SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934
Filed by the Registrant þ
Filed by a Party other than the Registrant o
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Check the appropriate box: |
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to §240.14a-12 |
JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the appropriate box): |
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which transaction applies: |
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Aggregate number of securities to which transaction applies: |
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act
Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was
determined): |
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Proposed maximum aggregate value of transaction: |
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Total fee paid: |
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Fee paid previously with preliminary materials: |
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Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing. |
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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
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Filing Party: |
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Date Filed: |
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John Hancock Tax-Advantaged Dividend Income Fund
601 Congress Street
Boston, MA 02210-2805
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![(JOHN HANCOCK LOGO)](b69149a1b6914900.gif) |
March 11, 2008
Dear Shareholder of
John Hancock Tax-Advantaged Dividend Income Fund:
The funds annual shareholder meeting will be held at the funds offices, 601 Congress Street,
Boston, Massachusetts, on Monday, March 31, 2008, at 10:00 a.m. Eastern Time. We urge you to
immediately vote the enclosed GOLD proxy card to reelect James F. Carlin and William H. Cunningham
to your Board of Trustees.
Messrs. Carlin and Cunningham are very experienced in overseeing closed-end funds. They have a
proven track record of protecting the long-term interests of all shareholders. Thanks to the
leadership of the existing Board:
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Your fund produces attractive distributions, majority of
which are designed to qualify for a maximum 15% federal
income tax rate your funds distribution rate was 8.92% based on the funds February 29,
2008 market value (an 8% distribution taxed at 15% is comparable to a
10% distribution taxed
at the maximum federal rate of 35%). |
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Your funds net expenses, paid by fund shareholders, are consistently below the median of
its Lipper peer group. |
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Your funds NAV discount of 5.93% as of February 29, 2008 places it in the upper half of
its Lipper peer group or 85 basis points (0.85%) better than the Lipper peer group average. |
Your Board has taken steps that continue to show improved discounts as reflected on the chart
below.
You may have received another proxy from a hedge fund called Western Investment LLC trying to
unseat Messrs. Carlin and Cunningham with two dissident candidates. Do NOT vote its proxy.
Western Investment LLC has a history of initiating a proxy contest shortly after acquiring a
sizeable stake in a fund. We believe that the hedge fund is interested in a short-term liquidity
event that it can leverage to make a quick profit at the expense of long-term shareholders. If you
have previously returned any proxy card sent to you by Western Investment LLC, you can still revoke
your vote by voting the GOLD proxy card.
PLEASE VOTE THE GOLD PROXY CARD TO SUPPORT YOUR FUNDS LONG-TERM INVESTMENT STRATEGIES OF
TAX-ADVANTAGED DIVIDEND INCOME.
Very truly yours,
Keith
Hartstein,
President
Your Vote Is Very Important Please Vote Your Shares Promptly
There are 3 Ways to Vote:
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By executing the enclosed GOLD proxy card |
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By telephone |
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By Internet |
Instructions for executing proxy card:
Sign, date and mail the enclosed GOLD proxy card.
Instructions for voting by telephone or internet:
If you hold your shares in a brokerage or bank account (in street name), you can also vote by
telephone or internet.
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To vote by telephone:
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call 1-800-454-8683 |
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To vote by internet:
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visit www.proxyvote.com |
Please consult the GOLD proxy card and the materials you receive from your broker or bank for
further information.
Your Board of Trustees recommends that you vote to re-elect the two experienced Trustees of your
fund. Your fund has filed a proxy statement with the Securities and Exchange Commission regarding
the matters to be acted upon at the 2008 Annual Meeting. Shareholders are urged to carefully
review the proxy statement and your funds other proxy materials, when available, because they
contain important information. This letter may be deemed to be solicitation material with respect
to the proxy statement. Investors may obtain a free copy of the proxy statement and other proxy
materials (when available) at the Securities and Exchange Commissions web site at www.sec.gov.
Investors may also obtain free copies of the proxy
statement and other documents filed by your fund in connection with the Annual Meeting by directing
a request to:
The Altman Group
1200 Wall Street West
Lyndhurst, NJ 07071
(866) 745-0264
(toll free)
Please do NOT send back any WHITE proxy card you receive, even to vote against the
dissident slate. Doing so will cancel any prior vote you cast for your current Board. Please
return only the GOLD proxy card. If you have already returned a WHITE proxy card, you have
the right to change your vote. You can still support your Board by returning a GOLD proxy
card. Only your latest dated proxy card will count.
The performance data contained within this material represents past performance, which does not
guarantee future results. Performance, especially for short time periods, should not be the sole
factor in making your investment decision. Statements in this letter that are not historical facts
are forward-looking statements as defined by United States securities laws. You should exercise
caution in interpreting and relying on forward-looking statements because they are subject to
uncertainties and other factors which are, in some cases, beyond the funds control and could cause
actual results to differ materially from those set forth in the forward-looking statements.