Share Information

Common Shares

Dividends and Dividend Dates for Fiscal 2016 and Q1 Fiscal 2017

Amounts and dates subject to declaration by the Board of Directors:

Designation of Eligible Dividends

TD for the purposes of the Income Tax Act, Canada and any similar provincial legislation advises that all of its dividends paid in 2006 are eligible dividends and all dividends paid thereafter will be eligible dividends unless indicated otherwise.

Dividend Restrictions

TD is prohibited by the Bank Act from declaring dividends on its preferred or common shares if there are reasonable grounds for believing that TD is, or the payment would cause TD to be, in contravention of the capital adequacy and liquidity regulations of the Bank Act or directions of the Superintendent of Financial Institutions Canada. TD does not anticipate that this condition will restrict it from paying dividends in the normal course of business.

TD is also restricted in the event that TD Capital Trust III fails to pay semi-annual distributions in full to holders of TD Capital Trust III Securities - Series 2008, or TD Capital Trust IV fails to pay semi-annual interest in full to holders of TD Capital Trust IV Notes. In addition, the ability to pay dividends on its common shares without the approval of the holders of the outstanding preferred shares is restricted unless all dividends on the preferred shares have been declared and paid or set apart for payment. Currently, these limitations do not restrict the payment of dividends on preferred or common shares.

Historical Dividend Information

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Dividend Reinvestment Plan

Holders of TD common shares have the option to participate in TD's Dividend Reinvestment Plan (the "Plan"). Dividends are normally paid either by cheque or deposited to the shareholder's account. The Plan provides you with a convenient method of reinvesting cash dividends in additional common shares of TD.

Dividends paid on common shares are used to purchase additional common shares. Registered shareholders who enrol in the Plan and have TD common shares registered in their names can choose the percentage of their common shares that they would like to have enroled in the Plan. Non-registered shareholders, who hold TD common shares in an account with a broker, financial institution or other intermediary, should consult their intermediary if they wish to participate in the Plan. U.S. resident non-registered shareholders who hold TD common shares through an intermediary will be required to have such shares transferred into their own name or into a specific segregated registered account with an intermediary, with the concurrence of such intermediary, in order to become a participant in the Plan.

The common shares will be purchased either at the market price on the open market or at the Average Market Price when purchased from the treasury of TD. There may also be a discount of up to 5% to the Average Market Price if TD issues the common shares from treasury. TD will announce by way of press release and in dividend announcements whether common shares purchased under the Plan will be purchased on the open market or from treasury, and any applicable discount if shares are issued from treasury.

There will be no brokerage or administrative fees charged by TD or CST Trust Company or such other agent as may be appointed from time to time (the "Plan Agent") for participation in the Plan.

For participants resident in Canada, dividends reinvested are taxable in the same manner as cash dividends and as such currently benefit from the dividend tax credit. Shareholders should consult their tax advisers about the tax consequences which will result from their participation in the Plan.

Holders of common shares of TD who hold their shares through a broker or other intermediary should consult with that party. In order to facilitate the Plan the administrative practices of such parties vary and may affect the manner in which such holders may be able to participate in the Plan. In addition, due to the administrative practices of the intermediaries, the various dates by which actions must be taken by holders as set out in the Plan may not be the same dates as are required by the intermediary.

For additional information on participation in the Plan or on enrolling in the Plan, please click on the links below.

For Registered shareholders to enrol in the Plan, please print the attached form and send to CST Trust Company. The transfer agent was formerly CIBC Mellon Trust Company.

Questions about the Plan

Preferred Shares

Subject to declaration by the Board of Directors, the dividend amounts per preferred share are as follows:

¹ For the period from July 31, 2013 to July 31, 2018.

² For the period from October 31, 2015 to January 31, 2015.

³ For the period from October 31, 2013 to October 31, 2018.

⁴ For the period from October 31, 2015 to January 31, 2015.

⁵ For the period from October 31, 2014 to October 31, 2019.

⁶ For the period from July 31, 2014 to July 31, 2019.

⁷ For the period from April 30, 2015 to January 31, 2020.

⁸ For the period from July 31, 2015 to July 31, 2020.

⁹ For the period from July 31, 2015 to October 31, 2020.

Designation of Eligible Dividends

TD for the purposes of the Income Tax Act, Canada and any similar provincial legislation advises that all of its dividends paid in 2006 are eligible dividends and all dividends paid hereafter will be eligible dividends unless indicated otherwise.

Dividend Dates for Fiscal 2016 and Q1 Fiscal 2017
Subject to declaration by the Board of Directors:

Dividend Restrictions

TD is prohibited by the Bank Act from declaring dividends on its preferred or common shares if there are reasonable grounds for believing that TD is, or the payment would cause TD to be, in contravention of the capital adequacy and liquidity regulations of the Bank Act or directions of the Superintendent of Financial Institutions Canada. TD does not anticipate that this condition will restrict it from paying dividends in the normal course of business.

TD is also restricted in the event that TD Capital Trust III fails to pay semi-annual distributions in full to holders of TD Capital Trust III - Series 2008, or TD Capital Trust IV fails to pay semi-annual interest in full to holders of TD Capital Trust IV Notes. In addition, the ability to pay dividends on its common shares without the approval of the holders of the outstanding preferred shares is restricted unless all dividends on the preferred shares have been declared and paid or set apart for payment. Currently, these limitations do not restrict the payment of dividends on preferred or common shares.

Information as of December 3, 2015