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The Toronto-Dominion Bank

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The Toronto-Dominion Bank ANNUAL INFORMATION FORM The Toronto-Dominion Bank Toronto-Dominion Centre Toronto, Ontario, Canada M5K 1A2 December 1, 2010 Documents Incorporated by Reference Portions of the Annual Information Form (“AIF”) are disclosed in the Bank’s annual consolidated financial statements (“Annual Financial Statements”) and management’s discussion and analysis for the year ended October 31, 2010 (the “2010 MD&A”) and are incorporated by reference into the AIF. Page reference Page/Incorporated by Reference From Annual Information Annual Financial Form Statements 2010 MD&A_ CORPORATE STRUCTURE Name, Address and Incorporation ...................................................... 4 Intercorporate Relationships............................................................... 4 GENERAL DEVELOPMENT OF THE BUSINESS Three Year History.............................................................................. 4 2-32 DESCRIPTION OF THE BUSINESS Review of Business, including Foreign Operations ............................ 4-8 16-34 Investment in TD Ameritrade .............................................................. 22, 66 24, 55, 76 Competition......................................................................................... 56 Intangible Properties........................................................................... 32 Average Number of Employees.......................................................... 6 Lending ............................................................................................... 37-47, 60-72 Reorganizations.................................................................................. 6 Social and Environmental Policies...................................................... 75-76 Risk Factors........................................................................................ 6 56-76 DIVIDENDS Dividends per Share for the Bank....................................................... 8 Dividends for TD Ameritrade Holding Corporation ............................. 8 Dividend Policy and Restrictions for The Toronto-Dominion Bank..... 36-40 50 CAPITAL STRUCTURE Common Shares ................................................................................ 9 38 Preferred Shares ................................................................................ 9 36-40 Constraints.......................................................................................... 10 Ratings................................................................................................ 10 MARKET FOR SECURITIES OF THE BANK Market Listings.................................................................................... 13 Trading Price and Volume .................................................................. 13 Prior Sales.......................................................................................... 16 DIRECTORS AND OFFICERS Directors and Board Committees of the Bank .................................... 16 Audit Committee................................................................................. 19 Executive Officers of the Bank............................................................ 21 Shareholdings of Directors and Executive Officers ............................ 21 Additional Disclosure for Directors and Executive Officers................. 21 Pre-Approval Policies and Shareholders’ Auditor Service Fees......... 22 LEGAL PROCEEDINGS AND REGULATORY ACTIONS Legal Proceedings .............................................................................. 23 Regulatory Actions.............................................................................. 23 INTEREST OF MANAGEMENT AND OTHERS IN MATERIAL TRANSACTIONS............................................................. 24 TRANSFER AGENTS AND REGISTRARS Transfer Agent .................................................................................... 24 Co-transfer Agent and Registrar......................................................... 24 INTERESTS OF EXPERTS Names of Experts ............................................................................... 24 Interest of Experts............................................................................... 25 ADDITIONAL INFORMATION ................................................................ 25 Unless otherwise specified, this AIF presents information as at October 31, 2010. - 2 - Caution regarding Forward-Looking Statements From time to time, the Bank makes written and/or oral forward-looking statements, including in this document, in other filings with Canadian regulators or the U.S. Securities and Exchange Commission, and in other communications. In addition, representatives of the Bank may make forward-looking statements orally to analysts, investors, the media and others. All such statements are made pursuant to the “safe harbour” provisions of, and are intended to be forward-looking statements under, applicable Canadian and U.S. securities legislation, including the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements made in this document, the Bank’s 2010 MD&A under the headings “Economic Summary and Outlook” and, for each business segment, “Business Outlook and Focus for 2011” and in other statements regarding the Bank’s objectives and priorities for 2011 and beyond and strategies to achieve them, and the Bank’s anticipated financial performance. Forward-looking statements are typically identified by words such as “will”, “should”, “believe”, “expect”, “anticipate”, “intend”, “estimate”, “plan”, “may” and “could”. By their very nature, these statements require the Bank to make assumptions and are subject to inherent risks and uncertainties, general and specific. Especially in light of the uncertainty related to the financial, economic and regulatory environments, such risks and uncertainties – many of which are beyond the Bank’s control and the effects of which can be difficult to predict – may cause actual results to differ materially from the expectations expressed in the forward-looking statements. Risk factors that could cause such differences include: credit, market (including equity, commodity, foreign exchange and interest rate), liquidity, operational, reputational, insurance, strategic, regulatory, legal, environmental and other risks, all of which are discussed in the 2010 MD&A. Additional risk factors include the impact of recent U.S. legislative developments, as discussed under “Significant Events in 2010” in the “How we Performed” section of the 2010 MD&A; changes to and new interpretations of capital and liquidity guidelines and reporting instructions; increased funding costs for credit due to market illiquidity and competition for funding; and the failure of third parties to comply with their obligations to the Bank or its affiliates relating to the care and control of information. We caution that the preceding list is not exhaustive of all possible risk factors and other factors could also adversely affect the Bank’s results. For more detailed information, please see the “Risk Factors and Management” section of the 2010 MD&A, starting on page 56. All such factors should be considered carefully, as well as other uncertainties and potential events, and the inherent uncertainty of forward-looking statements, when making decisions with respect to the Bank and we caution readers not to place undue reliance on the Bank’s forward-looking statements. Material economic assumptions underlying the forward-looking statements contained in this document are set out in the 2010 MD&A under the headings “Economic Summary and Outlook” and, for each business segment, “Business Outlook and Focus for 2011”, as updated in subsequently filed quarterly Reports to Shareholders. Any forward-looking statements contained in this document represent the views of management only as of the date hereof and are presented for the purpose of assisting the Bank’s shareholders and analysts in understanding the Bank’s financial position, objectives and priorities and anticipated financial performance as at and for the periods ended on the dates presented, and may not be appropriate for other purposes. The Bank does not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by or on its behalf, except as required under applicable securities legislation. - 3 - CORPORATE STRUCTURE Name, Address and Incorporation The Toronto-Dominion Bank and its subsidiaries are collectively known as “TD Bank Group” (the “Bank” or “TD”). The Bank, a Schedule 1 chartered bank subject to the provisions of the Bank Act of Canada (the “Bank Act”), was formed on February 1, 1955 through the amalgamation of The Bank of Toronto (chartered in 1855) and The Dominion Bank (chartered in 1869). The Bank’s head office is located at Toronto-Dominion Centre, King Street West and Bay Street, Toronto, Ontario, M5K 1A2. Intercorporate Relationships Information about the intercorporate relationships among the Bank and its principal subsidiaries is provided in Appendix “A” to this AIF. GENERAL DEVELOPMENT OF THE BUSINESS Three Year History As at October 31, 2010, the Bank was the second largest Canadian bank in terms of market capitalization. TD Bank Group is the sixth largest bank in North America by branches and serves approximately 19 million customers in four key businesses operating in a number of locations in key financial centres around the globe: Canadian Personal and Commercial Banking, including
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