101,680 

Massachusetts Development Finance Agency         
Harvard University, Series B  5.000  10-15-40  1,190,000  1,343,950 

Massachusetts Development Finance Agency         
Linden Ponds, Inc., Series A1  5.500  11-15-46  56,460  45,027 

Massachusetts Development Finance Agency         
Linden Ponds, Inc., Series A1  6.250  11-15-39  1,057,748  963,905 

Massachusetts Development Finance Agency         
Linden Ponds, Inc., Series B (Z)  Zero  11-15-56  280,825  1,977 

Massachusetts Development Finance Agency         
Massachusetts College of Pharmacy,         
Series E (D)  5.000  07-01-37  1,000,000  1,065,390 

Massachusetts Development Finance Agency         
Massachusetts College of Pharmacy, Series F  4.000  07-01-32  500,000  517,630 

Massachusetts Development Finance Agency         
Merrimack College, Series A  5.250  07-01-42  1,000,000  1,066,130 

Massachusetts Development Finance Agency         
New England Conservatory of Music  5.250  07-01-38  2,000,000  2,112,020 

Massachusetts Development Finance Agency         
Olin College, Series E  5.000  11-01-38  1,000,000  1,098,790 

Massachusetts Development Finance Agency         
Orchard Cove  5.250  10-01-26  1,000,000  1,015,400 

Massachusetts Development Finance Agency         
Partners Healthcare, Series L  5.000  07-01-36  1,000,000  1,112,230 

Massachusetts Development Finance Agency         
Plantation Apartments, Series A AMT  5.000  12-15-24  2,320,000  2,373,058 

Massachusetts Development Finance Agency         
Southcoast Health System Obligated Group,         
Series F  5.000  07-01-37  500,000  550,735 

Massachusetts Development Finance Agency         
The Groves in Lincoln, Series A  7.750  06-01-39  700,000  329,028 

Massachusetts Development Finance Agency         
Williams College, Series P  5.000  07-01-38  2,000,000  2,280,360 

Massachusetts Health & Educational         
Facilities Authority         
Emerson Hospital, Series E (D)  5.000  08-15-35  1,000,000  986,720 

Massachusetts Health & Educational         
Facilities Authority         
Harvard Pilgrim Health Care, Series A (D)  5.000  07-01-18  1,000,000  1,002,760 

Massachusetts Health & Educational         
Facilities Authority         
Lahey Clinic Medical Center, Series C (D)  5.000  08-15-23  1,000,000  1,073,120 

Massachusetts Health & Educational         
Facilities Authority         
Mass Eye & Ear Infirmary  5.375  07-01-35  2,000,000  2,151,500 

Massachusetts Health & Educational         
Facilities Authority         
Partners HealthCare System  5.000  07-01-22  1,000,000  1,156,760 

 

See notes to financial statements  Annual report | Massachusetts Tax-Free Income Fund  13 

 



    Maturity     
  Rate (%)  date  Par value  Value 
Massachusetts (continued)         

Massachusetts Health & Educational         
Facilities Authority         
Partners HealthCare, Series J1  5.000  07-01-34  $1,000,000  $1,091,990 

Massachusetts Health & Educational         
Facilities Authority         
South Shore Hospital  5.750  07-01-29  365,000  366,387 

Massachusetts Health & Educational         
Facilities Authority         
Springfield College  5.625  10-15-40  2,000,000  2,154,300 

Massachusetts Health & Educational         
Facilities Authority         
Sterling & Francine Clark, Series A  5.000  07-01-36  1,000,000  1,055,020 

Massachusetts Health & Educational         
Facilities Authority         
Suffolk University, Series A  6.250  07-01-30  1,000,000  1,152,430 

Massachusetts Health & Educational         
Facilities Authority         
Tufts University  5.375  08-15-38  350,000  405,839 

Massachusetts Health & Educational         
Facilities Authority         
Williams College, Series H  5.000  07-01-33  1,500,000  1,505,940 

Massachusetts Health & Educational         
Facilities Authority         
Woods Hole Oceanographic, Series B  5.375  06-01-30  1,000,000  1,133,300 

Massachusetts Housing Finance Agency,         
Series 162  3.450  12-01-37  5,055,000  4,756,047 

Massachusetts Port Authority         
Boston Fuel Project AMT (D)  5.000  07-01-32  1,770,000  1,894,236 

Massachusetts Port Authority         
Conrac Project, Series A  5.125  07-01-41  500,000  544,270 

Massachusetts Port Authority         
US Airways Project, Series A AMT (D)  5.750  09-01-16  825,000  827,054 

Massachusetts School Building Authority         
Senior, Series B  5.000  08-15-30  2,000,000  2,323,080 

Massachusetts School Building Authority         
Senior, Series B  5.000  10-15-41  4,000,000  4,484,440 

Massachusetts State College Building Authority         
College & University Revenue, Series A  5.500  05-01-49  1,000,000  1,116,780 

Massachusetts State College Building Authority         
College & University Revenue, Series B (D)(Z)  Zero  05-01-19  1,000,000  899,080 

Massachusetts State Department         
of Transportation         
Highway Revenue Tolls, Escrowed to         
Maturity, Series A (D)  5.125  01-01-23  445,000  549,677 

Massachusetts State Department         
of Transportation         
Highway Revenue Tolls, Series B  5.000  01-01-37  3,000,000  3,275,370 

Massachusetts State Department         
of Transportation         
Highway Revenue Tolls, Series C (D)(Z)  Zero  01-01-20  1,000,000  878,920 

Massachusetts Water Pollution         
Abatement Trust         
Government Fund/Grant Revenue  5.000  08-01-28  1,000,000  1,165,630 

 

14  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



    Maturity     
  Rate (%)  date  Par value  Value 
Massachusetts (continued)         

Massachusetts Water Pollution         
Abatement Trust         
Series 9  5.250  08-01-18  $60,000  $66,125 

Massachusetts Water Pollution         
Abatement Trust         
Unrefunded 2012 Pooled Loan Program,         
Series 7  5.125  02-01-31  785,000  787,685 

Massachusetts Water Pollution         
Abatement Trust         
Water Revenue, Series 13  5.000  08-01-28  1,000,000  1,125,880 

Massachusetts Water Pollution         
Abatement Trust         
Water Revenue, Series 14  5.000  08-01-32  1,000,000  1,151,890 

Massachusetts Water Resources Authority         
Water Revenue, Series A  5.000  08-01-40  1,600,000  1,798,336 

Massachusetts Water Resources Authority         
Water Revenue, Series B  5.000  08-01-39  1,000,000  1,107,050 

Massachusetts Water Resources Authority         
Water Revenue, Series B (D)  5.250  08-01-29  2,500,000  3,103,325 

Metropolitan Boston Transit Parking Corp.  5.000  07-01-41  2,000,000  2,175,780 

University of Massachusetts Building Authority         
College & University Revenue, Series 1  5.000  05-01-39  1,500,000  1,654,650 
 
Puerto Rico 13.8%        17,413,661 

Commonwealth of Puerto Rico         
Public Improvement, Series A  5.500  07-01-39  2,000,000  2,018,400 

Commonwealth of Puerto Rico         
Public Improvement, Series A  5.750  07-01-41  1,000,000  1,024,600 

Puerto Rico Aqueduct & Sewer Authority         
Water Revenue, Series A  5.125  07-01-37  1,500,000  1,421,505 

Puerto Rico Aqueduct & Sewer Authority         
Water Revenue, Series A  6.125  07-01-24  1,750,000  1,866,725 

Puerto Rico Highway &         
Transportation Authority         
Fuel Sales Tax Revenue, Escrowed to         
Maturity, Series Y  6.250  07-01-14  955,000  1,016,082 

Puerto Rico Highway &         
Transportation Authority         
Fuel Sales Tax Revenue, Series Y  6.250  07-01-14  45,000  46,831 

Puerto Rico Highway &         
Transportation Authority         
Prerefunded, Series AA (D)  5.500  07-01-19  1,640,000  2,052,001 

Puerto Rico Highway &         
Transportation Authority         
Unrefunded, Series AA (D)  5.500  07-01-19  360,000  386,788 

Puerto Rico Highway &         
Transportation Authority         
Unrefunded, Series H  5.450  07-01-35  285,000  287,819 

Puerto Rico Housing Finance Authority         
Subordinated Capital Fund Modernization  5.125  12-01-27  1,000,000  1,058,170 

Puerto Rico Sales Tax Financing Corp.         
Sales Tax Revenue, Series A  5.500  08-01-42  1,000,000  1,055,800 

 

See notes to financial statements  Annual report | Massachusetts Tax-Free Income Fund  15 

 



    Maturity     
  Rate (%)  date  Par value  Value 
Puerto Rico (continued)         

Puerto Rico Sales Tax Financing Corp.         
Sales Tax Revenue, Series A (Zero coupon         
steps up to 6.750% on 8-1-16)  Zero  08-01-32  $3,000,000  $3,070,380 

Puerto Rico Sales Tax Financing Corp., Series C  5.375  08-01-38  2,000,000  2,108,560 
 
Virgin Islands 1.3%        1,683,390 

Virgin Islands Public Finance Authority, Series A  6.750  10-01-37  1,000,000  1,163,070 

Virgin Islands Public Finance Authority,         
Series A1  5.000  10-01-39  500,000  520,320 
 
Guam 0.4%        546,955 

Guam Government, Series A  5.750  12-01-34  500,000  546,955 
 
      Par value  Value 
Short-Term Investments 3.9%        $4,936,000 

(Cost $4,936,000)         
 
Repurchase Agreement 3.9%        4,936,000 

Repurchase Agreement with State Street Corp. dated 5-31-13 at       
0.010% to be repurchased at $4,936,004 on 6-3-13, collateralized     
by $5,060,000 U.S. Treasury Notes, 0.625% due 5-31-17 (valued at     
$5,035,095, including interest)      $4,936,000  4,936,000 
 
Total investments (Cost $117,195,907)98.9%      $124,814,426 

 
Other assets and liabilities, net 1.1%        $1,368,698 

 
Total net assets 100.0%        $126,183,124 

 

 

The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund.

AMT Interest earned from these securities may be considered a tax preference item for purpose of the Federal Alternative Minimum Tax.

(D) Bond is insured by one or more of the following companies:

Insurance coverage  As a % of total investments 

ACA Financial Guaranty Corp.  1.7% 
Ambac Financial Group, Inc.  3.1% 
Assured Guaranty Corp.  0.9% 
Assured Guaranty Municipal Corp.  8.7% 
Financial Guaranty Insurance Company  0.4% 
National Public Finance Guarantee Corp.  5.7% 
Radian Asset Assurance, Inc.  0.8% 
XL Capital Assurance, Inc.  0.7% 

 

(P) Variable rate obligation. The coupon rate shown represents the rate at period end.

(Z) Zero coupon bonds are issued at a discount from their principal amount in lieu of paying interest periodically.

† At 5-31-13, the aggregate cost of investment securities for federal income tax purposes was $116,915,936. Net unrealized appreciation aggregated $7,898,490, of which $9,293,105 related to appreciated investment securities and $1,394,615 related to depreciated investment securities.

16  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Notes to Schedule of Investments

The Fund had the following sector composition as a percentage of total net assets on 5-31-13:

General Obligation Bonds  7.3% 
Revenue Bonds   
Education  20.7% 
Health Care  12.6% 
Transportation  11.9% 
Housing  11.2% 
Water & Sewer  10.9% 
Development  3.0% 
Facilities  1.7% 
Pollution  1.6% 
Industrial Development  0.1% 
Other Revenue  14.0% 
Short-Term Investments & Other  5.0% 

 

See notes to financial statements  Annual report | Massachusetts Tax-Free Income Fund  17 

 



F I N A N C I A L   S T A T E M E N T S

Financial statements

Statement of assets and liabilities 5-31-13

This Statement of assets and liabilities is the fund’s balance sheet. It shows the value of what the fund owns, is due and owes. You’ll also find the net asset value and the maximum offering price per share.

Assets   

Investments, at value (Cost $117,195,907)  $124,814,426 
Cash  414 
Receivable for fund shares sold  76,861 
Interest receivable  1,724,678 
Receivable from affiliates  1,702 
Other receivables and prepaid expenses  10,534 
 
Total assets  126,628,615 
 
Liabilities   

Payable for fund shares repurchased  307,254 
Distributions payable  59,853 
Payable to affiliates   
Accounting and legal services fees  4,258 
Transfer agent fees  6,481 
Distribution and service fees  17,015 
Trustees’ fees  3,677 
Other liabilities and accrued expenses  46,953 
 
Total liabilities  445,491 
 
Net assets  $126,183,124 
 
Net assets consist of   

Paid-in capital  $117,886,083 
Undistributed net investment income  244,761 
Accumulated net realized gain (loss) on investments  433,761 
Net unrealized appreciation (depreciation) on investments  7,618,519 
 
Net assets  $126,183,124 
 
Net asset value per share   

Based on net asset values and shares outstanding — the Fund has an   
unlimited number of shares authorized with no par value   
Class A ($103,325,309 ÷ 7,976,886 shares)1  $12.95 
Class B ($3,201,828 ÷ 247,230 shares)1  $12.95 
Class C ($19,655,987 ÷ 1,517,493 shares)1  $12.95 
 
Maximum offering price per share   

Class A (net asset value per share ÷ 95.5%)2  $13.56 

 

1 Redemption price is equal to net asset value less any applicable contingent deferred sales charge.

2 On single retail sales of less than $100,000. On sales of $100,000 or more and on group sales the offering price is reduced.

18  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



F I N A N C I A L   S T A T E M E N T S

Statement of operations For the year ended 5-31-13

This Statement of operations summarizes the fund’s investment income earned and expenses incurred in operating the fund. It also shows net gains (losses) for the period stated.

Investment income   

Interest  $5,362,844 
 
Total investment income  5,362,844 
 
Expenses   

Investment management fees  647,344 
Distribution and service fees  551,820 
Accounting and legal services fees  21,031 
Transfer agent fees  78,703 
Trustees’ fees  7,563 
State registration fees  18,303 
Printing and postage  10,128 
Professional fees  49,408 
Custodian fees  19,378 
Registration and filing fees  23,163 
Other  6,834 
 
Total expenses  1,433,675 
Less expense reductions  (182,531) 
 
Net expenses  1,251,144 
 
Net investment income  4,111,700 
 
Realized and unrealized gain (loss)   

 
Net realized gain (loss) on   
Investments  253,622 
 
  253,622 
Change in net unrealized appreciation (depreciation) of   
Investments  (1,976,254) 
 
  (1,976,254) 
 
Net realized and unrealized loss  (1,722,632) 
 
Increase in net assets from operations  $2,389,068 

 

See notes to financial statements  Annual report | Massachusetts Tax-Free Income Fund  19 

 



F I N A N C I A L   S T A T E M E N T S

Statements of changes in net assets

These Statements of changes in net assets show how the value of the fund’s net assets has changed during the last two periods. The difference reflects earnings less expenses, any investment gains and losses, distributions, if any, paid to shareholders and the net of fund share transactions.

  Year  Year 
  ended  ended 
  5-31-13  5-31-12 
 
Increase (decrease) in net assets     

 
From operations     
Net investment income  $4,111,700  $4,365,914 
Net realized gain  253,622  30,787 
Change in net unrealized appreciation (depreciation)  (1,976,254)  8,465,998 
 
Increase in net assets resulting from operations  2,389,068  12,862,699 
 
Distributions to shareholders     
From net investment income     
Class A  (3,498,903)  (3,695,861) 
Class B  (88,721)  (102,377) 
Class C  (505,315)  (542,889) 
From net realized gain     
Class A  (8,479)  (65,672) 
Class B  (275)  (2,260) 
Class C  (1,592)  (12,064) 
 
Total distributions  (4,103,285)  (4,421,123) 
 
From Fund share transactions  (124,316)  6,490,689 
 
Total increase (decrease)  (1,838,533)  14,932,265 
 
Net assets     

Beginning of year  128,021,657  113,089,392 
 
End of year  $126,183,124  $128,021,657 
 
Undistributed net investment income  $244,761  $97,967 

 

20  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Financial highlights

The Financial highlights show how the fund’s net asset value for a share has changed during the period.

CLASS A SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $13.13  $12.22  $12.53  $12.10  $12.28  $12.37 
Net investment income2  0.44  0.49  0.50  0.49  0.38  0.51 
Net realized and unrealized gain (loss)             
on investments  (0.18)  0.91  (0.30)  0.46  (0.17)  (0.08) 
Total from investment operations  0.26  1.40  0.20  0.95  0.21  0.43 
Less distributions             
From net investment income  (0.44)  (0.48)  (0.49)  (0.49)  (0.39)  (0.50) 
From net realized gain  3  (0.01)  (0.02)  (0.03)  3  (0.02) 
Total distributions  (0.44)  (0.49)  (0.51)  (0.52)  (0.39)  (0.52) 
Net asset value, end of period  $12.95  $13.13  $12.22  $12.53  $12.10  $12.28 
Total return (%)4,5  1.94  11.67  1.67  8.04  1.846  3.55 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $103  $105  $92  $105  $95  $97 
Ratios (as a percentage of average net assets):             
Expenses before reductions  0.98  1.00  1.00  1.00  1.097,8  0.98 
Expenses net of fee waivers and credits  0.83  0.87  0.95  1.00  1.097,8  0.97 
Net investment income  3.31  3.82  4.04  4.00  4.398  4.08 
Portfolio turnover (%)  16  11  17  10  17  22 

 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Includes the impact of proxy expenses, which amounted to 0.04% of average net assets.
8 Annualized.

 

See notes to financial statements  Annual report | Massachusetts Tax-Free Income Fund  21 

 



CLASS B SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $13.13  $12.22  $12.53  $12.09  $12.28  $12.37 
Net investment income2  0.34  0.39  0.41  0.41  0.32  0.42 
Net realized and unrealized gain (loss)             
on investments  (0.18)  0.92  (0.29)  0.46  (0.19)  (0.08) 
Total from investment operations  0.16  1.31  0.12  0.87  0.13  0.34 
Less distributions             
From net investment income  (0.34)  (0.39)  (0.41)  (0.40)  (0.32)  (0.41) 
From net realized gain  3  (0.01)  (0.02)  (0.03)  3  (0.02) 
Total distributions  (0.34)  (0.40)  (0.43)  (0.43)  (0.32)  (0.43) 
Net asset value, end of period  $12.95  $13.13  $12.22  $12.53  $12.09  $12.28 
Total return (%)4,5  1.18  10.85  0.96  7.37  1.226  2.83 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $3  $3  $3  $5  $7  $10 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.68  1.70  1.70  1.70  1.797,8  1.68 
Expenses net of fee waivers and credits  1.58  1.62  1.65  1.70  1.797,8  1.67 
Net investment income  2.56  3.08  3.33  3.29  3.698  3.39 
Portfolio turnover (%)  16  11  17  10  17  22 

 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Includes the impact of proxy expenses, which amounted to 0.04% of average net assets.
8 Annualized.

 

CLASS C SHARES Period ended  5-31-13  5-31-12  5-31-11  5-31-10  5-31-091  8-31-08 
 
Per share operating performance             

Net asset value, beginning of period  $13.13  $12.22  $12.53  $12.10  $12.28  $12.37 
Net investment income2  0.34  0.39  0.41  0.41  0.32  0.42 
Net realized and unrealized gain (loss)             
on investments  (0.18)  0.92  (0.29)  0.45  (0.18)  (0.08) 
Total from investment operations  0.16  1.31  0.12  0.86  0.14  0.34 
Less distributions             
From net investment income  (0.34)  (0.39)  (0.41)  (0.40)  (0.32)  (0.41) 
From net realized gain  3  (0.01)  (0.02)  (0.03)  3  (0.02) 
Total distributions  (0.34)  (0.40)  (0.43)  (0.43)  (0.32)  (0.43) 
Net asset value, end of period  $12.95  $13.13  $12.22  $12.53  $12.10  $12.28 
Total return (%)4,5  1.18  10.85  0.96  7.29  1.316  2.83 
 
Ratios and supplemental data             

Net assets, end of period (in millions)  $20  $19  $17  $19  $14  $12 
Ratios (as a percentage of average net assets):             
Expenses before reductions  1.68  1.70  1.70  1.70  1.797,8  1.68 
Expenses net of fee waivers and credits  1.58  1.62  1.65  1.70  1.797,8  1.67 
Net investment income  2.56  3.07  3.34  3.30  3.678  3.38 
Portfolio turnover (%)  16  11  17  10  17  22 

 

1 For the nine-month period ended 5-31-09. The Fund changed its fiscal year end from August 31 to May 31.
2 Based on the average daily shares outstanding.
3 Less than $0.005 per share.
4 Does not reflect the effect of sales charges, if any.
5 Total returns would have been lower had certain expenses not been reduced during the applicable periods shown.
6 Not annualized.
7 Includes the impact of proxy expenses, which amounted to 0.04% of average net assets.
8 Annualized.

 

22  Massachusetts Tax-Free Income Fund | Annual report  See notes to financial statements 

 



Notes to financial statements

Note 1 — Organization

John Hancock Massachusetts Tax-Free Income Fund (the Fund) is a series of John Hancock Tax-Exempt Series Fund (the Trust), an open-end management investment company organized as a Massachusetts business trust and registered under the Investment Company Act of 1940, as amended (the 1940 Act). The investment objective of the Fund is to seek a high level of current income, consistent with preservation of capital, that is exempt from federal and Massachusetts personal income taxes.

The Fund may offer multiple classes of shares. The shares currently offered are detailed in the Statement of assets and liabilities. Class A and C shares are offered to all investors. Class B shares are closed to new investors. Shareholders of each class have exclusive voting rights to matters that affect that class. The distribution and service fees, if any, and transfer agent fees for each class may differ. Class B shares convert to Class A shares eight years after purchase.

Note 2 — Significant accounting policies

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions as of the date of the financial statements. Actual results could differ from those estimates and those differences could be significant. Events or transactions occurring after the end of the fiscal period through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security valuation. Investments are stated at value as of the close of regular trading on the New York Stock Exchange (NYSE), normally at 4:00 P.M., Eastern Time. In order to value the securities, the Fund uses the following valuation techniques: Debt obligations are valued based on the evaluated prices provided by an independent pricing service, which utilizes both dealer-supplied and electronic data processing techniques, taking into account factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Certain securities traded only in the over-the-counter market are valued at the last bid price quoted by brokers making markets in the securities at the close of trading. Certain short-term securities are valued at amortized cost. Other portfolio securities and assets, for which reliable market quotations are not readily available, are valued at fair value as determined in good faith by the Fund’s Pricing Committee following procedures established by the Board of Trustees, which include price verification procedures. The frequency with which these fair valuation procedures are used cannot be predicted and fair value of securities may differ significantly from the value that would have been used had a ready market for such securities existed.

The Fund uses a three-tier hierarchy to prioritize the pricing assumptions, referred to as inputs, used in valuation techniques to measure fair value. Level 1 includes securities valued using quoted prices in active markets for identical securities. Level 2 includes securities valued using other significant observable inputs. Observable inputs may include quoted prices for similar securities, interest rates, prepayment speeds and credit risk. Prices for securities valued using these inputs are received from independent pricing vendors and brokers and are based on an evaluation of the inputs described. Level 3 includes securities valued using significant unobservable inputs when market prices are not readily available or reliable, including the Fund’s own assumptions in determining the fair value of investments. Factors used in determining value may include

Annual report | Massachusetts Tax-Free Income Fund  23 

 



market or issuer specific events or trends, changes in interest rates and credit quality. The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

As of May 31, 2013, all investments are categorized as Level 2 under the hierarchy described above.

Repurchase agreements. The Fund may enter into repurchase agreements. When the Fund enters into a repurchase agreement, it receives collateral that is held in a segregated account by the Fund’s custodian. The collateral amount is marked-to-market and monitored on a daily basis to ensure that the collateral held is in an amount not less than the principal amount of the repurchase agreement plus any accrued interest. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the collateral value may decline.

Security transactions and related investment income. Investment security transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is accrued as earned. Interest income includes coupon interest and amortization/accretion of premiums/discounts on debt securities. Debt obligations may be placed in a non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivable when the collection of all or a portion of interest has become doubtful. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds from litigation.

Line of credit. The Fund may borrow from banks for temporary or emergency purposes, including meeting redemption requests that otherwise might require the untimely sale of securities. Pursuant to the Fund’s custodian agreement, the custodian may loan money to the Fund to make properly authorized payments. The Fund is obligated to repay the custodian for any overdraft, including any related costs or expenses. The custodian may have a lien, security interest or security entitlement in any fund property that is not otherwise segregated or pledged, to the maximum extent permitted by law, to the extent of any overdraft.

In addition, the Fund and other affiliated funds have entered into an agreement with Citibank N.A. that enables them to participate in a $300 million unsecured committed line of credit. A commitment fee, payable at the end of each calendar quarter, based on the average daily unused portion of the line of credit, is charged to each participating fund on a pro rata basis and is reflected in other expenses on the Statement of operations. Prior to March 27, 2013, the Fund participated in a $100 million unsecured line of credit, also with Citibank, with terms otherwise similar to the existing agreement. Commitment fees for the year ended May 31, 2013 were $829. For the year ended May 31, 2013, the Fund had no borrowings under either line of credit.

Expenses. Within the John Hancock Funds complex, expenses that are directly attributable to an individual fund are allocated to such fund. Expenses that are not readily attributable to a specific fund are allocated among all funds in an equitable manner, taking into consideration, among other things, the nature and type of expense and the fund’s relative net assets. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Class allocations. Income, common expenses and realized and unrealized gains (losses) are determined at the fund level and allocated daily to each class of shares based on the net assets of the class. Class-specific expenses, such as distribution and service fees, if any, and transfer agent fees, are calculated daily for each class, based on the net asset value of the class and the applicable specific expense rates.

24  Massachusetts Tax-Free Income Fund | Annual report 

 



Federal income taxes. The Fund intends to continue to qualify as a regulated investment company by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required.

As of, May 31, 2013 the Fund had no uncertain tax positions that would require financial statement recognition, derecognition or disclosure. The Fund’s federal tax returns are subject to examination by the Internal Revenue Service for a period of three years.

Distribution of income and gains. Distributions to shareholders from net investment income and net realized gains, if any, are recorded on the ex-date. The Fund generally declares dividends daily and pays them monthly. Capital gain distributions, if any, are distributed annually. The tax character of distributions for the years ended May 31, 2013 and 2012 was as follows:

  MAY 31, 2013  MAY 31, 2012 

Ordinary Income  $114,827  $28,176 
Exempt Interest  $3,978,112  $4,308,429 
Long-Term Capital Gain  $10,346  $84,518 

 

Distributions paid by the Fund with respect to each class of shares are calculated in the same manner, at the same time and in the same amount, except for the effect of class level expenses that may be applied differently to each class. As of May 31, 2013, the components of distributable earnings on a tax basis consisted of $306,088 of undistributed exempt interest and $153,790 of long-term capital gains.

Such distributions and distributable earnings, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Material distributions in excess of tax basis earnings and profits, if any, are reported in the Fund’s financial statements as a return of capital.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences, if any, will reverse in a subsequent period. Book-tax differences are primarily attributable to distributions payable and accretion on debt securities.

New accounting pronouncements. In December 2011, the Financial Accounting Standards Board issued Accounting Standards Update No. 2011-11 (ASU 2011-11), Disclosures about Offsetting Assets and Liabilities and in January 2013, Accounting Standards Update No. 2013-1, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of assets and liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods. These updates may result in additional disclosure relating to the presentation of derivatives and certain other financial instruments.

Note 3 — Guarantees and indemnifications

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust, including the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss from such claims is considered remote.

Annual report | Massachusetts Tax-Free Income Fund  25 

 



Note 4 — Fees and transactions with affiliates

John Hancock Advisers, LLC (the Advisor) serves as investment adviser for the Fund. John Hancock Funds, LLC (the Distributor), an affiliate of the Advisor, serves as principal underwriter of the Fund. The Advisor and the Distributor are indirect, wholly owned subsidiaries of Manulife Financial Corporation (MFC).

Management fee. The Fund has an investment management agreement with the Advisor under which the Fund pays a daily management fee to the Advisor equivalent, on an annual basis, to the sum of: (a) 0.500% of the first $250,000,000 of the Fund’s average daily net assets, (b) 0.450% of the next $250,000,000 of the Fund’s average daily net assets, (c) 0.425% of the next $500,000,000 of the Fund’s average daily net assets, (d) 0.400% of the next $250,000,000 and (e) 0.300% of the Fund’s average daily net assets in excess of $1,250,000,000. The Advisor has a subadvisory agreement with John Hancock Asset Management a division of Manulife Asset Management (US) LLC, an indirectly owned subsidiary of MFC and an affiliate of the Advisor. The Fund is not responsible for payment of the subadvisory fees.

The investment management fees incurred for the year ended May 31, 2013 were equivalent to a net annual effective rate of 0.500% of the Fund’s average daily net assets.

Accounting and legal services. Pursuant to a service agreement, the Fund reimburses the Advisor for all expenses associated with providing the administrative, financial, legal, accounting and recordkeeping services to the Fund, including the preparation of all tax returns, periodic reports to shareholders and regulatory reports, among other services. These expenses are allocated to each share class based on its relative net assets at the time the expense was incurred. These accounting and legal services fees incurred for the year ended May 31, 2013 amounted to an annual rate of 0.02% of the Fund’s average daily net assets.

Distribution and service plans. The Fund has a distribution agreement with the Distributor. The Fund has adopted distribution and service plans with respect to Class A, Class B and Class C pursuant to Rule 12b-1 under the 1940 Act, to pay the Distributor for services provided as the distributor of shares of the Fund. The Fund pays the following contractual rates of distribution fees under these arrangements, expressed as an annual percentage of average daily net assets for each class of the Fund’s shares:

CLASS  RULE 12b–1 FEE 

Class A  0.30% 
Class B  1.00% 
Class C  1.00% 

 

The Distributor has contractually agreed to waive 0.15% of Rule 12b-1 fees for Class A shares and 0.10% of Rule 12b-1 fees for Class B and Class C shares. The current waiver agreement expires on September 30, 2013, unless renewed by mutual agreement of the Fund and the Distributor based upon a determination that this is appropriate under the circumstances at the time.

Accordingly, these fee limitations amounted to $159,186, $3,482 and $19,863 for Class A, Class B and Class C shares, respectively, for the year ended May 31, 2013.

26  Massachusetts Tax-Free Income Fund | Annual report 

 



Sales charges. Class A shares are assessed up-front sales charges, which resulted in payments to the Distributor amounting to $194,709 for the year ended May 31, 2013. Of this amount, $31,255 was retained and used for printing prospectuses, advertising, sales literature and other purposes, $142,628 was paid as sales commissions to broker-dealers and $20,826 was paid as sales commissions to sales personnel of Signator Investors, Inc., a broker-dealer affiliate of the Advisor.

Class A, Class B and Class C shares may be subject to contingent deferred sales charges (CDSCs). Certain Class A shares that are acquired through purchases of $1 million or more and are redeemed within one year of purchase are subject to a 1.00% sales charge. Class B shares that are redeemed within six years of purchase are subject to CDSCs, at declining rates, beginning at 5.00%. Class C shares that are redeemed within one year of purchase are subject to a 1.00% CDSC. CDSCs are applied to the lesser of the current market value at the time of redemption or the original purchase cost of the shares being redeemed. Proceeds from CDSCs are used to compensate the Distributor for providing distribution-related services in connection with the sale of these shares. During the year ended May 31, 2013, CDSCs received by the Distributor amounted to $0, $3,594 and $357 for Class A, Class B and Class C shares, respectively.

Transfer agent fees. The Fund has a transfer agent agreement with John Hancock Signature Services, Inc. (Signature Services), an affiliate of the Advisor. The transfer agent fees paid to Signature Services are determined based on the cost to Signature Services (Signature Services Cost) of providing recordkeeping services. The Signature Services Cost includes a component of allocated John Hancock corporate overhead for providing transfer agent services to the Fund and to all other John Hancock affiliated funds. It also includes out-of-pocket expenses that are comprised of payments made to third-parties for recordkeeping services provided to their clients who invest in one or more John Hancock funds. In addition, Signature Services Cost may be reduced by certain fees that Signature Services receives in connection with retirement and small accounts. Signature Services Cost is calculated monthly and allocated, as applicable, to four categories of share classes: Institutional Share Classes, Retirement Share Classes, Municipal Bond Classes and all other Retail Share Classes. Within each of these categories, the applicable costs are allocated to the affected John Hancock affiliated funds and/or classes, based on the relative average daily net assets.

Class level expenses. Class level expenses for the year ended May 31, 2013 were:

  DISTRIBUTION AND  TRANSFER 
CLASS  SERVICE FEES  AGENT FEES 

Class A  $318,371  $64,507 
Class B  34,821  2,117 
Class C  198,628  12,079 
Total  $551,820  $78,703 

 

Trustee expenses. The Fund compensates each Trustee who is not an employee of the Advisor or its affiliates. Under the John Hancock Group of Funds Deferred Compensation Plan (the Plan), which was terminated in November 2012, certain Trustees could have elected, for tax purposes, to defer receipt of this compensation. Any deferred amounts were invested in various John Hancock funds. The investment of deferred amounts and the offsetting liability are included within Other receivables and prepaid expenses and Payable to affiliates — Trustees’ fees, respectively, in the accompanying Statement of assets and liabilities. Plan assets will be liquidated in accordance with the Plan documents.

 

Annual report | Massachusetts Tax-Free Income Fund  27 

 



Note 5 — Fund share transactions

Transactions in Fund shares for the years ended May 31, 2013 and 2012 were as follows:

  Year ended 5-31-13  Year ended 5-31-12 
  Shares  Amount  Shares  Amount 
Class A shares         

Sold  968,028  $12,758,934  1,097,597  $14,049,257 
Distributions reinvested  209,720  2,766,056  209,373  2,670,749 
Repurchased  (1,218,206)  (16,078,058)  (839,299)  (10,657,208) 
 
Net increase (decrease)  (40,458)  ($553,068)  467,671  $6,062,798 
 
Class B shares         

Sold  48,013  $632,987  34,239  $440,045 
Distributions reinvested  4,919  64,872  5,564  70,923 
Repurchased  (70,184)  (924,865)  (53,032)  (670,986) 
 
Net decrease  (17,252)  ($227,006)  (13,229)  ($160,018) 
 
Class C shares         

Sold  211,768  $2,794,376  278,261  $3,553,172 
Distributions reinvested  32,179  424,360  34,021  433,893 
Repurchased  (194,723)  (2,562,978)  (269,191)  (3,399,156) 
 
Net increase  49,224  $655,758  43,091  $587,909 
 
Net increase (decrease)  (8,486)  ($124,316)  497,533  $6,490,689 

 

Note 6 — Purchase and sale of securities

Purchases and sales of securities, other than short-term securities, amounted to $21,923,369 and $19,397,873, respectively, for the year ended May 31, 2013.

28  Massachusetts Tax-Free Income Fund | Annual report 

 



Auditor’s report

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of John Hancock Tax-Exempt Series Fund and
Shareholders of John Hancock Massachusetts Tax-Free Income Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of John Hancock Massachusetts Tax-Free Income Fund (the “Fund”) at May 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at May 31, 2013 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
July 25, 2013

Annual report | Massachusetts Tax-Free Income Fund  29 

 



Tax information

Unaudited

For federal income tax purposes, the following information is furnished with respect to the distributions of the Fund, if any, paid during its taxable year ended May 31, 2013.

The Fund paid $10,346 in capital gain dividends.

97.47% of dividends from net investment income are exempt-interest dividends.

Eligible shareholders will be mailed a 2013 Form 1099-DIV in early 2014. This will reflect the tax character of all distributions paid in calendar year 2013.

Please consult a tax advisor regarding the tax consequences of your investment in the Fund.

30  Massachusetts Tax-Free Income Fund | Annual report 

 



Evaluation of Advisory and Subadvisory Agreements by the Board of Trustees

This section describes the evaluation by the Board of Trustees (the Board) of John Hancock Tax-Exempt Series Fund (the Trust) of the Advisory Agreement (the Advisory Agreement) with John Hancock Advisers, LLC (the Advisor) and the Subadvisory Agreement (the Subadvisory Agreement) with John Hancock Asset Management a division of Manulife Asset Management (US) LLC (the Subadvisor) for John Hancock Massachusetts Tax-Free Income Fund (the Fund). The Advisory Agreement and Subadvisory Agreement are collectively referred to as the Agreements.

Approval of Advisory and Subadvisory Agreements

At in-person meetings held on May 16-17, 2013, the Board, including the Trustees who are not considered to be interested persons of the Trust under the Investment Company Act of 1940, as amended (the 1940 Act) (the Independent Trustees), reapproved for an annual period the continuation of the Advisory Agreement between the Trust and the Advisor and the Subadvisory Agreement between the Advisor and the Subadvisor with respect to the Fund.

In considering the Advisory Agreement and the Subadvisory Agreement, the Board received in advance of the meeting a variety of materials relating to the Fund, the Advisor and the Subadvisor, including comparative performance, fee and expense information for peer groups of similar mutual funds prepared by an independent third-party provider of mutual fund data; performance information for relevant indexes; and, with respect to the Subadvisor, comparative performance information for comparably managed accounts; and other information provided by the Advisor and the Subadvisor regarding the nature, extent and quality of services provided by the Advisor and the Subadvisor under their respective Agreement, as well as information regarding the Advisor’s revenues and costs of providing services to the Fund and compensation paid to affiliates of the Advisor. At the meeting at which the renewal of the Advisory Agreement and Subadvisory Agreement is considered, particular focus is given to information concerning Fund performance, comparability of fees and total expenses and profitability. However, the Board notes that the evaluation process with respect to the Advisor and the Subadvisor is an ongoing one. In this regard, the Board also took into account discussions with management and information provided to the Board at prior meetings with respect to the services provided by the Advisor and the Subadvisor to the Fund, including quarterly performance reports prepared by management containing reviews of investment results, and periodic presentations from the Subadvisor with respect to the Fund. The Board noted the affiliation of the Subadvisor with the Advisor, noting any potential conflicts of interest. The Board also considered the nature, quality and extent of the services to be provided to John Hancock Fund portfolios by the Advisor’s affiliates, including distribution services.

Throughout the process, the Board asked questions of and requested additional information from management. The Board is assisted by counsel for the Trust and the Independent Trustees are also separately assisted by independent legal counsel throughout the process. The Independent Trustees also received a memorandum from their independent counsel discussing the legal standards for their consideration of the proposed continuation of the Agreements and discussed the proposed continuation of the Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

Approval of Advisory Agreement

In approving the Advisory Agreement with respect to the Fund, the Board, including the Independent Trustees, considered a variety of factors, including those discussed below. The Board also considered other factors (including conditions and trends prevailing generally in the economy, the securities markets and the industry) and does not treat any single factor as determinative, and each Trustee may attribute different weights to different factors. The Board’s conclusions may be based in part on its consideration of the advisory and subadvisory arrangements in prior years and on the Board’s ongoing regular review of Fund performance and operations throughout the year.

 

Annual report | Massachusetts Tax-Free Income Fund  31 

 



Nature, extent and quality of services. Among the information received by the Board from the Advisor relating to the nature, extent and quality of services provided to the Fund, the Board reviewed information provided by the Advisor relating to its operations and personnel, descriptions of its organizational and management structure, and information regarding the Advisor’s compliance and regulatory history, including its Form ADV. The Board also noted that on a regular basis it receives and reviews information from the Trust’s Chief Compliance Officer (CCO) regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the 1940 Act. The Board also considered the Advisor’s risk management processes. The Board considered that the Advisor is responsible for the management of the day-to-day operations of the Fund, including, but not limited to, general supervision of and coordination of the services provided by the Subadvisor, and is also responsible for monitoring and reviewing the activities of the Subadvisor and other third-party service providers.

In considering the nature, extent and quality of the services provided by the Advisor, the Trustees also took into account their knowledge of the Advisor’s management and the quality of the performance of the Advisor’s duties, through Board meetings, discussions and reports during the preceding year and through each Trustee’s experience as a Trustee of the Trust and of the other trusts in the complex.

In the course of their deliberations regarding the Advisory Agreement, the Board considered, among other things:

(a) the skills and competency with which the Advisor has in the past managed the Trust’s affairs and its subadvisory relationships, the Advisor’s oversight and monitoring of the Subadvisor’s investment performance and compliance programs, such as the Subadvisor’s compliance with fund policies and objective(s), review of brokerage matters, including with respect to trade allocation and best execution and the Advisor’s timeliness in responding to performance issues;

(b) the background, qualifications and skills of the Advisor’s personnel;

(c) the Advisor’s compliance policies and procedures and its responsiveness to regulatory changes and mutual fund industry developments;

(d) the Advisor’s administrative capabilities, including its ability to supervise the other service providers for the Fund;

(e) the financial condition of the Advisor and whether it has the financial wherewithal to provide a high level and quality of services to the Fund; and

(f) the Advisor’s reputation and experience in serving as an investment advisor to the Trust and the benefit to shareholders of investing in funds that are part of a family of funds offering a variety of investments.

The Board concluded that the Advisor may reasonably be expected to continue to provide a high quality of services under the Advisory Agreement with respect to the Fund.

Investment performance. In considering the Fund’s performance, the Board noted that it reviews at its regularly scheduled meetings information about the Fund’s performance results. In connection with the consideration of the Advisory Agreement, the Board:

(a) reviewed information prepared by management regarding the Fund’s performance;

(b) considered the comparative performance of the Fund’s benchmark;

32  Massachusetts Tax-Free Income Fund | Annual report 

 



(c) considered the performance of comparable funds, if any, as included in the report prepared by an independent third-party provider of mutual fund data. Such report included the Fund’s ranking within a smaller group of peer funds and the Fund’s ranking within broader groups of funds; and

(d) took into account the Advisor’s analysis of the Fund’s performance and its plans and recommendations regarding the Trust’s subadvisory arrangements generally.

The Board noted the Fund outperformed the benchmark index for the one-year period and underperformed the benchmark index for the three- and five-year periods ended December 31, 2012. The Board also noted that the Fund had underperformed the peer group average for the one- and three-year periods and had outperformed the average for the five-year period ended December 31, 2012.

The Board took into account management’s discussion of the Fund’s performance, including the differences between the investment strategies of the Fund and those of the benchmark and peer group.

The Board concluded that such performance is being reasonably addressed and/or monitored.

Fees and expenses. The Board reviewed comparative information prepared by an independent third-party provider of mutual fund data including, among other data, the Fund’s contractual and actual advisory fees and total expenses as compared to similarly situated investment companies deemed to be comparable to the Fund. The Board considered the Fund’s ranking within a smaller group of peer funds chosen by the independent third-party provider, as well as the Fund’s ranking within broader groups of funds. In comparing the Fund’s actual and contractual management fee to that of comparable funds, the Board noted that such fee includes both advisory and administrative costs.

The Board noted that net management fees and total expenses for this Fund are higher than the peer group medians. The Board took into account the Advisor’s discussion of the Fund’s expenses. The Board noted that the Fund had waived a portion of its 12b-1 fees.

The Board also took into account management’s discussion with respect to the advisory/subadvisory fee structure, including the amount of the advisory fee retained by the Advisor after payment of the subadvisory fee. The Board also took into account that management had agreed to implement an overall fee waiver across a number of funds in the complex, including the Fund, which is discussed further below. The Board reviewed information provided by the Advisor concerning investment advisory fees charged by the Advisor or one of its advisory affiliates to other clients (including other funds in the complex) having similar investment mandates, if any. The Board considered any differences between the Advisor’s and Subadvisor’s services to the Fund and the services they provide to other comparable clients or funds. The Board concluded that the advisory fee paid with respect to the Fund is reasonable.

Profitability/Indirect benefits. In considering the costs of the services to be provided and the profits to be realized by the Advisor and its affiliates (including the Subadvisor) from the Advisor’s relationship with the Trust, the Board:

(a) reviewed financial information of the Advisor;

(b) reviewed and considered an analysis presented by the Advisor regarding the net profitability to the Advisor and its affiliates of the Fund;

(c) received and reviewed profitability information with respect to the John Hancock fund complex as a whole;

(d) received information with respect to the Advisor’s allocation methodologies used in preparing the profitability data;

Annual report | Massachusetts Tax-Free Income Fund  33 

 



(e) considered that the Advisor also provides administrative services to the Fund on a cost basis pursuant to an administrative services agreement;

(f) noted that the Fund’s Subadvisor is an affiliate of the Advisor;

(g) noted that affiliates of the Advisor provide transfer agency services and distribution services to the Fund, and that the Trust’s distributor also receives Rule 12b-1 payments to support distribution of the Fund;

(h) noted that the Advisor also derives reputational and other indirect benefits from providing advisory services to the Fund;

(i) noted that the subadvisory fees for the Fund are paid by the Advisor; and

(j) considered that the Advisor should be entitled to earn a reasonable level of profits in exchange for the level of services it provides to the Fund and the entrepreneurial risk that it assumes as Advisor.

Based upon its review, the Board concluded that the level of profitability, if any, of the Advisor and its affiliates (including the Subadvisor) from their relationship with the Fund was reasonable and not excessive.

Economies of scale. In considering the extent to which economies of scale would be realized as the Fund grows and whether fee levels reflect these economies of scale for the benefit of Fund shareholders, the Board:

(a) with respect to each fund in the John Hancock fund complex, including the Fund (except those listed below), considered that the Advisor has agreed, effective June 1, 2013, to waive its management fee for the Fund and each of the open-end funds of John Hancock Funds II, John Hancock Funds III, each other John Hancock Fund (except those listed below) (the Participating Portfolios) or otherwise reimburse the expenses of the Participating Portfolios as follows (the Reimbursement): The Reimbursement shall equal, on an annualized basis, 0.01% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $75 billion but is less than or equal to $125 billion, 0.0125% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $125 billion but is less than or equal to $150 billion and 0.015% of that portion of the aggregate net assets of all the Participating Portfolios that exceeds $150 billion. (The John Hancock Funds that are not Participating Portfolios as of the date of this annual report are each of the fund of funds, money market funds, index funds and closed-end funds);

(b) reviewed the Trust’s advisory fee structure and the incorporation therein of any subadvisory fee breakpoints in the advisory fees charged and concluded that (i) the Fund’s fee structure contains breakpoints at the subadvisory fee level and that such breakpoints are reflected as breakpoints in the advisory fees for the Fund and (ii) although economies of scale cannot be measured with precision, these arrangements permit shareholders of the Fund to benefit from economies of scale if the Fund grows. The Board also took into account management’s discussion of the Fund’s advisory fee structure; and

(c) the Board also considered the effect of the Fund’s growth in size on its performance and fees. The Board also noted that if the Fund’s assets increase over time, the Fund may realize other economies of scale.

34  Massachusetts Tax-Free Income Fund | Annual report 

 



Approval of Subadvisory Agreement

In making its determination with respect to approval of the Subadvisory Agreement, the Board reviewed:

(1) information relating to the Subadvisor’s business, including current subadvisory services to the Trust (and other funds in the John Hancock family of funds);

(2) the historical and current performance of the Fund and comparative performance information relating to the Fund’s benchmark and comparable funds; and

(3) the subadvisory fee for the Fund, including any breakpoints, and comparative fee information, where available, prepared by an independent third-party provider of mutual fund data.

Nature, extent and quality of services. With respect to the services provided by the Subadvisor, the Board received information provided to the Board by the Subadvisor, including the Subadvisor’s Form ADV, as well as took into account information presented throughout the past year. The Board considered the Subadvisor’s current level of staffing and its overall resources, as well as received information relating to the Subadvisor’s compensation program. The Board reviewed the Subadvisor’s history and investment experience, as well as information regarding the qualifications, background and responsibilities of the Subadvisor’s investment and compliance personnel who provide services to the Fund. The Board also considered, among other things, the Subadvisor’s compliance program and any disciplinary history. The Board also considered the Subadvisor’s risk assessment and monitoring process. The Board reviewed the Subadvisor’s regulatory history, including whether it was currently involved in any regulatory actions or investigations as well as material litigation, and any settlements and amelioratory actions undertaken, as appropriate. The Board noted that the Advisor conducts regular, periodic reviews of the Subadvisor and its operations, including regarding investment processes and organizational and staffing matters. The Board also noted that the CCO and his staff conduct regular, periodic compliance reviews with the Subadvisor and present reports to the Independent Trustees regarding the same, which includes evaluating the regulatory compliance systems of the Subadvisor and procedures reasonably designed by them to assure compliance with the federal securities laws. The Board also took into account the financial condition of the Subadvisor.

The Board considered the Subadvisor’s investment process and philosophy. The Board took into account that the Subadvisor’s responsibilities include the development and maintenance of an investment program for the Fund, which is consistent with the Fund’s investment objectives, the selection of investment securities and the placement of orders for the purchase and sale of such securities, as well as the implementation of compliance controls related to performance of these services. The Board also received information with respect to the Subadvisor’s brokerage policies and practices, including with respect to best execution and soft dollars.

Subadvisor compensation. In considering the cost of services to be provided by the Subadvisor and the profitability to the Subadvisor of its relationship with the Fund, the Board noted that the fees under the Subadvisory Agreement are paid by the Advisor and not the Fund.

The Board also received information and took into account any other potential conflicts of interests the Advisor might have in connection with the Subadvisory Agreement.

In addition, the Board considered other potential indirect benefits that the Subadvisor and its affiliates may receive from the Subadvisor’s relationship with the Fund, such as the opportunity to provide advisory services to additional portfolios of the Trust and reputational benefits.

Annual report | Massachusetts Tax-Free Income Fund  35 

 



Subadvisory fees. The Board considered that the Fund pays an advisory fee to the Advisor and that, in turn, the Advisor pays a subadvisory fee to the Subadvisor. The Board also took into account the subadvisory fees paid by the Advisor to fees charged by the Fund’s Subadvisor to manage other subadvised portfolios and portfolios not subject to regulation under the 1940 Act, as applicable.

Subadvisor performance. As noted above, the Board considered the Fund’s performance as compared to the Fund’s peer group and benchmark and noted that the Board reviews information about the Fund’s performance results at its regularly scheduled meetings. The Board noted the Advisor’s expertise and resources in monitoring the performance, investment style and risk-adjusted performance of the Subadvisor. The Board was mindful of the Advisor’s focus on the Subadvisor’s performance. The Board also noted the Subadvisor’s long-term performance record for similar accounts, as applicable.

The Board’s decision to approve the Subadvisory Agreement was based on a number of determinations, including the following:

(1) The Subadvisor has extensive experience and demonstrated skills as a manager;

(2) The performance of the Fund is being reasonably addressed and/or monitored;

(3) The subadvisory fees are reasonable in relation to the level and quality of services being provided; and

(4) Subadvisory fee breakpoints are reflected as breakpoints in the advisory fees for the Fund in order to permit shareholders to benefit from economies of scale if the Fund grows.

* * * 

 

Based on their evaluation of all factors that they deemed to be material, including those factors described above, the Board, including the Independent Trustees, concluded that renewal of the Advisory Agreement and the Subadvisory Agreement would be in the best interest of the Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the Advisory Agreement and Subadvisory Agreement for an additional one-year period.

 

36  Massachusetts Tax-Free Income Fund | Annual report 

 



Trustees and Officers

This chart provides information about the Trustees and Officers who oversee your John Hancock fund as of December 1, 2012. Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.

Independent Trustees     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
James M. Oates,2 Born: 1946  2012  233 

Managing Director, Wydown Group (financial consulting firm) (since 1994); Chairman and Director, 
Emerson Investment Management, Inc. (since 2000); Independent Chairman, Hudson Castle Group, Inc. 
(formerly IBEX Capital Markets, Inc.) (financial services company) (1997–2011); Director, Stifel Financial 
(since 1996); Director, Investor Financial Services Corporation (1995–2007); Director, Connecticut River 
Bancorp (since 1998); Director, Virtus Funds (formerly Phoenix Mutual Funds) (since 1988). Trustee 
and Chairperson of the Board, John Hancock retail funds (since 2012); Trustee (2005–2006 and since 
2012) and Chairperson of the Board (since 2012), John Hancock Funds III; Trustee (since 2004) and 
Chairperson of the Board (since 2005), John Hancock Variable Insurance Trust; Trustee and Chairperson 
of the Board (since 2005), John Hancock Funds II.     
 
Charles L. Bardelis,2,3 Born: 1941  2012  233 

Director, Island Commuter Corp. (marine transport). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust (since 1988); Trustee, John Hancock Funds II (since 2005).     
 
Peter S. Burgess,2,3 Born: 1942  2012  233 

Consultant (financial, accounting and auditing matters) (since 1999); Certified Public Accountant; 
Partner, Arthur Andersen (independent public accounting firm) (prior to 1999); Director, Lincoln 
Educational Services Corporation (since 2004); Director, Symetra Financial Corporation (since 2010); 
former Director, PMA Capital Corporation (2004–2010). Trustee, John Hancock retail funds (since 2012); 
Trustee, John Hancock Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2005).     
 
William H. Cunningham, Born: 1944  1987  233 

Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas 
System and former President of the University of Texas, Austin, Texas; Director, LIN Television (since 
2009); Chairman (since 2009) and Director (since 2006), Lincoln National Corporation (insurance); 
Director, Resolute Energy Corporation (since 2009); Director, Southwest Airlines (since 2000); former 
Director, Introgen (manufacturer of biopharmaceuticals) (until 2008); former Director, Hicks Acquisition 
Company I, Inc. (until 2007); former Director, Texas Exchange Bank, SSB (formerly Bank of Crowley) 
(until 2009); former Advisory Director, JP Morgan Chase Bank (formerly Texas Commerce Bank–Austin) 
(until 2009). Trustee, John Hancock retail funds (since 1986); Trustee, John Hancock Variable Insurance 
Trust (since 2012); Trustee, John Hancock Funds II (since 2012 and 2005–2006).   
 
Grace K. Fey,2 Born: 1946  2012  233 

Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, 
Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2008).     

 

Annual report | Massachusetts Tax-Free Income Fund  37 

 



Independent Trustees (continued)     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
Theron S. Hoffman,2,3 Born: 1947  2012  233 

Chief Executive Officer, T. Hoffman Associates, LLC (consulting firm) (since 2003); Director, The Todd 
Organization (consulting firm) (2003–2010); President, Westport Resources Management (investment 
management consulting firm) (2006–2008); Senior Managing Director, Partner and Operating Head, 
Putnam Investments (2000–2003); Executive Vice President, The Thomson Corp. (financial and 
legal information publishing) (1997–2000). Trustee, John Hancock retail funds (since 2012); Trustee, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2008).   
 
Deborah C. Jackson, Born: 1952  2008  233 

President, Cambridge College, Cambridge, Massachusetts (since 2011); Chief Executive Officer, 
American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation 
(since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors 
of American Student Assistance Corporation (1996–2009); Board of Directors of Boston Stock Exchange 
(2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). 
Trustee, John Hancock retail funds (since 2008); Trustee of John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Hassell H. McClellan,2 Born: 1945  2012  233 

Associate Professor, The Wallace E. Carroll School of Management, Boston College (since 1984); 
Trustee, Virtus Variable Insurance Trust (formerly Phoenix Edge Series Funds) (since 2008); Director, 
The Barnes Group (since 2010). Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock 
Funds III (2005–2006 and since 2012); Trustee, John Hancock Variable Insurance Trust and   
John Hancock Funds II (since 2005).     
 
Steven R. Pruchansky, Born: 1944  1994  233 

Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (since 2000); Director 
and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First 
American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Director, 
First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, 
Maxwell Building Corp. (until 1991). Trustee (since 1992) and Chairperson of the Board (2011–2012), 
John Hancock retail funds; Trustee and Vice Chairperson of the Board, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2012).   
 
Gregory A. Russo, Born: 1949  2008  233 

Director and Audit Committee Chairman (since 2012) and Member, Audit Committee and Finance 
Committee (since 2011), NCH Healthcare System, Inc. (holding company for multi-entity healthcare 
system); Director and Member of Finance Committee, The Moorings, Inc. (nonprofit continuing care 
community) (since 2012); Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); 
Vice Chairman, Industrial Markets, KPMG (1998–2002); Chairman and Treasurer, Westchester 
County, New York, Chamber of Commerce (1986–1992); Director, Treasurer and Chairman of 
Audit and Finance Committees, Putnam Hospital Center (1989–1995); Director and Chairman of 
Fundraising Campaign, United Way of Westchester and Putnam Counties, New York (1990–1995). 
Trustee, John Hancock retail funds (since 2008); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     

 

38  Massachusetts Tax-Free Income Fund | Annual report 

 



Non-Independent Trustees4     
 
Name, Year of Birth  Trustee  Number of John 
Position(s) held with Fund  of the  Hancock funds 
Principal occupation(s) and other  Trust  overseen by 
directorships during past 5 years  since1  Trustee 
 
James R. Boyle,2 Born: 1959  2012  233 

Senior Executive Vice President, John Hancock Financial Services (1999–2012, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Funds, LLC and John Hancock 
Investment Management Services, LLC (2005–2010). Trustee, John Hancock retail funds (since 2012 and 
2005–2010), Trustee, John Hancock Variable Insurance Trust and John Hancock Funds II (since 2005). 
 
Craig Bromley,2 Born: 1966  2012  233 

President, John Hancock Financial Services (since 2012); Senior Executive Vice President and General 
Manager, U.S. Division, John Hancock Financial Services (since 2012); President and Chief Executive 
Officer, Manulife Insurance Company (Manulife (Japan) (2005–2012), including prior positions). 
Trustee, John Hancock retail funds (since 2012); Trustee, John Hancock Variable Insurance Trust and 
John Hancock Funds II (since 2012).     
 
Warren A. Thomson,2 Born: 1955  2012  233 

Senior Executive Vice President and Chief Investment Officer, Manulife Financial Corporation and The 
Manufacturers Life Insurance Company (since 2009); Chairman and Chief Executive Officer, Manulife 
Asset Management (since 2001, including prior positions); Director (since 2006), and President and 
Chief Executive Officer of Manulife Asset Management Limited (since 2013); Director and Chairman, 
Hancock Natural Resources Group, Inc. (since 2013).     
 
Principal officers who are not Trustees     
 
Name, Year of Birth    Officer 
Position(s) held with Fund    of the 
Principal occupation(s) and other    Trust 
directorships during past 5 years    since 
 
Hugh McHaffie, Born: 1959    2012 

President     
Executive Vice President, John Hancock Financial Services (since 2006, including prior positions); 
Chairman and Director, John Hancock Advisers, LLC, John Hancock Investment Management Services, 
LLC and John Hancock Funds, LLC (since 2010); President, John Hancock Advisers, LLC (since 2012); 
President, John Hancock Investment Management Services, LLC (since 2010). President (since 2012) and 
former Trustee (2010–2012), John Hancock retail funds; President, John Hancock Variable Insurance 
Trust and John Hancock Funds II (since 2009).     
 
Andrew G. Arnott, Born: 1971    2009 

Executive Vice President     
Senior Vice President, John Hancock Financial Services (since 2009); Executive Vice President, 
John Hancock Advisers, LLC (since 2005); Executive Vice President, John Hancock Investment 
Management Services, LLC (since 2006); President, John Hancock Funds, LLC (since 2004, including 
prior positions); Executive Vice President, John Hancock retail funds (since 2007, including prior 
positions); Executive Vice President, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007, including prior positions).     
 
Thomas M. Kinzler, Born: 1955    2006 

Secretary and Chief Legal Officer     
Vice President, John Hancock Financial Services (since 2006); Secretary and Chief Legal Counsel, 
John Hancock Funds, LLC (since 2007); Secretary and Chief Legal Officer, John Hancock retail funds, 
John Hancock Variable Insurance Trust and John Hancock Funds II (since 2006).   

 

Annual report | Massachusetts Tax-Free Income Fund  39 

 



Principal officers who are not Trustees (continued)   
 
Name, Year of Birth  Officer 
Position(s) held with Fund  of the 
Principal occupation(s) and other  Trust 
directorships during past 5 years  since 
 
Francis V. Knox, Jr., Born: 1947  2005 

Chief Compliance Officer   
Vice President, John Hancock Financial Services (since 2005); Chief Compliance Officer, John Hancock 
retail funds, John Hancock Variable Insurance Trust, John Hancock Funds II, John Hancock Advisers, 
LLC and John Hancock Investment Management Services, LLC (since 2005); Vice President and Chief 
Compliance Officer, John Hancock Asset Management a division of Manulife Asset Management (US) 
LLC (2005–2008).   
 
Charles A. Rizzo, Born: 1957  2007 

Chief Financial Officer   
Vice President, John Hancock Financial Services (since 2008); Senior Vice President, John Hancock   
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2008); Chief Financial 
Officer, John Hancock retail funds, John Hancock Variable Insurance Trust and John Hancock Funds II 
(since 2007).   
 
Salvatore Schiavone, Born: 1965  2010 

Treasurer   
Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock 
Advisers, LLC and John Hancock Investment Management Services, LLC (since 2007); Treasurer,   
John Hancock retail funds (since 2007, including prior positions); Treasurer, John Hancock Variable   
Insurance Trust and John Hancock Funds II (since 2010 and 2007–2009, including prior positions).   

 

John Hancock retail funds is comprised of John Hancock Funds III and 34 other John Hancock funds consisting of 24 series of other John Hancock trusts and 10 closed-end funds.

The business address for all Trustees and Officers is 601 Congress Street, Boston, Massachusetts 02210-2805.

The Statement of Additional Information of the Fund includes additional information about members of the Board of Trustees of the Trust and is available without charge, upon request, by calling 1-800-225-5291.

1 Each Trustee holds office until his or her successor is elected and qualified, or until the Trustee’s death, retirement, resignation or removal.

2 Became a Trustee of the Trust effective December 1, 2012.

3 Member of Audit Committee.

4 Because Messrs. Bromley and Thomson are senior executives or directors and Mr. Boyle held prior positions as a senior executive and director of the Advisor and/or its affiliates, each of them is considered an “interested person,” as defined in the Investment Company Act of 1940, of the Trust.

40  Massachusetts Tax-Free Income Fund | Annual report 

 



More information

Trustees  Investment advisor 
James M. Oates, Chairman  John Hancock Advisers, LLC 
Steven R. Pruchansky, Vice Chairman   
Charles L. Bardelis*  Subadvisor 
James R. Boyle  John Hancock Asset Management a division of 
Craig Bromley  Manulife Asset Management (US) LLC 
Peter S. Burgess* 
William H. Cunningham  Principal distributor 
Grace K. Fey  John Hancock Funds, LLC 
Theron S. Hoffman* 
Deborah C. Jackson  Custodian 
Hassell H. McClellan  State Street Bank and Trust Company 
Gregory A. Russo 
Warren A. Thomson  Transfer agent 
  John Hancock Signature Services, Inc. 
Officers 
Hugh McHaffie  Legal counsel 
President  K&L Gates LLP 
 
Andrew G. Arnott  Independent registered 
Executive Vice President  public accounting firm 
  PricewaterhouseCoopers LLP 
Thomas M. Kinzler   
Secretary and Chief Legal Officer   
 
Francis V. Knox, Jr.   
Chief Compliance Officer   
 
Charles A. Rizzo   
Chief Financial Officer   
 
Salvatore Schiavone   
Treasurer   
 
*Member of the Audit Committee   
†Non-Independent Trustee   

 

The fund’s proxy voting policies and procedures, as well as the fund’s proxy voting record for the most recent twelve-month period ended June 30, are available free of charge on the Securities and Exchange Commission (SEC) website at sec.gov or on our website.

The fund’s complete list of portfolio holdings, for the first and third fiscal quarters, is filed with the SEC on Form N-Q. The fund’s Form N-Q is available on our website and the SEC’s website, sec.gov, and can be reviewed and copied (for a fee) at the SEC’s Public Reference Room in Washington, DC. Call 800-SEC-0330 to receive information on the operation of the SEC’s Public Reference Room.

We make this information on your fund, as well as monthly portfolio holdings, and other fund details available on our website at jhfunds.com or by calling 800-225-5291.

You can also contact us:     
800-225-5291  Regular mail:  Express mail: 
jhfunds.com  John Hancock Signature Services, Inc.  John Hancock Signature Services, Inc. 
  P.O. Box 55913  Mutual Fund Image Operations 
  Boston, MA 02205-5913  30 Dan Road 
    Canton, MA 02021 

 

Annual report | Massachusetts Tax-Free Income Fund  41 

 




800-225-5291
800-554-6713 TDD
800-338-8080 EASI-Line
jhfunds.com


www.jhfunds.com/edelivery

This report is for the information of the shareholders of John Hancock Massachusetts Tax-Free Income Fund.   
It is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus.  77A 5/13 
MF146656  7/13 

 


ITEM 2. CODE OF ETHICS.

As of the end of the year, May 31, 2013, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Chief Executive Officer, Chief Financial Officer and Treasurer (respectively, the principal executive officer, the principal financial officer and the principal accounting officer, the “Covered Officers”). A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Effective December 12, 2012, Peter S. Burgess is the audit committee financial expert and is “independent”, pursuant to general instructions on Form N-CSR Item 3.

Prior to December 12, 2012, Gregory A. Russo was the audit committee financial expert and was “independent”, pursuant to general instructions on Form N-CSR Item 3.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) Audit Fees

The aggregate fees billed for professional services rendered by the principal accountant for the audits of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements amounted to the following for the fiscal years ended May 31, 2013 and 2012. These fees were billed to the registrant and were approved by the registrant’s audit committee.

Fund    May 31, 2013    May 31, 2012 

John Hancock Massachusetts Tax-Free Income Fund  $  31,405  $  30,534 

John Hancock New York Tax-Free Income Fund    31,406    30,535 

Total  $  62,811  $  61,069 

(b) Audit-Related Services

Audit-related fees for assurance and related services by the principal accountant are billed to the registrant or to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser ("control affiliates") that provides ongoing services to the registrant. The nature of the services provided was affiliated service provider internal controls reviews. Amounts billed to the registrant were as follows:

Fund    May 31, 2013    May 31, 2012 

John Hancock Massachusetts Tax-Free Income Fund  $  738  $  783 

John Hancock New York Tax-Free Income Fund    738    783 

Total  $  1,476  $  1,566 

Amounts billed to control affiliates were $99,637 and $96,255 for the fiscal years ended May 31, 2013 and 2012, respectively.

(c) Tax Fees

The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice and tax planning (“tax fees”) amounted to the following for the fiscal years ended May 31, 2013 and 2012. The nature of the services comprising the tax fees was the review of the registrant’s tax returns and tax distribution requirements. These fees were billed to the registrant and were approved by the registrant’s audit committee.



Fund    May 31, 2013    May 31, 2012 

John Hancock Massachusetts Tax-Free Income Fund  $  2,942  $  2,856 

John Hancock New York Tax-Free Income Fund    2,942    2,856 

Total  $  5,884  $  5,712 

(d) All Other Fees

Other fees billed for professional services rendered by the principal accountant to the registrant or to the control affiliates for the fiscal years ended May 31, 2013 and 2012 amounted to the following:

Fund    May 31, 2013    May 31, 2012 

John Hancock Massachusetts Tax-Free Income Fund  $  167  $  199 

John Hancock New York Tax-Free Income Fund    167    200 

Total  $  334  $  399 

(e)(1) Audit Committee Pre-Approval Policies and Procedures:

The trust’s Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm (the “Auditor”) relating to the operations or financial reporting of the funds. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The trust’s Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee’s consideration of audit-related and non-audit services by the Auditor. The policies and procedures require that any audit-related and non-audit service provided by the Auditor and any non-audit service provided by the Auditor to a fund service provider that relates directly to the operations and financial reporting of a fund are subject to approval by the Audit Committee before such service is provided. Audit-related services provided by the Auditor that are expected to exceed $25,000 per year/per fund are subject to specific pre-approval by the Audit Committee. Tax services provided by the Auditor that are expected to exceed $30,000 per year/per fund are subject to specific pre-approval by the Audit Committee.

All audit services, as well as the audit-related and non-audit services that are expected to exceed the amounts stated above, must be approved in advance of provision of the service by formal resolution of the Audit Committee. At the regularly scheduled Audit Committee meetings, the Committee reviews a report summarizing the services, including fees, provided by the Auditor.

(e)(2) Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

Audit-Related Fees, Tax Fees and All Other Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

(f) According to the registrant’s principal accountant for the fiscal year ended May 31, 2013, the percentage of hours spent on the audit of the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons who were not full-time, permanent employees of principal accountant was less than 50%.

(g) The aggregate non-audit fees billed by the registrant’s principal accountant for non-audit services rendered to the registrant and rendered to the registrant's control affiliates for the fiscal years ended May 31, 2013 and 2012 amounted to the following:

Trust    May 31, 2013    May 31, 2012 

John Hancock Tax-Exempt Series Fund  $  2,842,141  $  3,337,357 

 



(h) The audit committee of the registrant has considered the non-audit services provided by the registrant’s principal accountant to the control affiliates and has determined that the services that were not pre-approved are compatible with maintaining the principal accountant’s independence.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

The registrant has a separately-designated standing audit committee comprised of independent trustees. Effective December 12, 2012, the members of the audit committee are as follows:

Peter S. Burgess - Chairman
Charles L. Bardelis
Theron S. Hoffman

Prior to December 12, 2012, the members of the audit committee were as follows:

Gregory A. Russo - Chairman
Dr. John A. Moore
Steven R. Pruchansky

ITEM 6. SCHEDULE OF INVESTMENTS.

(a) Not applicable.
(b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The registrant has adopted procedures by which shareholders may recommend nominees to the registrant's Board of Trustees. A copy of the procedures is filed as an exhibit to this Form N-CSR. See attached “John Hancock Funds – Nominating, Governance and Administration Committee Charter”.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this Form N-CSR, the registrant's principal executive officer and principal financial officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.



(b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

ITEM 12. EXHIBITS.

(a)(1) Code of Ethics for Covered Officers is attached.

(a)(2) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

(b)(1) Separate certifications for the registrant's principal executive officer and principal financial officer, as required by 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule 30a-2(b) under the Investment Company Act of 1940, are attached. The certifications furnished pursuant to this paragraph are not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certifications are not deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the Registrant specifically incorporates them by reference.

(c)(1) Submission of Matters to a Vote of Security Holders is attached. See attached “John Hancock Funds – Nominating, Governance and Administration Committee Charter”.

(c)(2) Contact person at the registrant.



SIGNATURES 

Pursuant to the requirements of the Securities Exchange Act of 1934 and 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.

John Hancock Tax-Exempt Series Fund

By:  /s/ Hugh McHaffie 
  ------------------------------ 
Hugh McHaffie
  President 
 
Date:  July 25, 2013 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:  /s/ Hugh McHaffie 
  ------------------------------ 
Hugh McHaffie
  President 
 
Date:  July 25, 2013 
 
 
 
By:  /s/ Charles A. Rizzo 
  -------------------------------- 
Charles A. Rizzo
  Chief Financial Officer 
 
 
Date:  July 25, 2013