THE TORONTO-DOMINION BANK 03/04/2008 AGM
1.1Re-elect William E. BennettFor
1.2Re-elect Hugh J. BoltonFor
1.3Re-elect John L. BraggFor
1.4Re-elect W. Edmund ClarkFor
1.5Re-elect Wendy K. DobsonFor
1.6Re-elect Donna M. HayesFor
1.7Re-elect Henry H. KetchamWithhold
1.8Re-elect Pierre H. LessardWithhold
1.9Re-elect Harold H. MacKayFor
1.10Re-elect Brian F. MacNeillWithhold
1.11Re-elect Irene R. MillerFor
1.12Elect Nadir H. MohamedFor
1.13Re-elect Roger PhillipsWithhold
1.14Re-elect Wilbur J. PrezzanoWithhold
1.15Re-elect William J. RyanFor
1.16Re-elect Helen K. SinclairWithhold
1.17Re-elect John M. ThompsonWithhold
2Appoint the auditorsFor
3Shareholder proposal requesting an advisory vote on the report of the Management Resources CommitteeFor
4Shareholder proposal to consider director nominees' ability to represent shareholdersOppose
5Shareholder proposal to re-examine executive compensation for proper disclosureOppose
6Shareholder proposal to shift executive compensation to charitable purposesOppose
7Shareholder proposal requesting majority voting to be given full effectFor
8Shareholder proposal requesting a 10% increase in the dividend paid to shareholders who hold their securities for more than 2 yearsFor
9Shareholder proposal requesting shares to receive voting rights after being held for at least one yearOppose
10Shareholder proposal requesting to increase employee pension contributions in a merger or acquisitionOppose
11Shareholder proposal to achieve gender parity on the boardOppose
12Shareholder proposal to disclose ratio of highest compensation to average compensationFor
13Shareholder proposal requesting prior shareholder approval of compensation policy for executive officers and fees paid to members of the boardOppose
14Shareholder proposal to restrict exercise of options to end of tenureOppose
15Shareholder proposal to disclose investments in hedge funds and subprime mortgage loansOppose
16Shareholder proposal requesting cumulative votingOppose
17Shareholder proposal amending the company's Supplemental Executive Retirement Plan PolicyFor