Form 6-K
 

FORM 6-K


SECURITIES AND EXCHANGE COMMISSION
450, 5th Street
Washington, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
 
For the month of March, 2006.
 
The Toronto-Dominion Bank
(Translation of registrant's name into English)
 
c/o General Counsel’s Office
P.O. Box 1, Toronto Dominion Centre,
Toronto, Ontario, M5K 1A2
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F o
Form 40-F x 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o
No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-                      
 
 
 
FORM 6-K

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
THE TORONTO-DOMINION BANK
       
       
DATE: March 30, 2006
By:
/s/ Norie Campbell
   
Name:
Norie Campbell
   
Title:
Vice President, Legal
 
 

ANNUAL MEETING OF COMMON SHAREHOLDERS
OF THE TORONTO-DOMINION BANK
THURSDAY, MARCH 30, 2006 - 9:30 A.M. PACIFIC STANDARD TIME
VANCOUVER, BRITISH COLUMBIA

VOTING RESULTS:
This report on the voting results of the 150th annual meeting of common shareholders of The Toronto-Dominion Bank is made in accordance with section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations. Full details of the matters for shareholder action can be viewed by accessing the Management Proxy Circular for the meeting at (http://www.td.com/investor/2006/proxy.pdf).

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

1.  Election of Directors
 
For (%)
Withheld (%)
  
For (%)
Withheld (%)
William E. Bennett
99.7
0.3
Pierre H. Lessard
95.0
5.0
Hugh J. Bolton
99.6
0.4
Harold H. MacKay
99.8
0.2
John L. Bragg
99.7
0.3
Brian F. MacNeill
95.0
5.0
W. Edmund Clark
99.7
0.3
Roger Phillips
99.7
0.3
Wendy K. Dobson
99.7
0.3
Wilbur J. Prezzano
95.0
5.0
Darren Entwistle
99.5
0.5
William J. Ryan
99.7
0.3
Donna M. Hayes
99.7
0.3
Helen K. Sinclair
95.0
5.0
Henry H. Ketcham
99.7
0.3
John M. Thompson
95.1
4.9

Each of the sixteen (16) 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 Auditor named in the Management Proxy Circular
For (%)
Withheld (%)
 
99.6
0.4 

The auditor listed in the Management Proxy Circular was appointed as auditor of The Toronto-Dominion Bank for the ensuing year or until its successor is appointed.

The Directors of the Bank recommended that Shareholders vote AGAINST matters 3 - 5 below:

3.  Shareholder Proposal A
For (%)
Against (%)
It is proposed that the Bank incorporate in its annual report the financial statements of its subsidiaries in tax havens.
2.4
97.6
 
 
 
 
 
 
 4.  Shareholder Proposal B
For (%)
Against (%)
It is proposed that any increase in the remuneration of senior officers, as well as the granting of stock options, pensions and severance pay, be previously submitted to the approval of shareholders prior to their coming into force.
7.1
92.9
 
5.   Shareholder Proposal C
For (%)
Against (%)
Persons tainted by judicial findings of unethical behaviour are not eligible to serve as Directors of the Toronto-Dominion Bank.
2.9
97.1


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