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Shareholder Information

Voting Results

Annual Meeting of Common Shareholders
of the Toronto-Dominion Bank
Thursday, March 25, 2004
9:30 a.m. Mountain Standard Time
Edmonton, Alberta

Full details of the matters for shareholder action can be viewed by accessing the Management Proxy Circular for the meeting. (PDF format, 544 KB)

The Directors of the Bank recommended that Shareholders vote FOR the matters 1, 2 and 3 below:

1. Election of Directors

  For
(%)
Withheld
(%)
    For
(%)
Withheld
(%)
Hugh J. Bolton 99.90 0.10     Brian F. MacNeill 99.87 0.13  
W. Edmund Clark 99.97 0.03     Roger Phillips 99.89 0.11  
Marshall A. Cohen 99.75 0.25     Wilbur J. Prezzano 99.94 0.06  
Wendy K. Dobson 99.97 0.03     Helen K. Sinclair 99.85 0.15  
Darren Entwistle 62.48 37.55     Donald R. Sobey 99.80 0.20  
Donna M. Hayes 99.95 0.05     Michael D. Sopko 66.12 33.88  
Henry H. Ketcham 99.96 0.04     John M. Thompson 99.98 0.02  
Pierre H. Lessard 99.87 0.13            

Each of the fifteen (15) nominees listed in the Management Proxy Circular were elected as directors of The Toronto-Dominion Bank for the ensuing year or until their successors are elected or appointed.

2. Appointment of Auditors named in the Management Proxy Circular

For
(%)
Withheld
(%)
  97.66 2.34

The auditors listed in the Management Proxy Circular were appointed as auditors of The Toronto-Dominion Bank for the ensuing year or until their successors are appointed.

3. Amendment to By-law No. 1

For
(%)
Against
(%)
  98.00 2.00

The amendment to By-law No. 1 listed in the Management Proxy Circular was confirmed by a special resolution of the shareholders of The Toronto-Dominion Bank.

The Directors of the Bank recommended that Shareholders vote AGAINST matters 4, 5 and 6 below:

4. Shareholder Proposal A

For
(%)
Against
(%)
(Prohibit CEO from serving on boards of other publicly traded companies) 2.42 97.58

5. Shareholder Proposal B

For
(%)
Against
(%)
(Disclosure with respect to executive pension benefits and plans) 28.12 71.88

6. Shareholder Proposal C

For
(%)
Against
(%)
(Ten days' prior notice of trading in Bank securities by insiders) 5.40 94.60

Anyone wishing additional information on the vote results may call Shareholder Relations at (416) 944-6367 or tollfree at (866) 756-8936 or by Email at tdshinfo@td.com.

View the voting results in PDF format (92 KB)