Offering Advisor Series, F-Series, T-Series and S-Series Securities (as indicated) of:

July 27, 2011

Money Market Funds(2)

TD Canadian Money Market Fund(1)

TD Premium Money Market Fund

Fixed Income Funds(1)(2)

TD Ultra Short Term Bond FundTD Short Term Bond FundTD Mortgage FundTD Canadian Bond FundTD Income Advantage Portfolio(3)(4)

TD Canadian Core Plus Bond FundTD Corporate Bond Capital Yield FundTD Real Return Bond FundTD Global Bond FundTD High Yield Bond Fund(3)(4)

Balanced Funds(1)(2)

TD Monthly Income Fund(3)(4)

TD U.S. Monthly Income Fund(3)(4)

TD Balanced Income FundTD Diversified Monthly Income Fund(3)(4)

TD Balanced Growth FundTD Dividend Income Fund(3)(4)

Canadian Equity Funds(1)(2)

TD Dividend Growth Fund(3)(4)

TD Canadian Blue Chip Equity FundTD Canadian Equity FundTD Canadian Value FundTD Canadian Small-Cap Equity Fund

U.S. Equity Funds(1)(2)

TD North American Dividend FundTD U.S. Blue Chip Equity FundTD U.S. Large-Cap Value FundTD U.S. Large-Cap Value Currency

Neutral FundTD U.S. Equity PortfolioTD U.S. Equity Currency Neutral PortfolioTD U.S. Mid-Cap Growth FundTD U.S. Small-Cap Equity Fund

Global Equity Funds(1)(2)

TD Global Low Volatility FundTD Global Dividend Fund(3)(4)

TD Global Value FundTD Global Growth FundTD Global Equity PortfolioTD Global Multi-Cap FundTD Global Sustainability FundTD International Value FundTD International Growth FundTD Japanese Growth FundTD Asian Growth FundTD Emerging Markets FundTD Latin American Growth Fund

Sector Funds(1)(2)

TD Resource FundTD Energy FundTD Precious Metals FundTD Entertainment &

Communications FundTD Science & Technology FundTD Health Sciences Fund

Index Funds(2)

TD Canadian Bond Index FundTD Canadian Index FundTD Dow Jones Industrial AverageSM

Index FundTD U.S. Index FundTD U.S. Index Currency Neutral FundTD Nasdaq® Index FundTD International Index FundTD International Index Currency

Neutral FundTD European Index FundTD Japanese Index Fund

Target Return Funds(2)

TD Target Return Conservative Fund TD Target Return Balanced Fund

TD Advantage InvestmentPortfolios(1)(2)

TD Advantage Balanced IncomePortfolio(3)(4)

TD Advantage Balanced Portfolio(3)(4)

TD Advantage Balanced GrowthPortfolio(3)(4)

TD Advantage Growth PortfolioTD Advantage Aggressive Growth

Portfolio

Corporate Class Funds*(1)(2)

TD Short Term Investment ClassTD Dividend Growth ClassTD Canadian Blue Chip Equity ClassTD Canadian Equity ClassTD Canadian Value ClassTD Canadian Small-Cap Equity ClassTD U.S. Large-Cap Value ClassTD U.S. Mid-Cap Growth ClassTD Global Growth ClassTD Global Multi-Cap ClassTD Global Sustainability ClassTD International Growth ClassTD Asian Growth ClassTD Emerging Markets Class

(1) Advisor Series Securities are offered(2) F-Series Securities are offered(3) T-Series Securities are offered(4) S-Series Securities are offered

* Each Corporate Class Fund is a Class of TD MutualFunds Corporate Class Ltd.

TD MUTUAL FUNDS

No securities regulatory authority has expressed an opinion about thesesecurities and it is an offence to claim otherwise.The Funds and the securities of the Funds offered under this SimplifiedProspectus are not registered with the United States Securities andExchange Commission and such securities are not offered for sale orsold in the United States.

Simplified Prospectus

TD Asset Management

AMD#1 TDMF ADVISOR 598122 Eng 11/11

AMENDMENT NO. 1 Dated November 24, 2011

to the Simplified Prospectus dated July 27, 2011 in respect of Advisor Series and F-Series Securities of:

TD Balanced Income Fund (the “Fund”)

This Amendment No. 1 to the simplified prospectus dated July 27, 2011 (the “Simplified Prospectus”), relating to the offering of Advisor Series and F-Series Securities of the Fund, provides certain additional information relating to the Fund and the Simplified Prospectus should be read subject to this information. All capitalized terms have the meaning set out in the Simplified Prospectus, unless otherwise specifically defined in this Amendment No. 1. CHANGE OF PORTFOLIO ADVISER AND INVESTMENT STRATEGIES

The amendments reflected in this Amendment No. 1 relate to a change in portfolio adviser of the Fund and a corresponding change in the investment strategies of the Fund. Effective on or about December 15, 2011, Jarislowsky Fraser Limited will be terminated as portfolio adviser of the Fund and TDAM shall assume portfolio adviser responsibilities for the Fund.

AMENDMENTS

(i) Effective November 24, 2011 the disclosure in the table under the heading “Fund details” in the Fund-specific information for the Fund on page 58 of the Simplified Prospectus in the row “Portfolio adviser” is deleted and replaced with the disclosure set out below:

Portfolio adviser Jarislowsky Fraser Limited (Toronto, ON, Canada) (until approximately December 15, 2011) TD Asset Management Inc. (TDAM) (commencing on or about December 15, 2011)

(ii) Effective on or about December 15, 2011 the disclosure under the sub-heading “Investment

strategies” under the heading “What does the Fund invest in?” in the Fund-specific information for the Fund on page 58 of the Simplified Prospectus is deleted and replaced with the disclosure set out below:

“Investment strategies

The portfolio adviser seeks to achieve the fundamental investment objective of the Fund by investing primarily in a diversified portfolio of Canadian securities which may include, but is not limited to, government and corporate debt obligations, common shares and preferred shares. The Fund may also invest in exchange-traded funds. In addition, the Fund may invest up to 30% of its assets in securities of foreign issuers. The asset mix will typically be in a range of 35% to 65% in equities and 35% to 65% in fixed income.

The portfolio adviser will invest in bonds using rigorous bottom-up security selection while also being mindful of the macro environment. The equity portion of the portfolio targets companies with above-average growth prospects and below-average risk. Stock selection is biased toward large-capitalization companies that are industry leaders with an earnings track record, limited financial leverage and strong management.

(continued on reverse)

AMD#1 TDMF ADVISOR 598122 Eng 11/11

The Fund considers issuers to be in Canada if: (a) the issuer derives significant revenue from goods produced, sales made or services rendered in Canada, (b) the principal trading market for the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or a jurisdiction in Canada, or (d) the issuer has significant assets or a principal office in Canada.

The Fund may use specified derivatives, such as options, futures and forward contracts, as permitted by Canadian securities laws to, among other things:

• hedge against losses associated with rising interest rates • gain exposure to fixed income and equity instruments without actually investing in them

directly (including when owning the derivative investment is more efficient or less costly than owning the fixed income or equity instrument itself)

• obtain the desired foreign currency exposure • enhance income • provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meet its obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase or reverse repurchase transactions in a manner consistent with its investment objectives and as permitted by Canadian securities regulatory authorities. For more information, see Securities lending, repurchase and reverse repurchase transactions in Your guide to understanding the Fund Profile in the first part of this document.

We may change the Fund’s investment strategies at our discretion without notice or approval.”

(iii) Effective November 24, 2011 under the heading “What are the risks of investing in the Fund?” in the Fund-specific information for the Fund on page 59 of the Simplified Prospectus, “liquidity risk” shall be added to the list immediately before “repurchase and reverse repurchase agreements risk”.

What are your legal rights: Under securities laws in some provinces and territories, you have the right to:

• withdraw from your agreement to buy Securities of the Fund within two business days of receiving the simplified prospectus, or cancel your purchase within 48 hours of receiving confirmation of your order. For Pre-Authorized Contribution Plans, you do not have this withdrawal right with respect to purchases of Securities of the Fund where you do not request to receive subsequent renewal prospectuses and amendments.

• cancel your purchase agreement and get your money back, or make a claim for damages, if the simplified prospectus, AIF or financial statements misrepresent any facts about the Fund. The time limit to exercise these rights depends on the governing legislation in your province or territory.

For more information, refer to the securities legislation of your province or territory or consult your lawyer.

Table of ContentsIntroduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1

What is a mutual fund and what are the risks of investing in a mutual fund? . . . . . . . . . . 1

Organization and management of TD Mutual Funds . . . . . . . . . . . . . . . . . . . . . . . . . . 7

Purchases, switches and redemptions . . . . . . . . . . . 8

Optional services . . . . . . . . . . . . . . . . . . . . . . . . . . . 13

Fees and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . 15

Impact of sales charges . . . . . . . . . . . . . . . . . . . . . . 20

Dealer compensation . . . . . . . . . . . . . . . . . . . . . . . 20

Income tax considerations for investors . . . . . . . . 21

What are your legal rights? . . . . . . . . . . . . . . . . . . 24

Additional information . . . . . . . . . . . . . . . . . . . . . . 24

Your guide to understanding the Fund Profile . . . 26

Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 192

Fund-Specific InformationMoney Market FundsTD Canadian Money Market Fund . . . . . . . . . . . . . . . . . . . . 30TD Premium Money Market Fund . . . . . . . . . . . . . . . . . . . . 32Fixed Income FundsTD Ultra Short Term Bond Fund . . . . . . . . . . . . . . . . . . . . . . 34TD Short Term Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 36TD Mortgage Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38TD Canadian Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 40TD Income Advantage Portfolio . . . . . . . . . . . . . . . . . . . . . . 42TD Canadian Core Plus Bond Fund . . . . . . . . . . . . . . . . . . . . 44TD Corporate Bond Capital Yield Fund . . . . . . . . . . . . . . . . 46TD Real Return Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 48TD Global Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50TD High Yield Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 52Balanced FundsTD Monthly Income Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 54TD U.S. Monthly Income Fund . . . . . . . . . . . . . . . . . . . . . . . 56TD Balanced Income Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 58TD Diversified Monthly Income Fund . . . . . . . . . . . . . . . . . . 60TD Balanced Growth Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 62TD Dividend Income Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 64Canadian Equity FundsTD Dividend Growth Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 66TD Canadian Blue Chip Equity Fund . . . . . . . . . . . . . . . . . . . 68TD Canadian Equity Fund . . . . . . . . . . . . . . . . . . . . . . . . . . .70TD Canadian Value Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 72TD Canadian Small-Cap Equity Fund . . . . . . . . . . . . . . . . . . .74U.S. Equity FundsTD North American Dividend Fund . . . . . . . . . . . . . . . . . . . . 76TD U.S. Blue Chip Equity Fund . . . . . . . . . . . . . . . . . . . . . . . 78TD U.S. Large-Cap Value Fund . . . . . . . . . . . . . . . . . . . . . . . 80TD U.S. Large-Cap Value Currency Neutral Fund . . . . . . . . . 82TD U.S. Equity Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84TD U.S. Equity Currency Neutral Portfolio . . . . . . . . . . . . . . . 86TD U.S. Mid-Cap Growth Fund . . . . . . . . . . . . . . . . . . . . . . 88TD U.S. Small-Cap Equity Fund . . . . . . . . . . . . . . . . . . . . . . 90Global Equity FundsTD Global Low Volatility Fund . . . . . . . . . . . . . . . . . . . . . . . 92TD Global Dividend Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 94TD Global Value Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 96TD Global Growth Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98TD Global Equity Portfolio . . . . . . . . . . . . . . . . . . . . . . . . . 100TD Global Multi-Cap Fund . . . . . . . . . . . . . . . . . . . . . . . . . 102TD Global Sustainability Fund . . . . . . . . . . . . . . . . . . . . . . . 104TD International Value Fund . . . . . . . . . . . . . . . . . . . . . . . . 106TD International Growth Fund . . . . . . . . . . . . . . . . . . . . . . 108

TD Japanese Growth Fund . . . . . . . . . . . . . . . . . . . . . . . . . 110TD Asian Growth Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112TD Emerging Markets Fund . . . . . . . . . . . . . . . . . . . . . . . . 114TD Latin American Growth Fund . . . . . . . . . . . . . . . . . . . . 116Sector FundsTD Resource Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 118TD Energy Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120TD Precious Metals Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 122TD Entertainment & Communications Fund . . . . . . . . . . . . 124TD Science & Technology Fund . . . . . . . . . . . . . . . . . . . . . . 126TD Health Sciences Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 128Index FundsTD Canadian Bond Index Fund . . . . . . . . . . . . . . . . . . . . . . 130TD Canadian Index Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 132TD Dow Jones Industrial AverageSM Index Fund . . . . . . . . . .134TD U.S. Index Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136TD U.S. Index Currency Neutral Fund . . . . . . . . . . . . . . . . . 138TD Nasdaq® Index Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 140TD International Index Fund . . . . . . . . . . . . . . . . . . . . . . . . 142TD International Index Currency Neutral Fund . . . . . . . . . . .144TD European Index Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 146TD Japanese Index Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 148Target Return FundsTD Target Return Conservative Fund . . . . . . . . . . . . . . . . . 150TD Target Return Balanced Fund . . . . . . . . . . . . . . . . . . . . 152TD Advantage Investment PortfoliosTD Advantage Balanced Income Portfolio . . . . . . . . . . . . . . 154TD Advantage Balanced Portfolio . . . . . . . . . . . . . . . . . . . . 156TD Advantage Balanced Growth Portfolio . . . . . . . . . . . . . 158TD Advantage Growth Portfolio . . . . . . . . . . . . . . . . . . . . . 160TD Advantage Aggressive Growth Portfolio . . . . . . . . . . . . 162Corporate Class FundsTD Short Term Investment Class . . . . . . . . . . . . . . . . . . . . . 164TD Dividend Growth Class . . . . . . . . . . . . . . . . . . . . . . . . . 166TD Canadian Blue Chip Equity Class . . . . . . . . . . . . . . . . . 168TD Canadian Equity Class . . . . . . . . . . . . . . . . . . . . . . . . . 170TD Canadian Value Class . . . . . . . . . . . . . . . . . . . . . . . . . . 172TD Canadian Small-Cap Equity Class . . . . . . . . . . . . . . . . . 174TD U.S. Large-Cap Value Class . . . . . . . . . . . . . . . . . . . . . . 176TD U.S. Mid-Cap Growth Class . . . . . . . . . . . . . . . . . . . . . 178TD Global Growth Class . . . . . . . . . . . . . . . . . . . . . . . . . . . 180TD Global Multi-Cap Class . . . . . . . . . . . . . . . . . . . . . . . . . 182TD Global Sustainability Class . . . . . . . . . . . . . . . . . . . . . . 184TD International Growth Class . . . . . . . . . . . . . . . . . . . . . . 186TD Asian Growth Class . . . . . . . . . . . . . . . . . . . . . . . . . . . 188TD Emerging Markets Class . . . . . . . . . . . . . . . . . . . . . . . . 190

1

TD Mutual Funds

IntroductionIn this document, we, us, our and TDAM refer to TD AssetManagement Inc. TD Bank Group refers to The Toronto-Dominion Bank (“TD Bank”) and its affiliates. TDAM is a wholly-owned subsidiary of TD Bank.

This simplified prospectus contains selected importantinformation about:(i) the Advisor Series, F-Series, T-Series and S-Series units of

TD Mutual Funds established as mutual fund trusts (the“TD Mutual Fund Trusts”) listed on the front cover; and

(ii) the Advisor Series and F-Series shares of the classes(“Classes”) of TD Mutual Funds Corporate Class Ltd. (“TD Mutual Funds Corporate Class”) listed on the front cover.

This information is provided to help you make an informedinvestment decision and understand your rights as an investorin units of the TD Mutual Fund Trusts and shares of the Classes(such units and shares are referred to collectively as “Securities”).The TD Mutual Fund Trusts and Classes are referred to collectivelyas “TD Mutual Funds” or the “Funds” and individually as a“Fund”. The use of the words “fund” or “funds” refers tomutual funds generally. TD Mutual Funds are managed byTDAM. References in the simplified prospectus to a Fund’s lastfinancial year mean the financial year ended December 31,2010 for the TD Mutual Fund Trusts and May 31, 2011 for TD Mutual Funds Corporate Class.

This simplified prospectus is divided into two parts:• the first part, from pages 1 to 29, contains general

information applicable to TD Mutual Funds; and• the second part, from pages 30 to 191, contains specific

information about each of the Funds described in thisdocument (the “Fund Profiles”).

Additional information about each Fund is available in thefollowing Fund documents:• the annual information form (“AIF”) for the Advisor Series,

F-Series, T-Series and S-Series units of the TD Mutual FundTrusts and Advisor Series and F-Series shares of the Classes;

• the most recently filed fund facts;• the most recently filed annual financial statements;• any interim financial statements filed after those annual

financial statements;• the most recently filed annual management report of fund

performance; and• any interim management report of fund performance filed

after that annual management report of fund performance.

These documents are incorporated by reference into thissimplified prospectus which means that they legally form partof this document, just as if they were printed as a part of this document.

You can receive a copy of any or all of these documents, atyour request and at no cost, from the person from whom youpurchase Securities of a Fund or by contacting TDAM as follows:

Telephone (toll-free)1-800-588-8054

Internetwww.tdassetmanagement.com

E-Mailtdadvisor@td.com

These documents and other information about the Funds arealso available at www.sedar.com.

Your financial advisor (“Financial Advisor”) is referred to inthis simplified prospectus as the person through whom youpurchase Securities of the Funds. Your Financial Advisor could bea broker, financial planner or other person who is registered tosell mutual funds. Your dealer is the investment firm with whichyour Financial Advisor works. The dealer and Financial Advisoryou select are your agents to place orders on your behalf.

What is a mutual fund and whatare the risks of investing in amutual fund?

What is a mutual fund?

A mutual fund is an investment vehicle that pools the moneyof many individual investors and uses it to buy securities suchas stocks and bonds.

Each mutual fund has an investment objective. Some mutualfunds may invest for capital growth, which means the fund istrying to increase the value of your investment over the longterm by buying stocks. Others may invest for income, whichmeans the fund is trying to deliver regular payments to you bybuying income-paying securities.

A professional money manager makes the buy-and-selldecisions concerning which stocks, bonds and other securitieswill be used to fulfill the investment objective. The values ofthese securities may vary as a result of changes in interest rates,exchange rates, economic conditions in North America andabroad, and any related company or market news. When thevalues of these securities change, the value of your investmentmay also change. Therefore, the value of your investment atredemption may be more or less than the value at purchase.

Mutual fund trusts issue units and mutual fund corporationsissue shares. Each mutual fund records your share of thesecurities it issues. The more you invest, the more securities you own and the greater your share of the mutual fund’sincome, gains and losses.

In order to withdraw an investment from a mutual fund, the securities issued by the mutual fund can be redeemed byselling them back to the mutual fund. Under exceptionalcircumstances, a mutual fund may suspend redemptions. See Purchases, switches and redemptions for details.

2

TD Mutual Funds

Mutual fund investments are not guaranteed. Unlike bank accounts or guaranteed investment certificates (GICs),securities issued by a mutual fund are not insured by theCanada Deposit Insurance Corporation or any othergovernment deposit insurer.

How are mutual funds structured?

TDAM has mutual fund trusts and a mutual fund corporation.The TD Mutual Fund Trusts are mutual fund trusts which

may invest in other mutual funds which are trusts. The Classesare each a class of shares of TD Mutual Funds Corporate Class,and they may also invest in mutual funds which are trusts.Some Classes and TD Mutual Fund Trusts have the same orsimilar investment objectives. As a result, you have the optionto invest in either a Class or the equivalent TD Mutual FundTrust depending on the tax consequences and costs suitable toyour investment program.

Both mutual fund trusts and mutual fund corporationsallow you to pool your money with other investors, but thereare differences between the two types of mutual funds:• You buy units of a mutual fund trust and shares of a mutual

fund corporation.• A mutual fund trust has only one investment objective.• A mutual fund corporation may have more than one class

of shares. Each class has its own investment objective.• Mutual fund trusts and classes of a mutual fund corporation

may offer different series of securities, each of which willhave different features.

• Mutual fund trusts are separate taxpayers.• Mutual fund corporations are taxed as a single entity. A

multi-class mutual fund corporation must consolidate theincome, capital gains, expenses and capital losses from allits classes to determine the amount of tax payable.

• A mutual fund trust makes taxable distributions of netincome, including net taxable capital gains, to itsunitholders.

• A mutual fund corporation pays ordinary dividends orcapital gains dividends to its shareholders.

• Switching between one mutual fund trust and anothermutual fund trust or between a mutual fund trust and amutual fund corporation is a disposition for tax purposesand may have tax implications if the securities are held in anon-registered account.

• Switching between classes of a mutual fund corporation isnot a disposition for tax purposes, with the result that notaxes are payable solely as a result of this type of switch.

How do you determine which Fund(s) to invest in?

Selecting the appropriate Fund(s) depends on your:• investment goals;• willingness and capacity to accept risk; and• investment time horizon.

It is important for you to understand these and otherconsiderations before you choose the Fund(s) in which youwant to invest. The Securities of all of the Funds may bepurchased within a Registered Plan (as defined under Optionalservices – Retirement and savings plans). However, you maywish to purchase only units offered by the TD Mutual FundTrusts for your Registered Plan as they may be more suitableinvestments for such plans. Your Financial Advisor can help youwith this and together you can select the Fund(s) that best suityour investment needs.

What are the risks of investing in a mutual fund?

Risk is often measured by volatility or the extent to which the value of a mutual fund’s securities fluctuates. The morefrequent and greater the fluctuations, the more volatile themutual fund. As a general rule, investments with the greatest riskalso have the greatest potential return. While this risk/returntrade-off has generally been true over periods of five years orlonger, there have been times in the past when the leastvolatile investments have been the most rewarding, particularlyover periods of a year or less.

Each investor has a different tolerance for risk. Someinvestors are significantly more conservative than others whenmaking their investment decisions. It is important to take intoaccount your own comfort with risk as well as the amount ofrisk suitable for your financial circumstances and goals. The risksassociated with investing in a mutual fund include the risksassociated with the securities in which the mutual fund invests.

How do you reduce risk?

One way to reduce risk is to diversify your investments acrossthe three main asset classes: money market investments forsafety, bonds for income and equity investments for growth.Since different types of investments tend to move independentlyfrom one another, positive performance in one asset class canhelp offset negative performance in another, thereby reducingvolatility and overall risk in the long term.

When deciding how much risk is right for you, think abouthow much time you have until you need the money:• If you are investing for less than a year, you should not take

undue risk. There may not be enough time to recover thefull amount of your investment if the mutual fund falls invalue. Lower-risk money market funds might be the bestchoice in these circumstances.

• A longer time horizon allows you to take on more risk.Although the value of your investments may drop in theshort term, longer investment horizons will help to lessenthe effects of short-term market volatility. Short investmenthorizons may result in you having to sell your investments inadverse conditions. Ideally, investors in growth funds havean investment horizon of five years or more, which shouldprovide enough time for their investments to overcome anyshort-term decreases in value and grow.

3

TD Mutual Funds

Fund-specific risks

The following is a summary of the various types of investmentrisks that may be applicable to a Fund. In addition, please referto the Fund Profiles for specific risks that may apply to eachFund as at the date of this simplified prospectus. If a fund(“top fund”) invests in units of other mutual funds (“underlyingfund(s)”), please also refer to the fund profile in the simplifiedprospectus of the applicable underlying funds for informationabout investment risks associated with the underlying funds.

Capital depreciation riskSome mutual funds and some series of funds aim to distributea high level of income. In certain situations, such as periods of declining markets or increases in interest rates, a fund maymake distributions that include a return of capital. Where thetotal distributions by a fund in a year exceed the fund’s netincome and net realized capital gains for the year, the net assetvalue of the fund may be reduced, which could reduce thefund’s ability to generate future income.

Commodity riskThe market value of a mutual fund’s investments may beaffected by adverse movements in commodity prices. Whencommodity prices decline, this generally has a negative impacton the earnings of companies whose business is based incommodities, such as oil and gold.

Concentration riskSecurities regulatory authorities permit some mutual funds,including index mutual funds, to have greater than 10% oftheir net assets invested in, or exposed to, one or more issuers.A relatively high concentration of assets in, or exposure to, asingle or small number of issuers may reduce the diversificationand liquidity of a fund, and increase its volatility. As a result ofreduced liquidity, a fund’s ability to satisfy redemption requestsmay be reduced.

Credit riskCredit risk is the risk that the government, company or specialpurpose vehicle (such as a trust) issuing a fixed income or moneymarket security will be unable to make interest payments orpay back the principal. Securities that have a low credit ratinghave high credit risk. Lower-rated debt securities issued bycompanies or governments in developing countries often havehigher credit risk. Securities issued by well-established companiesor by governments of developed countries tend to have lowercredit risk. The market value of a debt security can be affectedby a downgrade in the issuer’s credit rating, a change in thecreditworthiness, or perceived creditworthiness, of the issuer or,in the case of asset-backed commercial paper, any assets backingthe security. Mutual funds that invest in companies or marketswith high credit risk tend to be more volatile in the short term.However, they may offer the potential of higher returns overthe long term.

Derivatives riskThe use of derivatives by a mutual fund is subject to certain risks:• There is no assurance that liquid markets will exist for

a fund to close out its derivative positions. Derivativeinstruments in foreign markets may be less liquid and more risky than comparable instruments traded in NorthAmerican markets.

• Exchange-imposed trading limits could affect the ability of a fund to close out its positions in derivatives. These eventscould prevent a fund from making a profit or limiting its losses.

• Prices of options and futures on a stock index may bedistorted if trading of certain stocks in the index isinterrupted or if trading of a large number of stocks in the index is halted. Such price distortions could make itdifficult to close out a position.

• A fund that uses derivatives is subject to credit riskassociated with the ability of counterparties to meet their obligations. In addition, a fund could lose its margindeposits if a dealer with whom a fund has an openderivatives position goes bankrupt.

• There is no assurance that a fund’s hedging strategies will be effective. There may be an imperfect correlationbetween the behaviour of the derivative instrument and the investment or currency being hedged. Any historicalcorrelation may not continue for the period during whichthe hedge is in place.

• Using futures and forward contracts to hedge againstchanges in currencies, stock markets or interest rates cannoteliminate fluctuations in the prices of securities in the portfolioor prevent losses if the prices of these securities decline.

• Hedging may also limit the opportunity for gains if the value of the hedged currency or stock market rises or if thehedged interest rate falls. The inability to close out options,futures, forwards and other derivative positions couldprevent a fund from using derivatives to effectively hedge its portfolio or implement its strategy.

• Gains or losses from derivatives contracts may result influctuations in a fund’s taxable income. As a result,securityholders in a fund that uses derivatives during ataxation year may be subject to the possibility of larger orsmaller distributions, an inability to make a regular distributionand/or distributions which include a return of capital.

Equity riskMutual funds that invest in equities – also called stocks orshares – are affected by stock market movements. When theeconomy is strong, the outlook for many companies will begood, and share prices will generally rise, as will the value offunds that own these shares. On the other hand, share pricesusually decline in times of general economic or industrydownturn. The price of equity securities of certain companiesor companies within a particular industry sector may fluctuate

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differently than the value of the overall stock market becauseof changes in the outlook for those individual companies orthe particular industry.

Foreign currency riskChanges in the value of the Canadian dollar compared to aforeign currency or the imposition of foreign exchange controlswill affect the value, in Canadian dollars, of any foreign securitiesheld by a mutual fund. For example, if the U.S. dollar rises invalue relative to the Canadian dollar, a fund’s U.S. stocks willbe worth more in Canadian dollars. On the other hand, if theU.S. dollar falls, a fund’s U.S. holdings will be worth less inCanadian dollars.

Fund-of-funds riskIf a mutual fund invests in an underlying fund, the risksassociated with investing in that mutual fund include the risksassociated with the securities in which the underlying fundinvests, along with the other risks of the underlying fund.Accordingly, a mutual fund takes on the risk of an underlyingfund and its respective securities in proportion to its investmentin that underlying fund. If an underlying fund suspendsredemptions, the fund that invests in the underlying fund maybe unable to value part of its portfolio and may be unable toprocess redemption orders.

Interest rate riskThe value of mutual funds that invest in bonds, mortgages and other income-producing securities is primarily affected bychanges in the general level of interest rates. Bonds generallypay interest based on the level of rates when the bonds wereissued. When interest rates fall, the price of bonds generallyrises. That is because existing bonds pay higher rates than newones, and are therefore in greater demand and worth more.On the other hand, when interest rates rise, bond pricesgenerally fall, reducing the value of funds that hold them.

International market riskMutual funds that invest in securities of foreign issuers aresubject to additional risks:• The economic environment or the particular economic and

political factors of the country or geographic region inwhich the foreign issuer operates may impact the value of its securities.

• Certain foreign countries may have different accounting,auditing and financial reporting standards for issuers ofsecurities, making their securities more difficult to evaluate.

• There may be less information publicly available about aforeign firm than about a Canadian or U.S. company, andthe quality of the information may be less reliable.

• Volume and liquidity in some foreign stock and bond marketsare less than in Canada and the U.S. and, at times, pricevolatility can be greater than in Canada and the U.S.

• Stock exchanges, listed companies and investment dealersin foreign countries may be less regulated than in Canadaand the U.S.

• Political and social instability, restrictions on the movementof capital and the threat of expropriation can affect thevalue of investments in less developed countries.

Large investor riskSecurities of mutual funds may be purchased and sold by largeinvestors, including top funds. If a large investor redeems aportion or all of its investment from an underlying fund, thatunderlying fund may have to incur capital gains and othertransaction costs in the process of making the redemption. Inaddition, some securities may have to be sold at unfavourableprices, thus reducing the underlying fund’s potential return.Conversely, if a large investor were to increase its investment inan underlying fund, that underlying fund may have to hold arelatively large position in cash for a period of time until theportfolio adviser finds suitable investments, which could alsonegatively impact the performance of the underlying fund.Since the performance of the underlying fund may be negativelyimpacted, so may the investment return of any remaininginvestors in the underlying fund, including other top fundswhich may still be invested in the underlying fund.

Liquidity riskLiquidity risk is the possibility that a mutual fund will not beable to convert its investments to cash when it needs to or will not be able to do so at a reasonable price. Some securitiesare illiquid because of legal restrictions, the nature of theinvestment itself, settlement terms, a shortage of buyers orother reasons. Generally, investments with lower liquidity tendto have more dramatic price changes and may subject theholder to losses or additional costs.

Multi-class riskEach class of a mutual fund corporation has its own investmentobjective and fees and expenses, which are tracked separately. Ifone class cannot pay its own expenses or liabilities out of theclass’ share of the corporation’s assets, the mutual fundcorporation as a whole may have to pay those expenses orliabilities out of the other classes’ share of the corporation’sassets, which could lower the investment return of the otherclasses. As well, the tax consequences of an investment in a classof a mutual fund corporation will depend in part on the taxposition of the mutual fund corporation as a whole, and willdiffer from an investment in a mutual fund corporation thatdoes not have a multi-class structure. For example, taxableincome is calculated at the level of the mutual fund corporationas a whole, which may cause expenses of one class to effectivelybe used by another class of the mutual fund corporation.

Regulatory riskCertain issuers involved in specially regulated industries, such asthe energy or telecommunications industry, may experience anadverse impact on revenue or costs as a result of compliancewith the relevant regulatory requirements. In addition, issuersin regulated industries may require permits and approvalsbefore commencing projects. Delays or rejections of these

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proposed plans would hinder the issuer’s growth and increaseits costs. Such events could result in a decline in the value ofan issuer’s securities.

Repurchase and reverse repurchase agreements riskSometimes mutual funds enter into what are called repurchasetransactions and reverse repurchase transactions. A repurchasetransaction is where a fund sells a security that it owns to athird party for cash and agrees to buy the same security backfrom the same party at a specified price on an agreed futuredate. In a reverse repurchase transaction, a mutual fund buys asecurity at one price from a third party and agrees to sell thesame security back to the same party at a specified price on anagreed future date.

The risk with these types of transactions is that the otherparty may default under the agreement or go bankrupt. In areverse repurchase transaction, the fund is left holding thesecurity and may not be able to sell the security at the sameprice it paid for it, plus interest, if the other party defaults andthe value of the security has dropped in the meantime. In thecase of a repurchase transaction, the fund could incur a loss ifthe other party defaults and the value of the security sold hasincreased more than the value of the cash and collateral held.

These risks are reduced by requiring the other party toprovide collateral to the fund. The value of the collateral has tobe at least 102% of the market value of the security sold (for arepurchase transaction) or of the cash paid for the securitiespurchased (for a reverse repurchase transaction). Repurchasetransactions, together with securities lending transactions (as described below), are limited to 50% of a fund’s assets,excluding cash held by the fund for securities sold in arepurchase transaction and collateral received in a securitieslending transaction.

Securities lending riskMutual funds may engage in securities lending transactions. In a securities lending transaction, the fund lends portfoliosecurities that it owns to a third-party borrower and theborrower promises to return an equal number of the samesecurities to the fund at a later date and to pay a fee to thefund for borrowing the securities. As security for the loan, and to reduce the risk of loss if the borrower defaults on itsobligation to return the securities to the fund, the borrowerprovides the fund with collateral equal to at least 102% of themarket value of the securities loaned. However, in the eventthe borrower defaults on its obligation, there is still a risk thatthe collateral may be insufficient to enable the fund to purchasereplacement securities and the fund may suffer a loss for the difference.

In the event a fund accepts cash from the borrower ascollateral for a securities loan, the fund will invest the cash itreceives. As a result, there is an additional risk that the value ofsuch cash investment may decrease and the fund may suffer aloss for the difference when it is required to return the cash tothe borrower upon completion of the lending transaction.

Securities lending transactions, together with repurchasetransactions (as described above), are limited to 50% of afund’s assets, excluding collateral received in a securitieslending transaction and cash held by the fund for securitiessold in a repurchase transaction.

If securities are on loan on the record date established for aparticular voting matter, the fund is generally not entitled toexercise the voting right of such loaned securities.

TDAM has entered into a securities lending authorizationagreement with Canadian Imperial Bank of Commerce (“CIBC”),as lending agent. Under the terms of the securities lendingauthorization agreement, CIBC will assess the credit-worthinessof, and approve, each borrower.

A fund will not be responsible for any expenses incurred in respect of the securities lending program other than suchreasonable expenses that the fund may incur in connectionwith the performance of its obligations under the securitieslending authorization agreement.

Series riskA mutual fund may have more than one series of securities. Ifso, each series has its own fees and certain expenses, whichthe fund tracks separately. If a fund cannot pay the expensesof one series out of that series’ proportionate share of thefund’s assets, the fund could have to pay those expenses out of the other series’ proportionate share of the fund’s assets,which would lower the investment return of the other series of the fund.

Small company riskThe share price of smaller companies is usually more volatilethan that of more established larger companies. Smallercompanies may be developing new products which have notyet been tested in the marketplace or their products mayquickly become obsolete. They may have limited resources,including limited access to funds or unproven management,and their shares may trade less frequently and in smaller volumethan shares of large companies. They may have few sharesoutstanding, so a sale or purchase of shares will have a greaterimpact on the share price. The value of these investments mayrise and fall substantially.

Specialization riskSome mutual funds invest primarily in companies in particularindustries or particular geographic areas of the world. If theparticular industry or geographic region prospers, the outlookfor companies in the industry or geographic region willgenerally improve, and the value of the funds that invest inthem will generally increase. Conversely, if the particularindustry or geographic region experiences a downturn, theoutlook for companies in the industry or geographic region will generally deteriorate, and the value of the funds thatinvest in them will generally decline. In addition, the fund maysuffer because there are relatively few other investments incompanies within other industries or geographic areas to offset the downturn.

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Tracking riskCertain mutual funds (“Tracking Funds”) may seek to have all ora substantial portion of their returns linked to the performanceof one or more recognized indices (the “Reference Index”),securities of one or more mutual funds (the “Reference Fund”)or a basket of securities (the “Reference Securities”) by eitherdirectly purchasing the appropriate securities or by enteringinto forward contracts and other derivative instruments.

The return of a Tracking Fund may be lower than that of its respective Reference Index, Reference Fund or ReferenceSecurities because the Tracking Fund bears its own fees andexpenses, including commissions and the costs of the forwardcontracts and other derivatives that it may use to achieve itsinvestment objectives.

Tracking Funds that use derivatives to achieve theirinvestment objectives face the same risks of using derivatives asdiscussed above under Derivatives risk, including the risk that acounterparty might not fulfill its obligations. The ability of suchTracking Funds to achieve their investment objectives dependson whether suitable derivative arrangements can be enteredinto. If a Tracking Fund is not able to find enough suitablecounterparties with whom to enter into derivative arrangements,the Tracking Fund may be unable to track the performance ofits corresponding Reference Index, Reference Fund or ReferenceSecurities, to the extent desired. A Tracking Fund may beterminated if enough suitable counterparties cannot be found.

Certain of the Tracking Funds that utilize derivatives willenter into one or more forward contracts under which theTracking Fund agrees to sell securities it owns, or portionsthereof, to a counterparty in return for a purchase price that isdetermined by reference to the value of a notional basket ofsecurities or the securities of the Reference Fund. TheseTracking Funds will treat gains or losses on the dispositions oftheir securities as capital gains and losses. No advance incometax ruling has been requested or obtained from the CanadaRevenue Agency regarding the timing or characterization ofthe Tracking Fund’s gains or losses. After-tax returns toinvestors in the Tracking Fund could be reduced, and theTracking Fund could be subject to non-refundable income taxfrom such transactions if the Tracking Fund were to cease toqualify as a “mutual fund trust” or where the Tracking Fund isa Class of TD Mutual Funds Corporate Class Ltd., if TD MutualFunds Corporate Class Ltd. were to cease to qualify as a“mutual fund corporation” and the Tracking Fund is found tobe a “trader or dealer in securities”, all within the meaning ofthe Income Tax Act (Canada) (the “Tax Act”), or if there is achange in law, or if the character or timing of any gain arisingwith respect to the settlement of any forward contract werenot treated as a capital gain realized from the sale of thesecurities that are the subject of the forward contract occurringupon the settlement of such forward contract.

There may be a delay between the time an investor buyssecurities of a Tracking Fund and the time the Tracking Fundgets additional exposure to the Reference Index, ReferenceFund or Reference Securities through the use of derivatives orotherwise. During this delay, the Tracking Fund may be unableto track the performance of its corresponding Reference Index,Reference Fund or Reference Securities on the purchaseamount of those securities to the extent desired. If newpurchases or redemptions of securities are large compared tothe size of the Tracking Fund, the ability of the Tracking Fundto track its Reference Index, Reference Fund or ReferenceSecurities may be significantly reduced.

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Organization and management of TD Mutual FundsThe following table sets out the parties that are involved in managing or providing services to the Funds and the functions theyperform.

Manager As manager, TDAM manages the overall day-to-day affairs of TD Asset Management Inc. the Funds.Toronto Dominion Bank TowerToronto-Dominion CentreP.O. Box 100Toronto, OntarioM5K 1G8

Trustee TDAM is also the trustee (the “Trustee”) of the TD Mutual Fund TD Asset Management Inc. Trusts and holds actual title to the property of the TD Mutual Toronto, Ontario Fund Trusts – the cash and securities – on behalf of unitholders. When you invest in a TD Mutual Fund Trust you are buying units of a trust. There is no trustee for the Classes of TD Mutual Funds Corporate Class.

Board of directors of The board is responsible for the oversight of TD Mutual Funds TD Mutual Funds Corporate Class Ltd. Corporate Class.

The board is currently comprised of 11 members, 4 of whom are independent of TDAM and its affiliates. Additional information about the board, including the names of the members, is available in the AIF.

Custodian The custodian, or any sub-custodian it may appoint, has Canadian Imperial Bank of Commerce (“CIBC”), physical or book-based custody of the assets of the Funds.Toronto, Ontario

Registrar and transfer agent As registrar and transfer agent, TD Bank maintains all The Toronto-Dominion Bank securityholder records, processes purchase, switch, conversion Toronto, Ontario and redemption orders, and issues investor account statements and annual tax reporting information on behalf of the Funds.

Portfolio adviser The portfolio adviser provides or arranges to provide investment TD Asset Management Inc. advice and portfolio management services to the Funds. The Toronto, Ontario investment decisions made by the individual portfolio managers are not subject to the approval or ratification of a committee;

however they are subject to oversight by the InvestmentPerformance Oversight Committee of TDAM. TDAM may retainexternal advisers who provide investment expertise for theFunds, particularly for Funds that invest in securities ofcompanies in specialized niche markets or particular industry orgeographic sectors. TDAM accepts responsibility for loss if anexternal adviser who is not registered as an adviser in Ontariofails to meet its standard of care in performing its services forthe Fund. It may be difficult to enforce legal rights againstadvisers located outside Canada because they reside outsideCanada and all or a substantial portion of their assets aresituated outside Canada.

See the Fund Profile for the portfolio adviser, in addition to TDAM, for each Fund.

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Auditor The auditor conducts an audit of the financial records of the PricewaterhouseCoopers LLP Funds and reports to the securityholders on the Funds’ annual Chartered Accountants financial statements in accordance with Canadian generally Toronto, Ontario accepted auditing standards.

Independent Review Committee TDAM has established an independent review committee (“IRC”) in respect of each of the investment funds managed

by TDAM, including the Funds, to which National Instrument81-107 Independent Review Committee for Investment Funds(“NI 81-107”) applies. The IRC acts as an impartial andindependent committee to review and provide recommendationsor, if appropriate, approvals respecting any conflict of interestmatters referred to it by TDAM. The committee consists of fourindependent members, whose terms range from two to threeyears. The IRC prepares, at least annually, a report of its activitiesfor securityholders of the Funds. The report is available on theTDAM website at www.tdassetmanagement.com or at thesecurityholder’s request at no cost by contacting TDAM by email at td.mutualfunds@td.com.

Additional information about the IRC, including the names of the members, is available in the AIF.

Certain Funds invest in other mutual funds, including mutual funds managed by TDAM. Securityholders of such Funds have no rightsof ownership in the securities of the underlying fund(s). In the event of a securityholder meeting of an underlying fund in which thetop fund has invested and where TDAM is the manager of both the top fund and the underlying fund, TDAM will not exercise theright to vote that is attributable to the securities of the underlying fund. TDAM may arrange for these securities to be voted bysecurityholders of the applicable top fund. However, given the costs and complexity of doing so, TDAM may not arrange for a flow-through of voting rights.

Purchases, switches and redemptionsWhen you invest in a TD Mutual Fund Trust, you are buying units of an open-ended mutual fund trust. When you invest in a Class ofTD Mutual Funds Corporate Class, you are buying shares of a mutual fund corporation. These Securities are categorized into differentseries, as follows:

Advisor Series Investors seeking investment advice and transacting under a front-end load, back-end load or low-load option.

F-Series Investors participating in programs that usually do not require the payment of sales or redemption transaction charges by investors or payment of service fees by TDAM.

Potential investors include clients of “fee-for-service” Financial Advisors, clients with dealer-sponsored “wrap accounts” and others who pay an annual fee to their dealer instead of transactional sales charges.

T-Series Investors who wish to receive a regular monthly cash flow from a Fund, while seeking investment advice and transacting under a front-end, back-end or low-load option. Distributions will consist of net income, net realized capital gains and/or a return of capital monthly.

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S-Series Investors who wish to receive a regular monthly cash flow from a Fund, while participating in programs that usually do not require the payment of sales or redemption transaction charges by investors, or payment of service fees by TDAM. Distributions will consist of net income, net realized capital gains and/or a return of capital monthly.

Potential investors include clients of “fee-for-service” Financial Advisors, clients with dealer-sponsored “wrap accounts”, and others who pay an annual fee to their dealer instead of transactional sales charges.

Investor Series, e-Series, Institutional Series, O-Series, Premium Series, H-Series, D-Series and Q-Series Securities are also offered bycertain Funds under a separate simplified prospectus. Other series of Securities may be offered by the Funds under separate simplifiedprospectuses, confidential offering memoranda or otherwise.

How we price a Fund’s Securities

We calculate a separate net asset value (“NAV”) for each seriesof Securities of a Fund (“Series NAV”).

A Series NAV for units of a TD Mutual Fund Trust iscalculated by taking the series’ proportionate share of theFund’s common assets, less the series’ proportionate share ofthe Fund’s common liabilities, and deducting from this amountall liabilities that relate solely to that series. The Series NAV foreach unit of a TD Mutual Fund Trust (“Series NAV per unit”) iscalculated by dividing the Series NAV by the total number ofunits outstanding for that series.

A Series NAV for shares of a Class of TD Mutual FundsCorporate Class is calculated by taking the series’ proportionateshare of the Class’ common assets, less the aggregate of (i) theseries’ proportionate share of the common liabilities of TD MutualFunds Corporate Class; and (ii) the series’ proportionateshare of the Class’ common liabilities, and deducting fromthis amount all liabilities that relate solely to that series. Thecommon liabilities of TD Mutual Funds Corporate Class areshared among all Classes and are allocated to Classes based ontheir relative net asset values. The Series NAV for each share ofa Class of TD Mutual Funds Corporate Class (“Series NAV pershare”) is calculated by dividing the Series NAV by the totalnumber of shares outstanding for that series.

Series NAV per unit and Series NAV per share are referred to collectively as “Series NAV per Security”. The Series NAV perSecurity is the price for all purchases (including purchases madeon the reinvestment of distributions/dividends), switches,conversions and redemptions. You will find more informationabout the calculation of Series NAV in the AIF.

The valuation day for each Fund is each day on which aSeries NAV per Security is calculated (“Valuation Date”). EachSeries NAV per Security of a Fund is generally calculated as at 4 p.m. Eastern Time (“ET”) on each day that the Toronto StockExchange (“TSX”) is open for trading, but in some circumstances,we may calculate it at another time. The Series NAV per Securitycan change daily.

The Money Market Funds endeavour to maintain a unitprice of $10 by allocating net income and net realized gains ona daily basis to securityholders of record on the previous dayand distributing these amounts monthly. Although the MoneyMarket Funds intend to maintain a constant price for their units,there is no guarantee that the price will not go up or down.The Money Market Funds report all net income and realizedgains and losses on income account.

How to purchase, switch, convert or redeemSecurities

You can purchase, switch, convert or redeem Advisor Series, F-Series, T-Series and S-Series Securities of the Funds bycontacting your Financial Advisor. Advisor Series units of TD Ultra Short Term Bond Fund are available under a front-end load option only.

Currency purchase options

All Funds have a base currency in Canadian dollars, except for TD U.S. Monthly Income Fund, TD Dow Jones IndustrialAverageSM Index Fund and TD U.S. Index Fund, which have abase currency in U.S. dollars.

Units of the following TD Mutual Fund Trusts offered underthis simplified prospectus are offered in both Canadian andU.S. dollars:• TD U.S. Large-Cap Value Fund (Advisor Series and F-Series)• TD U.S. Mid-Cap Growth Fund (Advisor Series and F-Series)

Units of TD U.S. Monthly Income Fund offered under thissimplified prospectus are available in U.S. dollars only.

The Securities of all other Funds offered under thissimplified prospectus are available in Canadian dollars only.

All purchases, switches, conversions, redemptions of anddistributions with respect to U.S.-dollar-denominated units aremade in U.S. dollars. A U.S.-dollar bank account is required toplace an order to purchase or redeem these units and to enrollin the Pre-Authorized Contribution Plan or the SystematicWithdrawal Plan in respect of such units.

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How we process your purchase, switch, conversionor redemption orders

The price of Securities of a Fund that you receive is based on that Fund’s Series NAV per Security next determined afterwe have received your purchase, switch, conversion orredemption order.

If we receive your order before 4 p.m. ET on a ValuationDate, you will receive that day’s applicable Series NAV perSecurity. Your dealer may set earlier times for its receipt oforders than the times set by a Fund. If we receive your order ator after 4 p.m. ET on a Valuation Date, or at any time on a daythat is not a Valuation Date, you will receive the applicableSeries NAV per Security on the next Valuation Date. In the eventthat we determine that the Series NAV per Security will becalculated at a time other than as at 4 p.m. ET on each day thatthe TSX is open for trading, the Series NAV per Security paid or received will be determined relative to that other time. Allcomplete orders are processed within three business days (onebusiness day for the Money Market Funds), or such shorterperiod as may be required by securities regulatory authorities.You will find more information about purchasing, switching,converting and redeeming Securities of the Funds in the AIF.

If we do not receive your payment or if your payment isreturned, we will cancel your purchase order and redeem the Securities. If we redeem the Securities for more than theamount of your payment, the difference will go to the Fund. If we redeem the Securities for less than the amount of yourpayment, we will pay the Fund the difference and may collectthis difference from your dealer, who may be entitled to collectthis difference from you, together with any additional costsincurred in connection with the cancelled order.

We may accept or reject an order to purchase, switch orconvert Securities within one business day of receiving it. If weaccept your order, we will send you a confirmation, which is yourproof of the transaction. If you sign up for the Pre-AuthorizedContribution Plan or Systematic Withdrawal Plan, you will onlyreceive confirmation of the first transaction made under the plan.

We generally do not issue a certificate when you purchase,switch or convert Securities, but you should receive aconfirmation of the transaction. A record of the number ofSecurities you own and their value should appear on youraccount statement. If you have received a certificate, it must be returned, duly endorsed, in order to switch, convert orredeem your Securities.

Short-term trading

Mutual funds are typically considered long-term investments.Short-term or excessive trading to time the market can negativelyaffect the investment performance or increase the administrativecosts of a fund, affecting all securityholders in that fund, and

interfere with the long-term investment decisions of themanager of that fund.

TDAM has adopted policies and procedures to monitor,detect and deter short-term or excessive trading. If you switchor redeem Securities of any Fund (except Money Market Fundsand TD Short Term Investment Class) up to 30 days from thedate of acquisition, except Securities purchased throughdistribution/dividend reinvestment, you may be charged ashort-term trading fee of up to 2% of the acquisition cost ofthose Securities. This fee is in addition to any other switch orredemption fees you may incur. See Fees and expenses. Thisfee is paid to the applicable Fund.

We retain the right to reject a purchase or switch ofSecurities by a securityholder who, in TDAM’s opinion, isengaging in short-term or excessive trading. If we reject yourorder, we will return any money we have received immediately,without interest.

While TDAM attempts to monitor, detect and deter short-term or excessive trading, we cannot ensure that such tradingactivity will be completely eliminated.

Purchases

Advisor Series and T-SeriesWith the exception of TD Ultra Short Term Bond Fund, you canpurchase Advisor Series and T-Series Securities under one of thefollowing purchase options:

• Front-end load option

You pay a sales commission when you purchase Securities of aFund, as may be negotiated between you and your FinancialAdvisor. See Fees and expenses.

• Back-end load option

You do not pay a sales commission when you purchase yourSecurities but you may be charged a redemption fee if youredeem them within six years of purchasing them. SeeCalculating the redemption fee.

• Low-load option

You do not pay a sales commission when you purchase yourSecurities but you may be charged a redemption fee if youredeem them within two years of purchasing them. SeeCalculating the redemption fee.

• Low-load-2 option

You do not pay a sales commission when you purchase yourSecurities but you may be charged a redemption fee if youredeem them within four years of purchasing them. SeeCalculating the redemption fee.

Advisor Series units of TD Ultra Short Term Bond Fund areavailable under the front-end load option only.

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Your choice of purchase option will affect the fees you payand the compensation your Financial Advisor receives. Wereserve the right to convert the purchase option of certain ofyour Securities so that such Securities are deemed, starting ona particular date, to have been purchased under the front-endload option. We may do so, for example, once the deferredsales charges are no longer payable on the redemption of suchSecurities under the back-end load or either of the low-loadoptions. If we convert the purchase option, there is noincreased cost to you; however, your dealer may receiveincreased compensation. See Fees and expenses, Impact ofsales charges and Dealer compensation for details.

F-Series and S-SeriesF-Series and S-Series Securities of the Funds are considered to be “no-load” series and are only available to investorsparticipating in programs that usually do not require thepayment of transaction charges by investors or payment ofservice fees by TDAM. F-Series and S-Series Securities areavailable through dealers through a fee-based or fee-for-serviceaccount, or if you pay an annual fee to your dealer instead of transactional sales charges. Please consult your FinancialAdvisor to see if you are eligible to purchase these Securities.

Minimum initial investments and account balancesYou must meet the minimum initial investment requirement in order to purchase Securities of a Fund. Minimum initialinvestment amounts and account balances are established in an effort to control the cost of servicing accounts whichimpacts all securityholders. Due to the relatively high cost ofmaintaining accounts, we may redeem your series Securities inany Fund at the then applicable Series NAV per Security (lessany applicable fees) if, at any time, the value of the seriesSecurities of a Fund held in your account has fallen below theminimum account balance requirement. If you hold TD PremiumMoney Market Fund, we may switch your units and any relatedPre-Authorized Contribution Plan to TD Canadian MoneyMarket Fund. We will send a transaction confirmation to youor your Financial Advisor if these transactions have happenedin your account. The minimum initial investment, additionalinvestment and account balance requirements for each seriesof Securities per Fund acquired under a particular purchaseoption are as follows:

Minimum Minimum Minimum initial additional account investment investment balanceSeries/Fund per Fund per Fund per Fund

F-Series:� TD Premium Money Market Fund $100,000 $5,000 $100,000

Advisor Series:� TD Income Advantage Portfolio� TD U.S. Equity Portfolio� TD U.S. Equity Currency Neutral Portfolio� TD Global Equity Portfolio� TD Advantage Investment Portfolios $2,000 $100 $2,000

F-Series:� TD Income Advantage Portfolio� TD U.S. Equity Portfolio� TD U.S. Equity Currency Neutral Portfolio� TD Global Equity Portfolio� TD Advantage Investment Portfolios $5,000 $100 $5,000 All other Funds

Advisor Series $500 $100 $100

F-Series $500 $100 $100

T-Series $5,000 $100 $5,000

S-Series $5,000 $100 $5,000

The above minimums do not apply to Securities purchasedthrough the reinvestment of distributions/dividends.

See Optional services for minimum initial investment andaccount balance requirements applicable to our Pre-AuthorizedContribution Plan and our Systematic Withdrawal Plan.

Dealers may set higher minimum initial investment andaccount balance requirements than those set by TDAM.

Switches

You may exchange all or a portion of your Securities in oneClass of TD Mutual Funds Corporate Class for those of anotherClass or redeem all or a portion of your Securities of: (i) a TDMutual Fund Trust to purchase securities of another TD MutualFund Trust, a Class of TD Mutual Funds Corporate Class or aTD Managed Assets Program (“TD MAP”) Portfolio; or (ii) aClass of TD Mutual Funds Corporate Class to purchasesecurities of a TD Mutual Fund Trust or a TD MAP Portfolio onthe same Valuation Date as long as you meet the minimuminitial investment, minimum account balance and otherrequirements. These transactions are called a switch. When wereceive your order to switch from one Class to another Class,we will exchange your Securities in the original Class for thoseof the new Class. For all other switches, when we receive yourorder, we will redeem your Securities in the original Fund anduse the proceeds to buy securities of the new Fund or TD MAPPortfolio. TDAM may limit your right to switch without notice.

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Depending on the series and purchase options you are switchingbetween and the length of time you have owned the Securities,your switch may affect the fees you pay and the compensationyour Financial Advisor receives, including the following:• A short-term trading fee may apply if the switch occurs

up to 30 days after the Securities were acquired.See Fees and expenses.

• Your dealer may charge you a fee for doing a switch,as negotiated between you and your Financial Advisor.See Fees and expenses.

• A switch from one Fund to another Fund within the samepurchase option will not result in a redemption fee. Theredemption fee on the new Securities is based on the dateand purchase price of the Securities originally purchased byyou which are subsequently switched to other Securities.

• A switch from Securities purchased under the back-end load or either of the low-load purchase options to Securitiesof a different series or purchase option may result ina redemption fee being charged if you exceed yourFree Redemption Entitlement. See Fees and expensesand Free Redemption Entitlement.

• Depending on the Fund, Fund series and purchase optionsyou switch between, your Financial Advisor may be paid ahigher trail commission. See Dealer compensation.

A switch between (i) two TD Mutual Fund Trusts; or (ii) a TD Mutual Fund Trust and a Class of TD Mutual Funds CorporateClass or a TD MAP Portfolio; or (iii) a Class of TD Mutual FundsCorporate Class and a TD MAP Portfolio is a disposition fortax purposes and may result in a capital gain or loss, whichmay have tax implications if you hold your Securities in anon-registered account. See Income tax considerationsfor investors – TD Mutual Fund Trust units held in anon-registered account for more details.

A switch between two Classes of TD Mutual FundsCorporate Class does not result in a disposition for taxpurposes and consequently will not cause you to realize acapital gain or capital loss at the time of the switch. SeeIncome tax considerations for investors – TD Mutual FundsCorporate Class and Class shares held in a non-registeredaccount for more details.

If you switch Securities of a Fund that are denominated in one currency to securities of a Fund or TD MAP Portfoliodenominated in another currency, a currency conversion maybe required, which may result in a spread being earned by TD Bank or an affiliate of TD Bank. See Fees and expenses.

Conversions

You can exchange Securities of one series or purchase optionof a Fund for Securities of another series or purchase option of the same Fund as long as you meet the minimum initialinvestment, minimum account balance and other accountrequirements. This is called a conversion.

A conversion to a different series or purchase option mayresult in a redemption fee being charged if you exceed yourFree Redemption Entitlement. See Fees and expenses andFree Redemption Entitlement.

Your choice will affect the fees you pay and thecompensation your Financial Advisor receives. For example:• depending on the series and purchase options you convert

between, your Financial Advisor may be paid a higher trailcommission. See Dealer compensation.

• your dealer may charge you a fee for doing a conversion,as negotiated between you and your Financial Advisor.See Fees and expenses.

A conversion does not result in a disposition for tax purposesand consequently will not cause you to realize a capital gain orcapital loss at the time of conversion.

If you convert Securities of a series of a Fund that aredenominated in one currency to Securities of a series of thesame Fund denominated in another currency, a currencyconversion may be required, which may result in a spreadbeing earned by TD Bank or an affiliate of TD Bank.See Fees and expenses.

Redemptions

You can redeem all or a portion of your Securities in any seriesof a Fund through your Financial Advisor. Your Financial Advisorwill inform you of the documentation required to complete yourredemption request. The redemption price of your Securities willbe the relevant Series NAV per Security next determined afterwe receive your redemption order. We will pay the redemptionproceeds to you within three business days, or such shorterperiod as may be required by securities regulatory authorities, of receiving your redemption order, as long as we have receivedall required documentation. See PURCHASES, SWITCHES,CONVERSIONS AND REDEMPTIONS – Processing yourredemption request in the AIF for more details.

If we have not received all of the documentation needed to settle your redemption request within ten business days ofthe date your redemption order is received, we are requiredunder securities legislation to repurchase your Securities. If theredemption proceeds are less than the repurchase amount, wewill pay the Fund the difference and may collect this differencefrom your dealer, together with any additional costs incurred inconnection with the incomplete order. Your dealer may beentitled to recover those amounts from you. If the redemptionproceeds are greater than the repurchase amount, the Fundwill keep the difference.

A redemption of Securities of a Fund is a disposition for tax purposes and may result in a capital gain or capital loss,which may have tax implications if you hold your Securities in anon-registered account. See Income tax considerations forinvestors for more details.

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TD Mutual Funds

Free Redemption Entitlement

Every calendar year, you can switch, convert or redeem, withno fees, up to 10% of your Advisor Series or T-Series Securitiesin a particular Fund purchased under the back-end load optionor either of the low-load options that would otherwise besubject to a deferred sales charge. This Free RedemptionEntitlement (“FRE”) is based on 10% of the number ofSecurities you held at December 31 of the preceding yearpurchased under the back-end load option or either of thelow-load options, as the case may be, plus 10% of Securitiespurchased in the current year under the back-end load optionor the applicable low-load option, as the case may be. Youcannot carry any unused amount forward to the next year.

If you switch Securities from one Fund to another Fund or a TD MAP Portfolio, as long as you remain within the samepurchase option, we will transfer your remaining FRE from thefirst Fund to the second Fund or the TD MAP Portfolio. Short-term trading fees may apply. See Fees and expenses.

If you convert Securities between Advisor Series and T-Seriesof the same Fund and purchase option, we will transfer yourremaining FRE to the new series.

When you may not be allowed to redeem yourSecurities

Under exceptional circumstances, as permitted by Canadiansecurities legislation, we may suspend your right to redeemSecurities of any Fund:• if normal trading is suspended on a stock, options or futures

exchange within or outside Canada on which securities orspecified derivatives are traded, and if those securities orspecified derivatives represent more than 50% by value orunderlying market exposure of the total assets of that Fundand are not traded on any other exchange that represents areasonably practical alternative for the Fund; or

• with the consent of Canadian securities regulatoryauthorities.

Calculating the redemption fee

For Advisor Series and T-Series Securities, you pay us aredemption fee if you redeem Securities acquired on a deferredsales charge basis under:• the back-end load option within six years from the date of

original purchase.• the low-load option within two years from the date of

original purchase.• the low-load-2 option within four years from the date of

original purchase.

If you are redeeming Advisor Series and T-Series Securities thatwere switched from another Fund or a TD MAP Portfolio, thedeferred sales charge is based on the date and original purchaseprice of the securities to which the redeemed Securities are attributable.

For purchases of Advisor Series and T-Series Securities underthe back-end load option or either of the low-load options, wewill redeem Securities in the following order for each applicablepurchase option:• Free Redemption Entitlement Securities, as described above;

then• Securities issued through distribution/dividend reinvestment

plans as these Securities are not subject to the deferredsales charge; then

• Securities in the order that they were purchased.

The redemption fee declines over time as shown under Feesand expenses. We will deduct the redemption fee from theproceeds of the redemption.

If you hold Advisor Series and T-Series Securities of a Fundpurchased under two or more sales charge options and wish to redeem them, you must tell us which Securities you want to redeem.

Optional services

Pre-Authorized Contribution Plan

If you want to invest in one or more Funds on a regular basis,you can set up a Pre-Authorized Contribution Plan (“PAC”).We will automatically transfer money from your bank accountto purchase Securities in the Fund you choose. Depending onthe purchase option you select, a sales commission may apply.See Purchases, switches and redemptions – Purchases formore information.

You may enroll in the plan, free of charge, by completing an application form that may be obtained from your FinancialAdvisor. Transaction confirmations will be sent only for theinitial contribution after setting up your PAC or making achange to your PAC. You may invest weekly, bi-weekly, semi-monthly, monthly, quarterly, semi-annually or annually. Youcan change the amount you are investing, or suspend or cancel your PAC at any time by contacting your FinancialAdvisor. We may cancel your PAC if your payment is returneddue to insufficient funds in your bank account.

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TD Mutual Funds

The minimum PAC requirements for each series of Securitiesin a Fund are as follows:

Minimum Minimum Minimum PAC initial account investment investment balanceSeries/Fund per Fund per Fund per Fund

F-Series:� TD Premium Money Market Fund $5,000 $100,000 $100,000Advisor Series:� TD Income Advantage Portfolio� TD U.S. Equity Portfolio� TD U.S. Equity Currency Neutral Portfolio� TD Global Equity Portfolio� TD Advantage Investment Portfolios $25 $2,000 $2,000F-Series:� TD Income Advantage Portfolio� TD U.S. Equity Portfolio� TD U.S. Equity Currency Neutral Portfolio� TD Global Equity Portfolio� TD Advantage Investment Portfolios $25 $5,000 $1,000All other FundsAdvisor Series $25 N/A N/AF-Series $25 $500 $100T-Series $25 $5,000 $5,000S-Series $25 $5,000 $5,000

The Funds have received relief from the requirement to deliveran annual renewal simplified prospectus and any amendmentto you, unless you request it. These documents are available atwww.tdassetmanagement.com or www.sedar.com.

You may exercise your statutory right to withdraw from theinitial purchase under a PAC. This right will not apply in respectof any subsequent purchases under the PAC, but you continueto have all other statutory rights under securities law, includingrights arising from any misrepresentation, whether or not yourequest or receive a copy of a renewal prospectus or amendment.See What are your legal rights? for more details.

Systematic Withdrawal Plan

If you would like to make regular withdrawals from yourinvestment in a Fund held in a non-registered account, you canset up a Systematic Withdrawal Plan (“SWP”), provided thatyou meet the minimum starting balance per Fund. There is nocharge for this service. You may request withdrawals from youraccount on a monthly, bi-monthly, quarterly, semi-annual orannual basis. We will deposit the proceeds directly to yourdesignated bank account or mail a cheque for the proceeds tothe address your Financial Advisor specifies. If your accountbalance falls below the minimum requirement for a Fund, wemay ask you to increase your investment to the minimumamount or to cancel your SWP. A redemption fee may apply toany Securities purchased through the back-end load or eitherof the low-load options. You may cancel your SWP at any time.

The minimum SWP requirements for each series ofSecurities of a Fund acquired under a particular purchaseoption are as follows:

Minimum Minimum Minimum SWP starting account redemption balance balanceSeries/Fund per Fund per Fund per Fund

F-Series:� TD Premium Money Market Fund $100 $200,000 $100,000

Advisor Series:� TD Income Advantage Portfolio� TD U.S. Equity Portfolio� TD U.S. Equity Currency Neutral Portfolio� TD Global Equity Portfolio� TD Advantage Investment Portfolios $100 $10,000 $2,000All other Funds

Advisor Series $100 $10,000 $1,000

F-Series $100 $10,000 $1,000

T-Series $100 $10,000 $5,000

S-Series $100 $10,000 $5,000

It is important to remember that if your regular redemptionsare more than what your Fund series Securities are earning,you will eventually redeem the full amount of your originalinvestment.

Retirement and savings plans

You may establish a Registered Retirement Savings Plan(“RRSP”), Group Retirement Savings Plan, Locked-in Retirement Plan, Registered Retirement Income Fund (“RRIF”),Life Income Fund, Locked-in Retirement Income Fund,Prescribed Retirement Income Fund, Locked-in RetirementAccount, Registered Education Savings Plan (“RESP”),Registered Disability Savings Plan (“RDSP”) or Tax-Free SavingsAccount (“TFSA”) with The Canada Trust Company, as trustee,for the purpose of purchasing Securities of the Funds. Thetrustee will attend to registration of such plans under theprovisions of the Tax Act, and, if applicable, under theprovisions of any similar provincial legislation. Theaforementioned plans, together with Deferred Profit SharingPlans (a “DPSP”), are referred to as “Registered Plans”.

You can open a Registered Plan (other than a DPSP) bycompleting an application form that may be obtained fromyour Financial Advisor.

Securities of the Funds may also be purchased within a self-administered Registered Plan. Securities of the Funds are,or are expected to be, qualified investments under the Tax Actfor Registered Plans. For further details, please refer to TAXINFORMATION – Qualification for investment in the AIF.

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TD Mutual Funds

Fees and expensesThe following table lists the fees and expenses you may pay if you invest in a Fund. You pay some of these fees and expensesdirectly. Others are payable by the Fund, which will reduce the value of your investment in the Fund.

Securityholders of the F-Series and S-Series Securities are not required to approve the introduction of, or a change in the basis ofcalculation of, a fee or expense that is charged to F-Series or S-Series Securities of a Fund or directly to securityholders of F-Series orS-Series Securities by a Fund, TDAM or a third party, in connection with the holding of such Securities, in a way that could result inan increase in charges in respect of that series or to the securityholder. Any such change will only be made if notice is mailed tosecurityholders at least 60 days prior to the date on which the increase is to take effect.

Securityholders of the Advisor Series and T-Series Securities are not required to approve the introduction of, or a change in thebasis of calculation of, a fee or expense that is charged to Advisor Series or T-Series Securities of a Fund or directly to securityholdersof Advisor Series or T-Series Securities by an arm’s length party in connection with the holding of such Securities, in a way that couldresult in an increase in charges in respect of that series or to the securityholder. Any such change will only be made if notice is mailedto securityholders at least 60 days prior to the date on which the increase is to take effect.

Fees and expenses payable by the Funds

Management fees Each Fund, either directly or indirectly, pays TDAM one or moreannual management fees. If the Fund has more than one seriesof Securities, a different management fee based on the SeriesNAV per Security is payable in respect of each series. The fee iscalculated and accrued daily and paid monthly. Where a Fundinvests in other mutual funds, there are fees and expensespayable by the other funds in addition to those paid by theFund. However, there will be no duplication of managementfees or sales or redemption fees. See the Fund Profile for themanagement fee that is payable by the Fund. Management feesare included in a Fund’s Management Expense Ratio (“MER”),as described below.

We may charge management fees that are less than themanagement fees we are otherwise entitled to charge seriesSecurities of a Fund. We may charge the maximum rateof the annual management fee without giving noticeto securityholders.

Management fee distributions

If you make a large investment in a TD Mutual Fund Trust, asdetermined by TDAM from time to time, we may charge fees to the particular Fund that are less than our usual managementfee that would otherwise apply in respect of your investment inthe Fund.

In the case of a TD Mutual Fund Trust, the Fund will distributeto you the amount of the reduction which will be reinvested inadditional units of the same series of the Fund. Any managementfee distribution is paid out of net income or net realized capitalgains of a Fund first, then as a return of capital.

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TD Mutual Funds

Fees and expenses payable by the Funds

Fund expenses – Portfolio Transaction Costs Each Fund may pay costs associated with portfolio transactions (”Portfolio Transaction Costs”), including, but not limited to, brokerage commissions to purchase and sell portfolio securities and research and execution costs, if any. While Portfolio Transaction Costs are charged to the Fund, they are not currently included in the MER calculation of the Fund but are disclosed as a percentage of the daily average net assets of the Fund in the management report of fund performance. This percentage is called the trading expense ratio (“TER”).

Where a Fund invests in other funds, the underlying funds are generally responsible for their own Portfolio Transaction Costs. However, the Fund’s TER includes the proportionate share of the TER of any underlying funds held in the Fund.

Fund expenses – Fund operating expenses TD Mutual Fund Trusts

Except in respect of Advisor Series units of TD U.S. Equity Portfolio, TDAM will pay all of the operating expenses for the TD Mutual Fund Trusts, other than “Trust Fund Costs”. The Trust Fund Costs are costs and expenses associated with: • all taxes; • borrowing; • each TD Mutual Fund Trust’s IRC*; • compliance with any new governmental and regulatory requirements; and • new types of costs or expenses not incurred prior to the date of this document or any amendment thereof.

Classes of TD Mutual Funds Corporate Class

TDAM will pay the following operating expenses, costs and fees for the Classes: • audit fees; • recordkeeping costs; • communication costs; • insurance costs; • custodial costs; • costs of printing and disseminating prospectuses, annual information forms and continuous disclosure materials; • advisory fees pertaining to accounting and tax matters; • legal fees, costs and expenses relating to the preparation of prospectuses, annual information forms, continuous disclosure materials, contracts and regulatory applications; • bank charges, excluding costs and expenses associated with borrowing; and • regulatory filing fees. TDAM is not obligated to pay any other Class expense, cost or fee, including those arising from new government or regulatory requirements relating to the foregoing expenses, costs and fees. The Classes will be responsible for all other operating expenses (“Class Costs”), including expenses associated with: • all taxes; • borrowing; • directors’ fees; • each Class’ IRC*; and

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TD Mutual Funds

Fees and expenses payable by the Funds

• compliance with any new governmental and regulatory requirements. Trust Fund Costs and Class Costs are collectively referred to as “Fund Costs”. Operating expenses, whether payable by TDAM or as part of the Fund Costs, include services provided by us or our affiliates. Each Fund is required to pay applicable goods and services

taxes (“GST”) and harmonized sales taxes (“HST”) onmanagement fees, administration fees and certain Fund Costsbased on the province or territory of residence of the investors ineach series of the Fund. GST and HST, where applicable, are partof the Fund Costs and are included in the MER of each series of the Fund. Changes in existing HST rates, further provincialadoption of HST and differences in the provincial and territorialdistribution of assets within each series of the Fund all may havean impact on the MER of each series of the Fund year over year.

If a Fund has more than one series of Securities, thesecurityholders of each series bear their pro rata share of theFund Costs which are common to the operation of all series aswell as those expenses which are attributable solely to thatseries of Securities. Each Class pays its share of TD MutualFunds Corporate Class’ expenses.

The unitholders of Advisor Series units of TD U.S. EquityPortfolio bear their pro rata share of the operating expenses ofthe Fund which are common to the operation of all series aswell as those expenses which are attributable solely to thatseries of units. These operating expenses (which may be paid tous or our affiliates) include recordkeeping and communicationscosts, custodial, legal, audit and filing fees, bank charges andFund Costs.

Fund Costs are included in a Fund’s MER.* As at the date of this simplified prospectus, each member of the IRC receives an

annual retainer of $40,000 ($55,000 for the Chair) and $2,000 ($4,000 for theChair) for each meeting of the IRC that the member attends, plus expenses for eachmeeting. These fees and expenses, plus associated legal and insurance costs, areallocated among all of the funds managed by TDAM to which NI 81-107 applies,including the Funds, in a manner that is considered by TDAM to be fair andreasonable.

Administration fee An annual administration fee will be payable to TDAM withrespect to certain series Securities of the Funds in considerationfor TDAM paying the operating expenses of the TD MutualFund Trusts and certain of the operating expenses of the Classeswhich include recordkeeping and communication costs, custodial,certain legal fees, audit and regulatory filing fees and bankcharges. Each Fund will continue to pay its Fund Costs andPortfolio Transaction Costs.

The administration fee will be payable in respect of AdvisorSeries and T-Series Securities of each Fund, as applicable, otherthan the Money Market Funds, TD Ultra Short Term Bond Fund,TD Short Term Bond Fund, TD Canadian Bond Fund, the IndexFunds, TD Short Term Investment Class and Advisor Series unitsof TD U.S. Equity Portfolio. The administration fee will be equal

to a specified percentage of the net asset value of the Advisor

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TD Mutual Funds

Fees and expenses payable by the Funds

Series and T-Series Securities, respectively, calculated and accrued daily and paid monthly. No administration fee will be charged with respect to other

series Securities of the Funds offered under this simplifiedprospectus.

The administration fees, if any, paid to TDAM by a Fund inrespect of a series may, in any particular period, exceed or belower than the operating expenses TDAM incurs for that seriesof the Fund.

Management Expense Ratio (“MER”) The MER for each series of Securities is the total of the series’proportionate share of the Fund Costs and series-specific feesand expenses, if any. This includes the Fund’s proportionateshare of the MER of any underlying fund in which the Fund hasinvested. The MER is expressed as an annualized percentage ofthe average net asset value allocated to that series of Securitiesduring the period. The MER includes GST and HST, but excludesPortfolio Transaction Costs.

Currently the MER for each series of Securities of the Funds,other than for Advisor Series units of TD U.S. Equity Portfolio,consists of the management fee, administration fee (if applicable)and Fund Costs. Currently, the MER for Advisor Series units ofTD U.S. Equity Portfolio consists of the management fee,operating expenses described above and Fund Costs.

Fees and expenses payable directly by you

Sales charges For Advisor Series or T-Series Securities purchased on a front-end load basis, you negotiate a sales charge with your FinancialAdvisor. This charge may be up to 5% of the purchase price ofyour Securities.

We collect the sales charge that you owe your dealer from theamount you invest and remit it to your dealer as a commission.

There are generally no sales charges for purchases of F-Seriesand S-Series Securities.

Switch fees You may be charged up to 2% of the NAV of the switched Securities as negotiated between you and your Financial Advisor.

A short-term trading fee (as described below) may apply forswitching from one Fund to another Fund or a TD MAPPortfolio if the switch occurs up to 30 days after the Securitieswere acquired.

Conversion fees We do not charge a conversion fee when you convert from oneseries or purchase option to another series or purchase optionof the same Fund. However, your dealer may charge you aconversion fee, as negotiated between you and your FinancialAdvisor.

A conversion to a different series or purchase option mayresult in a redemption fee being charged if you exceed yourFree Redemption Entitlement. See Purchases, switches andredemptions – Free Redemption Entitlement andRedemption fees (as described below).

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TD Mutual Funds

Fees and expenses payable directly by you

Short-term trading fee Each Fund, except Money Market Funds and TD Short TermInvestment Class, may charge a short-term trading fee of up to 2% of your acquisition cost if you redeem or exchangeyour Securities (including on a switch) up to 30 days afteryou acquired them (except Securities purchased throughdistribution/dividend reinvestment). This fee is over and aboveany redemption fees you may already incur. Short-term tradingfees are paid to the Fund, and may be retained by the Fund ormay be passed on by the Fund to any underlying funds.

Redemption fees You will pay us a deferred sales charge if you purchase AdvisorSeries or T-Series Securities, other than Securities purchasedthrough distribution/dividend reinvestment, on a back-end loadoption or low-load option basis and you redeem your AdvisorSeries or T-Series Securities within the specified time periods.The charge is based on the original cost of your Securities, howlong you held them and, in each case, the load option underwhich the Securities were purchased. We deduct the chargefrom the value of Securities you redeem. The following tableshows the deferred sales charge schedule:

Securities sold during Redemption charge rates under: the following periods Back-end Low-load Low-load-2 after you bought them load option option option during the first year 5.5% 2.0% 3.5% during the second year 5.0% 2.0% 3.0% during the third year 4.5% Nil 2.0% during the fourth year 4.0% Nil 1.0% during the fifth year 3.0% Nil Nil during the sixth year 1.5% Nil Nil after the sixth year Nil Nil Nil

Registered Plan fees No fees are charged by TDAM for opening or administering a Registered Plan sponsored by TD Bank or any of its affiliates.

We may charge a fee of up to $25 to a Registered Plan, regardless of its sponsor, upon termination of a Registered Plan account.

Early redemption fee See Short-term trading fee.

Fee for wiring redemption proceeds to your account In addition to the bank wire costs, we charge an administrative handling fee of up to $25 if redemption proceeds are wired to a designated account.

NSF charge You or your bank may be charged up to $50 if any transactions are cancelled due to insufficient funds.

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TD Mutual Funds

Fees and expenses payable directly by you

Foreign currency spread If you switch Securities denominated in one currency to securitiesof a Fund or TD MAP Portfolio denominated in another currency,or convert Securities denominated in one currency to Securitiesof the same Fund denominated in another currency, a currencyconversion may be required. In all such circumstances, TD Bank,or an affiliate of TD Bank, will convert the currency at ratesestablished or determined by it. TD Bank, or an affiliate of TD Bank, may earn revenue, based on the difference betweenthe applicable buy and sell rates for the currencies and the rate at which the buy and sell rates are offset in the market.Conversion of currency, if required, will take place on theValuation Date associated with your switch request.

Impact of sales chargesThe following table shows the amount of fees you would pay ifyou made an investment of $1,000 in Advisor Series, F-Series,T-Series or S-Series Securities of a Fund, if you held thatinvestment for one, three, five or ten years and redeemed theentire investment immediately before the end of each period.

In addition:• The front-end sales charge example assumes the maximum

possible charge, although you may negotiate a lowercharge with your Financial Advisor.

• Under the back-end load and either of the low-load options,you may also redeem up to 10% of your investment undereach such option free of redemption fee charges in eachcalendar year. The 10% Free Redemption Entitlement is notused in determining the redemption fees indicated in thefollowing table. Redemption fees apply only if you redeemyour Advisor Series or T-Series Securities while the applicabledeferred sales charge schedule is in effect. See Fees and expenses.

Fee at Redemption fee beforetime of the end of:purchase 1 Year 3 Years 5 Years 10 Years

Advisor Series and T-Series:

- front-end load option $50 Nil Nil Nil Nil

- back-endload option Nil $55 $45 $30 Nil

- low-load option Nil $20 Nil Nil Nil

- low-load-2 option Nil $35 $20 Nil Nil

F-Series* and S-Series* Nil Nil Nil Nil Nil

* You may be required to pay your dealer a fee when you purchase or redeem F-Series or S-Series Securities.

Dealer compensation

How your Financial Advisor and dealer are paid

The Financial Advisor and dealer you select are your agents to place orders on your behalf. Certain dealers, such as TD Investment Services Inc. and TD Waterhouse Canada Inc.,may be affiliates of TDAM and may be entitled to receivecompensation similar to the compensation received by other dealers. TDAM and the Funds are not liable for anyrecommendations or investment advice provided to you byyour Financial Advisor or dealer.

Advisor Series and T-Series Securities

Sales commissions

Your dealer usually receives a commission when you invest inAdvisor Series or T-Series Securities of the Funds. The commissiondepends on the sales charge option you choose and the amountyou invest. Your Financial Advisor usually receives a portion ofthe commission that is paid to your dealer.

• Front-end load option

You and your Financial Advisor decide on the percentage youwill be charged when you purchase Advisor Series or T-SeriesSecurities under the front-end load option. The percentageranges from 0% to 5% of the amount you invest. We deductthe sales charge from the amount you invest and pay it to yourdealer as a commission. See Fees and expenses and Switchesfor details.

• Back-end load option

When you purchase Advisor Series or T-Series Securities underthe back-end load option, we pay your dealer a commission of5% of the amount you invest. You will not pay a redemptioncharge unless you redeem your Securities within six years ofpurchasing them. See Fees and expenses for details.

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TD Mutual Funds

• Low-load option

When you purchase Advisor Series or T-Series Securities underthe low-load option, we pay your dealer a commission of 1%of the amount you invest. You will not pay a redemptioncharge unless you redeem your Securities within two years ofpurchasing them. See Fees and expenses for details.

• Low-load-2 option

When you purchase Advisor Series or T-Series Securities underthe low-load-2 option, we pay your dealer a commission of3% of the amount you invest. You will not pay a redemptioncharge unless you redeem your Securities within four years ofpurchasing them. See Fees and expenses for details.

Switch fee

When you switch from one Fund to another Fund or a TD MAPPortfolio, your dealer may charge you a switch fee of up to 2%of the cost of the switched Securities, as negotiated betweenyou and your Financial Advisor. We deduct the fee from thevalue of the securities you buy and pay it to your dealer.

Trail commissions

We calculate trail commissions based on the Advisor Series orT-Series Securities held by securityholders at month-end andpay them to the dealer of record at month-end, no lessfrequently than quarterly. We expect that dealers will pay a portion of the trail commission to Financial Advisors for theservices they provide to their clients. These commissions area percentage of the average daily value of the Advisor Seriesor T-Series Securities of each Fund held by the dealer’s clients.The amount of commissions that is forwarded to the dealerdepends on the Fund and the sales charge option. We maychange or cancel the terms of the trail commissions at any time without notice. Trail commissions are paid out of ourmanagement fee. The following table shows the maximumannual trail commission rates:

Maximum annual trail commission rate

Front- Back- end end Low- Low-Advisor Series or load load load load-2 T-Series Securities of: option option option option*TD Canadian Money 0.25% 0.10% 0.25% 0.10%Market Fund

TD Short Term Investment Class

TD Ultra Short Term 0.50% N/A N/A N/ABond Fund

TD Short Term Bond Fund 0.50% 0.25% 0.50% 0.25%TD Mortgage FundTD Canadian Bond FundTD Canadian Core PlusBond Fund

TD Corporate BondCapital Yield Fund

TD Real Return Bond FundTD Global Bond FundTD High Yield Bond FundTD Monthly Income Fund

Front- Back- end end Low- Low-Advisor Series or load load load load-2 T-Series Securities of: option option option option*TD Income Advantage 0.75% 0.375% 0.75% 0.375%Portfolio

TD Advantage BalancedIncome Portfolio

All other Funds 1.00% 0.50% 1.00% 0.50%

* The disclosed maximum annual trail commission rates for the low-load-2 option areapplicable for the first 4 years after the Securities are acquired under this purchaseoption. Once Securities acquired under this purchase option are held for periodsgreater than 4 years, the maximum annual trail commission rate that can be paidto your dealer may automatically increase to the maximum annual trail commissionrate payable under the front-end load option for the same Fund.

F-Series and S-Series SecuritiesNo dealer compensation of any kind is paid to your FinancialAdvisor or dealer on F-Series or S-Series Securities.

Other forms of dealer support

We provide a broad range of marketing and support programsto assist Financial Advisors or dealers in business promotionalactivities relating to the sale of Securities of the Funds, all inaccordance with securities legislation. We provide research andmarketing materials, including brochures, reports, anddomestic and global market commentaries.

Dealer compensation from management fees

In its last completed financial year ended October 31, 2010,TDAM paid dealers approximately 50.7% of the totalmanagement fees it earned on all the Funds (whether offeredunder this or another simplified prospectus).

Income tax considerations forinvestorsThis information is a general summary of the current Canadianfederal income tax rules under the Tax Act. It assumes you arean individual (other than a trust) and, for purposes of the TaxAct, are resident in Canada, deal at arm’s length with theFunds and that you hold your Securities as capital property.More detailed information is available in the AIF. You shouldconsult your tax advisor about your tax situation.

Securities held in a Registered Plan

If you hold Securities of a Fund in a Registered Plan,distributions/dividends paid by the Fund and any capital gainsfrom redeeming or switching are generally sheltered from tax.Any amount you withdraw from a Registered Plan (other thanan RESP, RDSP or TFSA) is fully taxable. Any amount youwithdraw from an RESP or RDSP is taxable to the extent it isnot a refund of contributions. Amounts withdrawn from aTFSA are not taxable.

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TD Mutual Funds

TD Mutual Fund Trust units held in anon-registered account

If you hold units of a TD Mutual Fund Trust in a non-registeredaccount, you must take into account distributions paid or payableto you by the Fund in calculating your taxable income, whetheror not they are reinvested in additional units of the Fund. Youmust also include in your taxable income any taxable capitalgains from switching or redeeming your units.

DistributionsDistributions from a TD Mutual Fund Trust, includingmanagement fee distributions, are generally taxable, inCanadian dollars, in your hands whether or not these amountswere paid to you in cash or through reinvestment in additionalunits. Distributions may include capital gains, interest income,foreign source income or taxable dividends from taxableCanadian corporations, which are taxed just as if you hadreceived the same type of income directly. Dividends fromtaxable Canadian corporations are eligible for the dividend tax credit. An enhanced gross-up and dividend tax credit isavailable for “eligible dividends” designated by a taxableCanadian corporation. To the extent available under the TaxAct and the Canada Revenue Agency’s administrative practice,a Fund will designate any eligible dividends received by theFund as eligible dividends to the extent such eligible dividendsare included in distributions to securityholders.

Generally, distributions to you in excess of your share of aFund’s net income and net realized capital gains for the year, ifany, are a return of capital and are not taxable to you, althoughthey will generally reduce the adjusted cost base of your unitsin the Fund, which may result in a larger capital gain or smallercapital loss being realized on a subsequent disposition of units. It is expected that distributions paid on the T-Series andS-Series units of a Fund are more likely to include a return ofcapital than other series of the Funds. In addition, it is expectedthat distributions paid on the Advisor Series and F-Series unitsof TD Corporate Bond Capital Yield Fund will include a returnof capital. To the extent that the adjusted cost base of yourunits would be less than zero as a result of you receiving adistribution on your units that is a return of capital, you will be deemed to have realized a capital gain to the extent thatyour adjusted cost base is below zero and the adjusted costbase of your units will be increased by the amount of such deemed gain. You will be provided information regarding anydistributions that are a return of capital. For more informationcontact your tax advisor.

Distributions are payable to those who are securityholdersof record as at the close of business on the Valuation Dateimmediately preceding the distribution date.

Some of the TD Mutual Fund Trusts may make interim (suchas monthly) distributions from a series during the year and maymake a final distribution in December. For such Funds, netincome for tax purposes may not be allocated amongst seriesuntil December and may be based on each series’ proportionateshare of the Fund at the relevant time in December.

Switching or redeeming unitsIf your units are switched or redeemed, a capital gain or capitalloss may be realized. The capital gain (capital loss) will be equalto the difference between the amount you receive for theswitch or redemption, net of any reasonable costs of switchingor redeeming the units, and the adjusted cost base of the units.You will be provided details on the proceeds from a switch or redemption. You must calculate the adjusted cost base ofyour units. See Income tax considerations for investors –Calculating adjusted cost base for more details.

In certain situations, where a securityholder disposes ofunits of a TD Mutual Fund Trust and would otherwise realize a capital loss, the loss will be denied. This may occur if asecurityholder, the securityholder’s spouse or a person affiliatedwith the securityholder (including a corporation controlled bythe securityholder) has acquired units of the same Fund within30 days before or after the original securityholder disposed ofthe units, which are considered to be “substituted property”.In these circumstances, the capital loss may be deemed to be a“superficial loss” and denied. The amount of the denied capitalloss will be added to the adjusted cost base of the units whichare substituted property.

Generally, one-half of a capital gain must be included incomputing your taxable income as a “taxable capital gain”.One-half of a capital loss may be deducted against your taxablecapital gains in the year of disposition or, subject to certainlimitations imposed under the Tax Act, carried back three yearsor forward indefinitely for deduction against taxable capitalgains realized in those years.

Converting unitsA conversion from one series of units or purchase option to another series of units or purchase option of the sameTD Mutual Fund Trust, is not a disposition for income taxpurposes. You will not realize a capital gain or capital loss atthe time of conversion. The cost of the units you receive from a conversion is equal to the adjusted cost base of the units that were converted.

TD Mutual Funds Corporate Class and Class sharesheld in a non-registered account

TD Mutual Funds Corporate Class must consolidate income,expenses, and capital gains and losses from all Classes indetermining its taxable income and amount of tax payable.Any taxes payable or recoverable will be allocated to theClasses and series.

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TD Mutual Funds

Any of the Classes of TD Mutual Funds Corporate Class maypay ordinary dividends and/or capital gains dividends. The boardof directors of TD Mutual Funds Corporate Class determineswhen dividends are paid based upon our recommendation.

Dividends from any of the Classes of TD Mutual FundsCorporate Class are taxable in the year you receive them,whether you receive them in cash or have them reinvested inadditional shares.

Ordinary dividends you receive from any of the Classes of TD Mutual Funds Corporate Class are treated as taxabledividends or eligible dividends and are subject to the applicablegross-up and dividend tax credit rules.

Capital gains dividends are treated as realized capital gains.In general, you must include one-half of the amount of acapital gain in your income for tax purposes. TD Mutual FundsCorporate Class may pay capital gains dividends in order toobtain a refund of capital gains taxes paid by TD Mutual FundsCorporate Class. Generally, these would be payable on aproportional basis to each Class, but the board of directors hasthe right to distribute capital gains dividends to a particularClass if the board of directors believes it is reasonable to do sobased upon our recommendation. The dividend to be paid to aClass will be paid proportionately amongst the series of suchClass, after adjusting for series expenses.

Switching or redeeming sharesA switch of shares from one Class of TD Mutual Funds CorporateClass to shares of another Class of TD Mutual Funds CorporateClass is not a disposition for income tax purposes. You will notrealize a capital gain or capital loss at the time of the switch.The cost of the shares you receive from a switch is equal to theadjusted cost base of the shares that were switched.

If you redeem your shares for cash or to purchase units of aTD Mutual Fund Trust, you will realize a capital gain (or loss).One-half of a capital gain realized must be included in yourincome for tax purposes. A capital loss can be applied againstcapital gains, subject to certain limitations. You will be provideddetails on the proceeds from a switch or redemption. You mustcalculate the adjusted cost base of your shares. See Incometax considerations for investors – Calculating adjusted costbase for more details.

In certain situations, where a securityholder disposes ofshares of a Class of TD Mutual Funds Corporate Class andwould otherwise realize a capital loss, the loss will be denied.This may occur if a securityholder, the securityholder’s spouseor a person affiliated with the securityholder (including acorporation controlled by the securityholder) has acquired sharesof the same Fund within 30 days before or after the originalsecurityholder disposed of the shares, which are considered tobe “substituted property”. In these circumstances, the capitalloss may be deemed to be a “superficial loss” and denied. Theamount of the denied capital loss will be added to the adjustedcost base of the shares which are substituted property.

Generally, one-half of a capital gain must be included incomputing your taxable income as a “taxable capital gain”.One-half of a capital loss may be deducted against your taxablecapital gains in the year of disposition or, subject to certainlimitations imposed under the Tax Act, carried back three yearsor forward indefinitely for deduction against taxable capitalgains realized in those years.

Converting sharesA conversion from one series of shares or purchase option toanother series of shares or purchase option of the same Class isnot a disposition for income tax purposes. You will not realize acapital gain or capital loss at the time of conversion. The costof the shares you receive from a conversion is equal to theadjusted cost base of the shares that were converted.

Calculating adjusted cost base

In order to calculate your gain or loss on a taxable dispositionof Securities, you need to calculate the adjusted cost base ofthe Securities before disposition. The adjusted cost base isdetermined separately for each series of Securities of a Fundyou own.

How to calculate the adjusted cost base (“ACB”) of yourtotal investment in Securities of any series of a Fund

ACB = the cost of your initial investmentPlus the cost of any additional investmentsPlus reinvested distributions/dividends

(including management fee distributions)Minus the portion of any distributions that was a

return of capital Minus the ACB of any previous switches,

conversions or redemptions

In the case of TD Mutual Fund Trusts denominated in U.S.dollars, you must convert U.S. dollars to Canadian dollars usingthe exchange rate on the relevant date for the purpose ofcalculating the ACB of your units.

Buying Securities before a distribution or dividend

When you purchase Securities of a Fund, a portion of the priceyou pay may reflect unrealized capital gains and realizedincome and capital gains that have not been distributed orpaid out as a dividend, as the case may be. When a Fund paysa distribution or dividend to you, it must be included in yourincome even though the Fund may have earned the incomeand/or capital gains before you owned the Securities. Thiscould occur if you buy Securities prior to a distribution ordividend date. See the Distribution policy section in the FundProfile of each Fund in the second part of this document forwhen distributions or dividends may be paid.

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TD Mutual Funds

Portfolio turnover rate

Each Fund discloses its portfolio turnover rate in itsmanagement report of fund performance. The portfolioturnover rate indicates how actively the portfolio advisermanages the investments of the Fund. For example, theamount of activity in an Index Fund may be affected by achange in the composition of an index or by a large purchaseor redemption. A portfolio turnover rate of 100% is equivalentto the portfolio adviser buying and selling all of the securities inthe Fund’s portfolio once in the course of the year. The higherthe portfolio turnover rate in a year, the greater the tradingcosts payable by the Fund in the year and the greater thelikelihood that gains or losses will be realized by the Fund.Any distribution of net income or the taxable portion of thenet realized capital gains paid or payable by the Fund to you, in a non-registered account, must be included in your incomefor tax purposes for that year. There is not necessarily arelationship between a high turnover rate and the performanceof a Fund. Certain Funds may have a portfolio turnover rategreater than 70%. Where applicable, this is indicated in theInvestment strategies section of the affected Funds in thesecond part of this document.

What are your legal rights?Under securities laws in some provinces and territories, youhave the right to:• withdraw from your agreement to buy Securities of a

Fund within two business days of receiving the simplifiedprospectus, or cancel your purchase within 48 hours ofreceiving confirmation of your order. For Pre-AuthorizedContribution Plans, you do not have this withdrawal rightwith respect to purchases of Securities of a Fund where youdo not request to receive subsequent renewal prospectusesand amendments.

• cancel your purchase agreement and get your money back,or make a claim for damages, if the simplified prospectus,AIF or financial statements misrepresent any facts about theFund. The time limit to exercise these rights depends on thegoverning legislation in your province or territory.

For more information, refer to the securities legislation of yourprovince or territory or consult your lawyer.

Additional informationTDAM may waive any term or condition, including theminimum initial investment, minimum account balance andother requirements relating to the offering of units of theFunds, at any time in its sole discretion.

Transactions in securities of issuers that arerelated parties

The Funds are permitted to purchase securities issued by TD Bank or any affiliate thereof if the purchase is made on an exchange, receives IRC approval and the other terms of NI 81-107 are complied with.

The Funds have received regulatory approval to purchaseand hold non-exchange traded debt securities of a relatedissuer in the secondary market. Such transactions mustreceive IRC approval and comply with the other terms ofthe regulatory approval.

The Funds have received regulatory approval to purchaseand hold non-exchange traded debt securities, other thanasset-backed commercial paper securities, with a term tomaturity of 365 days or more, issued by a related issuer in theprimary market if IRC approval is obtained and certain otherterms are met.

TD Short Term Bond Fund, TD Mortgage Fund and TD Monthly Income Fund have received regulatory approval toengage in principal transactions in mortgages or guaranteedmortgages, as the case may be, with affiliates of TDAM. Suchtransactions must receive IRC approval and comply with theother terms of the regulatory approval.

The IRC has approved the respective Funds engaging in theabove transactions in securities of issuers that are related parties.

The Funds may apply to securities regulatory authorities forrelief from the restrictions prohibiting a Fund from engaging ina securities lending transaction with a related party, includingTD Bank or its affiliates or associates. As of the date of thissimplified prospectus, such relief has not been sought. In theevent that relief is sought and granted, the Funds may enterinto securities lending transactions with TD Bank or any of itsaffiliates or associates, subject to any terms or conditions thatmay be included as a term of such relief.

Certain of the Funds may invest in asset-backed commercialpaper sponsored by TD Bank subject to receiving any necessaryrelief from securities regulatory authorities and IRC approvaland complying with any terms or conditions.

Transactions with dealers that are related parties

The Funds may engage in secondary market transactions with dealers that are related to TDAM in order to purchase orsell debt securities or equities. Such transactions must receiveIRC approval and comply with the terms of any relatedregulatory approval.

The Funds are permitted to purchase securities of an issuerin a distribution in respect of which a dealer related to TDAMhas acted as an underwriter provided that the distribution ismade by prospectus. The Funds may also purchase equitysecurities of an issuer in a distribution where an affiliate ofTDAM has acted as an underwriter, notwithstanding that thedistribution is not made by prospectus, provided IRC approval isobtained and the other terms of the regulatory approval arecomplied with.

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TD Mutual Funds

The Funds may invest in debt securities, other than asset-backed commercial paper, of an issuer that do not have anapproved rating from an approved credit rating organization ina distribution for which a dealer related to TDAM has acted asan underwriter provided IRC approval is obtained and the otherterms of the regulatory approval are complied with.

The IRC has approved the Funds engaging in the abovetransactions with dealers that are related parties.

Transactions with related funds

Each Fund may purchase securities from, or sell securities to,any other Fund or any other mutual fund managed by TDAMthat is subject to National Instrument 81-102 Mutual Funds(“NI 81-102”). The Funds have received regulatory approval topurchase securities from, or sell securities to, a mutual fundmanaged by TDAM that is not subject to NI 81-102 (a “pooledfund”) or to an account fully managed by TDAM (a “managedaccount”) provided that:(i) the purchase or sale of securities is consistent with the

investment objective of the Fund, pooled fund ormanaged account, as the case may be;

(ii) the IRC has approved the transaction;(iii) if the transaction is with a pooled fund, the IRC of the

pooled fund has approved the transaction;(iv) if the transaction is with a managed account, the

investment management agreement or otherdocumentation with respect to the managed accountauthorizes the transaction; and

(v) the transaction complies with certain other terms of NI 81-107.

The Funds have received regulatory relief to engage in anin specie transaction with a pooled fund provided the following:(i) the IRC has approved the in specie transaction;(ii) if a pooled fund is purchasing Securities of the Fund:

(a) the Fund would be permitted to purchase the securitiesreceived as payment, and (b) any securities received by theFund are acceptable to TDAM and consistent with theinvestment objective of the Fund;

(iii) the value of the securities being used as payment is equalto the net asset value of the Securities of the Fund beingpurchased or redeemed;

(iv) the account statement for the pooled fund includes adescription of the transaction, including the value assignedto the securities;

(v) the Fund keeps written records of in specie transactionsfor five years after the end of the financial year in whichthe transaction took place and shall keep records of themost recent two years reasonably accessible; and

(vi) TDAM does not receive any compensation with respect tothe sale or redemption of Securities of a Fund other thanredemption fees that have been disclosed and, in respect

of any delivery of securities, the only charge paid by apooled fund with respect to an in specie transaction is thecommission charged by the dealer executing the trade, if applicable.

Other

TD Canadian Blue Chip Equity Fund, TD Canadian Equity Fund,TD Canadian Value Fund, TD Resource Fund, TD PreciousMetals Fund and the Target Return Funds have receivedregulatory relief to invest in securities of exchange-traded fundstraded on a Canadian or U.S. stock exchange which may notbe qualified for distribution in Ontario and which these Fundswould not otherwise be permitted to invest in, provided thatcertain terms of the regulatory approval are complied with.

TDAM may change the auditor of a Fund or reorganize a Fundby merging it with another mutual fund managed by TDAM, ineach case with the approval of the IRC and without the approvalof securityholders of the Fund, provided securityholders of theFund have been given written notice of at least 60 days beforethe effective date of the change or reorganization.

Additional information regarding the terms of the regulatoryapprovals is provided under INVESTMENT RESTRICTIONS ANDPRACTICES in the AIF.

Fund-linked deposit notesFrom time to time, notes (the “Notes”) may be issued by TD Bank or others, the returns of which are linked, in whole orin part, to the performance of a notional investment portfoliocomprised of one or more Funds. TDAM and its affiliates mayeach receive fees and/or other benefits in connection with theNotes and in connection with the hedging of any obligationunder the Notes.

TDAM, as manager of the Funds, reviews the structure ofthe Notes and reviews testing done to determine the impact ona Fund of transactions associated with the Notes. Potential risksto a Fund include large investor risk and the possibility of short-term trading to meet redemption requests in respect of theNotes. Certain measures will be implemented to decrease anyrisks to a Fund associated with these transactions. Transactionsin respect of the Notes will generally be in accordance with a pre-defined, formulaic trading strategy. In addition, theManager has imposed limits with respect to the portion of aFund that can be held by the issuer of the Notes which takeinto consideration the impact on a Fund of potential purchasesand redemptions of Fund Securities by the issuer of the Notes.However, there is a risk that the issuer of the Notes will needto redeem Securities of the applicable Fund, which may createrealized capital gains or losses and increase the transactioncosts of the Fund. See What is a mutual fund and what arethe risks of investing in a mutual fund? – Fund-specificrisks – Large investor risk and Purchases, switches andredemptions – Short-term trading.

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TD Mutual Funds

Your guide to understanding the Fund ProfileThe Fund Profiles provide important information to help you evaluate the Funds in light of your investment needs. Each Fund Profilegives you specific information about a Fund offered under this simplified prospectus.

You should refer to this section when reading the Fund Profile to make sure you have complete information about aparticular Fund.

Fund details

Fund type Identifies the category to which the Fund belongs.

Securities offered Identifies the type of securities each Fund offers. Each TD Mutual Fund Trust is an open-ended mutual fund trust

which issues units and distributes its earnings to securityholders asincome, dividends or capital gains and may return capital tosecurityholders. TD Mutual Funds Corporate Class is a mutual fundcorporation which issues shares and may pay ordinary or capitalgains dividends to securityholders. There is no limit to the numberof series Securities a Fund may offer. Each series Security of a Fundentitles the holder to one vote at any meeting of securityholders(other than in respect of a matter where there is a separate seriesvote because a particular series of Securities is affected in amanner that is different than other series of Securities).

Start date Date when Securities of each series of the Fund were first madeavailable to the public. The date of formation of the Fund is alsoprovided.

Portfolio adviser(s) Identifies the portfolio adviser and/or external adviser of the Fund.

Management fee Describes the maximum annual rate of fees payable to the Manager ofthe Fund for managing the overall day-to-day affairs of the Fund.

Administration fee Describes the maximum annual rate of fee in respect of AdvisorSeries and T-Series Securities payable to the Manager of the Fund,if applicable.

What does the Fund invest in?

Investment objectivesInvestment objectives describe what a Fund intends to achieve.Each of the Funds has its own fundamental investmentobjective and uses particular investment strategies to achieveits objective. The fundamental investment objective of a Fundmay only be changed with the approval of a majority ofsecurityholders, given at a meeting called for that purpose.

Investment strategiesThis section outlines the process by which the portfolio adviserseeks to achieve a Fund’s investment objectives. We may changea Fund’s investment strategies at our discretion without noticeor approval.

Investment restrictions

The Funds have adopted the standard investment restrictionsand practices set out by Canadian securities regulatoryauthorities, except where noted in the Fund Profiles.

Use of derivatives

From time to time, and as disclosed in the Fund Profiles, certainFunds may use derivatives as permitted by Canadian securitiesregulatory authorities, provided their use is consistent with theinvestment objectives and strategies of the Fund. A Fund mayuse derivatives, such as options, swaps, futures and forwardcontracts, for both hedging and non-hedging purposes.

When using derivatives for hedging purposes, a Fund seeksto offset or reduce a specific risk associated with all, or a portion,of an existing investment or position, or group of investmentsor positions. A Fund’s hedging activity may therefore involvethe use of derivatives to manage interest rate risk or to reducethe Fund’s exposure to underlying interests such as securities,indices and currencies.

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TD Mutual Funds

A Fund may also use derivatives for non-hedging purposesto gain exposure to underlying interests, such as individualsecurities, asset classes, indices, currencies, market sectors andmarkets without having to invest directly in such underlyinginterests; to reduce transaction costs; and to expedite changesto the Fund’s investment portfolio. While derivatives are beingused by a Fund for non-hedging purposes, the Fund mustgenerally hold cash, the interest underlying the derivativeand/or a right or obligation to acquire such underlying interestin sufficient quantities to permit the Fund to meet itsobligations under the derivative contract without recourse to the other assets of the Fund.

Underlying funds

Certain Funds (top funds) invest in other mutual funds(underlying funds). The Classes of TD Mutual Funds CorporateClass do not invest in other Classes. No sales charge will applyto the purchase or redemption of securities of an underlyingfund by a top fund. There will be no duplication ofmanagement fees as a result of a Fund investing in anothermutual fund.

You can obtain copies of the simplified prospectus, annualinformation form, fund facts, management reports of fundperformance and financial statements of an underlying fundfree of charge at www.sedar.com or by contacting yourFinancial Advisor or TDAM. You may also obtain copies ofthese documents, other than annual information forms, free ofcharge on our website at www.tdassetmanagement.com.

Certain Funds may, from time to time, invest in exchange-traded funds (“ETFs”) as part of their investment strategy.There may be brokerage commissions associated with thepurchase or sale of ETFs. ETFs may be required to paymanagement fees to their manager.

Securities lending, repurchase and reverserepurchase transactions

With a view to increasing returns, the Funds may enter into securities lending, repurchase or reverse repurchaseagreements, as outlined in each of the Fund Profiles, in amanner consistent with their respective investment objectives and as permitted by the Canadian securitiesregulatory authorities.

In a securities lending transaction a Fund lends portfoliosecurities that it owns to a third-party borrower. The borrowerpromises to return an equal number of the same securities tothe Fund at a later date and to pay a fee to the Fund forborrowing the securities. While the securities are borrowed, theborrower provides the Fund with collateral which may consistof a combination of cash and securities. In this way, the Fundintends to retain exposure to changes in the value of theborrowed securities while earning additional fees.

A repurchase transaction is where a Fund sells a securitythat it owns to a third party for cash and agrees to buy thesame security back from the same party at a specified price onan agreed future date. The Fund intends to retain its exposureto changes in the value of the security, while earning fees forparticipating in the repurchase transaction.

A reverse repurchase transaction is where a Fund buys asecurity at one price from a third party and agrees to sell thesame security back to the same party at a specified price on an agreed future date. The difference between the Fund’spurchase price for the security and the resale price is intendedto provide the Fund with additional income.

Securities lending, repurchase and reverse repurchaseagreements will be entered into in accordance with the laws of Canadian securities regulatory authorities including thefollowing requirements:• the value of the collateral must be at least 102% of the

market value of the securities sold (for a repurchasetransaction), or of the cash paid for the securities purchased(for a reverse repurchase transaction) or loaned (for asecurities lending transaction);

• securities lending transactions, together with repurchasetransactions, are limited to 50% of the Fund’s total assets,excluding collateral received in securities lending transactionsand cash held by the Fund for securities sold in repurchasetransactions;

• the value of the securities and collateral will be monitoredand reset daily;

• internal controls, procedures and records will be maintained,including collateral requirements, limits on transaction sizesand a list of approved third parties for such transactionsbased on factors such as creditworthiness; and

• securities lending agreements may be terminated at anytime and repurchase and reverse repurchase agreementsmust be completed within 30 days.

All requirements described above will be reviewed annually to ensure the risks associated with securities lending,repurchase and reverse repurchase agreements are beingproperly managed.

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TD Mutual Funds

What are the risks of investing in the Fund?

General information about risks is outlined under What is amutual fund and what are the risks of investing in amutual fund? In addition, risks specific to the individual Fundand a risk rating are identified in this section. TDAM hasassigned a risk rating to each Fund based on the investmentrisk classification methodology described below. The risk ratingof each Fund is reviewed annually. Two different risk scales areused in the preparation of this simplified prospectus and therelated fund facts. A rating of very low or low in the FundProfiles corresponds to a rating of low in the fund facts.

Investment risk classification methodologyRisk ratings for each of the Funds are determined withreference to the investment risk classification methodology thathas been recommended by the Fund Risk Classification TaskForce of the Investment Funds Institute of Canada (the “IFICTask Force”). The IFIC Task Force concluded that the mostcomprehensive, easily understood form of risk in this context ishistorical volatility risk as measured by the standard deviationof a fund’s performance during the immediately precedingthree to five-year period, calculated monthly and annualized.However, the IFIC Task Force recognizes that other types of risk,both measurable and non-measurable, may exist and advisesthat historical performance may not be indicative of futurereturns and that a fund’s historical volatility may not beindicative of its future volatility. Accordingly, while TDAMgenerally assigns a risk rating to each Fund that is based on thehistorical standard deviation of the Fund’s performance duringthe past three to five years, TDAM may adjust a Fund’s riskrating for various reasons including, but not limited to, if theFund’s standard deviation is affected by unusual marketvolatility; the Fund has been in existence for less than threeyears; or the Fund invests all of its assets in an underlying fund.Under these circumstances, TDAM may modify the risk ratingor assign a risk rating that is based upon other considerationssuch as the historical standard deviation of the performance ofa similar investment fund, a similar investment mandate or anunderlying fund.

A more detailed explanation of standard deviation and themethodology that TDAM uses to determine the risk rating ofthe Funds is available on request, at no cost, by contactingTDAM toll-free at 1-800-588-8054 or by writing to TD AssetManagement Inc., Toronto Dominion Bank Tower, Toronto-Dominion Centre, P.O. Box 100, Toronto, Ontario, M5K 1G8.

Who should invest in the Fund?

This section identifies the type of investor the Fund may besuitable for in terms of risk tolerance and investment timehorizon.

In determining the level of investor risk tolerance that wouldbe appropriate for investment in a Fund as indicated in each of the Fund Profiles, TDAM has considered several factors,including the risk rating as indicated under the heading Whatare the risks of investing in the Fund? in each of the FundProfiles. Other factors may include an investor’s time horizon(as disclosed in the Fund Profiles) and an investor’s desire forcapital preservation versus capital growth.

Distribution policy

The distribution policy of the Fund is listed in this section. Thisoutlines when distributions are made by the TD Mutual FundTrust or when ordinary/capital gains dividends are paid by theClass. The Fund may change its distribution policy at any timewithout notice or approval.

Each TD Mutual Fund Trust will distribute a sufficientamount of its net income and net realized capital gains, if any,on an annual basis which will generally result in no ordinaryincome tax being payable by the Fund. For any TD MutualFund Trust, if the distributions in a year are less than the Fund’snet income and net realized capital gains for the year, the Fundwill make an additional distribution payment in December.

TD Canadian Money Market Fund and TD Premium MoneyMarket Fund allocate net income and net realized gains, if any,daily and distribute them monthly.

T-Series and S-Series units of a TD Mutual Fund Trust maymake a monthly distribution consisting of net income, netrealized capital gains and/or a return of capital.

TD Corporate Bond Capital Yield Fund may make a monthlydistribution consisting of net income, net realized capital gainsand/or a return of capital as well as a distribution of net realizedcapital gains, not previously made payable, in December.

TD Mutual Funds Corporate Class does not pay dividends at regular intervals, but may pay ordinary or capital gainsdividends from time to time. Any dividends would generally beallocated amongst all Classes on a proportional basis, but theboard of directors has the right to pay dividends on a differentbasis if it considers it appropriate to do so. Any dividendspayable in respect of a particular Class would generally beshared proportionately amongst all series of that Class, afteradjusting for series-specific expenses. As a result, dividendswould likely be different for each series of a Class.

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TD Mutual Funds

Distributions/dividends are payable to those who aresecurityholders of record as at the close of business on theValuation Date immediately preceding the distribution/dividenddate. Distributions/dividends in respect of Securities held inRegistered Plans are immediately reinvested in additionalSecurities (of the same series) of the relevant Fund. For non-registered accounts, unless your Financial Advisor indicates tous in writing that you wish to receive distributions/dividends in cash, all distributions/dividends in respect of Securities areimmediately reinvested in additional Securities (of the sameseries) of the relevant Fund. Securityholders will receivedistributions/dividends in the same currency in which theirSecurities are held. Securities acquired pursuant to theautomatic reinvestment of distributions/dividends will bedeemed to be acquired under the same purchase option as the Securities to which the distribution/dividend wasattributable were acquired.

Fund expenses indirectly borne by investors

This section provides you with information intended to help you compare the cost of investing in a Fund with the cost ofinvesting in other mutual funds. TDAM may have waived orabsorbed a portion of a Fund’s operating expenses during thepast financial year. In such cases, the Fund’s operating expenseswould have been higher had it not done so and, consequently,would have increased the Fund expenses indirectly borne byyou. Any waivers or absorptions of expenses by TDAM may besuspended or terminated at any time by TDAM without notice.

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TD Canadian Money Market Fund Fund details

Fund type Canadian Money Market

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on February 5, 1988.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.00% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to earn a high rate ofinterest income and at the same time to preserve capital andmaintain liquidity by investing primarily in high-quality moneymarket securities, generally maturing in not more than one year.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by having a significantproportion of the Fund invested in high-quality corporate debtinstruments while taking into consideration the globalmacroeconomic environment.

The Fund may invest in treasury bills and other short-termdebt instruments of, or guaranteed by, the Canadian federal orprovincial governments, Canadian chartered banks or Canadianloan or trust companies, as well as commercial paper issued byCanadian corporations and bank-sponsored asset-backedcommercial paper which may allow the Fund to enhance itsyield while maintaining credit quality. Part of its strategy is toanticipate interest rate changes with a three- to six-month viewon short-term rates. The portfolio adviser also performsextensive and continuous credit analysis on all corporate debt.Generally, the Fund employs a “buy-and-hold” strategy.

The Fund endeavours to maintain a unit price of $10.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to money market instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the money market instrument itself)

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• interest rate risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document. Investors in the Fund face the followingadditional risks:

Specific Information about Each of theMutual Funds Described in this Document

TD Mutual Funds TD Canadian Money Market Fund

31

TD Mutual Funds TD Canadian Money Market Fund

• Despite the Fund’s intention to maintain a unit price of $10,there can be no assurance that a constant Series NAV perunit can be maintained as the value of its securities mayfluctuate under certain conditions.

• The yield on a unitholder’s investment in the Fund will varyor fluctuate with changes in the interest rates payable onmoney market investments.

The risk rating of the Fund is very low. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first partof this document.

Who should invest in the Fund?The Fund may be suitable for short-term investors who are:• interested in monthly interest and minimum capital risk• looking for safety of principal

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund allocates net income and net realized gains tounitholders on a daily basis and distributes these amountsmonthly. The Fund reports all income and realized gains andlosses on income account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 4.92 15.51 27.19 61.88

F-Series ($) 4.51 14.22 24.92 56.73

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

32

TD Mutual Funds

TD Premium Money Market FundFund details

Fund type Canadian Money Market

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – July 30, 2007

The Fund was formed on March 19, 1993.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.25% (excluding GST and HST)

TD Premium Money Market Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to earn a high rate ofinterest income and at the same time to preserve capital andmaintain liquidity, by investing primarily in high-quality moneymarket securities, generally maturing in not more than one year.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by having a significant proportion of theFund invested in high-quality corporate debt instruments whiletaking into consideration the global macroeconomic environment.The Fund may invest in treasury bills or other debt obligationsof, or guaranteed by, the Canadian federal, provincial ormunicipal governments, Canadian chartered banks, Canadianloan or trust companies or Canadian corporations, as well asbank-sponsored asset-backed commercial paper which mayallow the Fund to enhance its yield while maintaining creditquality. Part of its strategy is to anticipate interest rate changeswith a three- to six-month view on short-term rates. Theportfolio adviser also performs extensive and continuous creditanalysis on all corporate debt. Generally, the Fund employs a“buy-and-hold” strategy.

The Fund endeavours to maintain a unit price of $10.The Fund may use specified derivatives, such as options,

futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to money market instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the money market instrument itself)

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• interest rate risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document. Investors in the Fund face the followingadditional risks:• Despite the Fund’s intention to maintain a unit price of $10,

there can be no assurance that a constant Series NAV perunit can be maintained as the value of its securities mayfluctuate under certain conditions.

• The yield on a unitholder’s investment in the Fund will varyor fluctuate with changes in the interest rates payable onmoney market investments.

The risk rating of the Fund is very low. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

33

TD Mutual Funds TD Premium Money Market Fund

Who should invest in the Fund?The Fund may be suitable for short-term investors who are:• interested in monthly interest and minimum capital risk• looking for safety of principal

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund allocates net income and net realized gains tounitholders on a daily basis and distributes these amountsmonthly. The Fund reports all income and realized gains andlosses on income account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 2.05 6.46 11.33 25.78

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

34

TD Mutual Funds

TD Ultra Short Term Bond FundFund details

Fund type Canadian Short Term Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.25% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

TD Ultra Short Term Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to maximizeincome while simultaneously preserving investment capital andliquidity primarily by investing in debt obligations issued orguaranteed by the Canadian federal or provincial governmentsor any agency of such governments, debt obligations ofSchedule I Canadian chartered banks, debt obligations of loanor trust companies and debt obligations of corporations andtrusts. In each case such obligations may have a term tomaturity of up to three years.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by focusing on the Canadiancorporate debt market as well as global macroeconomic trends.The portfolio adviser believes a bottom-up strategy usingdiligent credit analysis will add value and enhance long-termperformance and at the same time reduce risk. Generally, theFund employs a “buy-and-hold” strategy.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• reduce the risk associated with currency fluctuations• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

18.84% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. Since the Fund has beenin existence for less than 3 years, and hence there is insufficientdata to calculate a meaningful standard deviation (which is usedas a measure of risk), we have used the recommended risk ratingfor fixed income funds determined by the Fund Risk ClassificationTask Force of the Investment Funds Institute of Canada. Formore information, see Investment risk classificationmethodology in Your guide to understanding the FundProfile in the first part of this document.

35

TD Mutual Funds TD Ultra Short Term Bond Fund

Who should invest in the Fund?The Fund may be suitable for short-term investors who:• are seeking regular monthly income from conservative

investments• are contributing to the income component of a diversified

portfolio• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income monthly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 6.05 19.06 33.42 76.06

F-Series ($) 4.61 14.54 25.49 58.02

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

36

TD Mutual Funds

TD Short Term Bond FundFund details

Fund type Canadian Short Term Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – December 1, 2003F-Series – November 1, 2004

The Fund was formed on October 21, 1988.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.25% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

TD Short Term Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to maximize incomewhile simultaneously preserving investment capital and liquidityby investing primarily in debt obligations issued or guaranteedby the Canadian federal or provincial governments or anyagency of such governments, as well as debt obligations ofSchedule I Canadian chartered banks, debt obligations of loanor trust companies and debt obligations of corporations. Ineach case such obligations may have a term to maturity of upto five years.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by focusing on the Canadiancorporate debt market as well as global macroeconomic trends.The Fund’s main attribute is its high corporate bond weighting.The portfolio adviser believes a bottom-up strategy usingdiligent credit analysis will add value and enhance long-termperformance and at the same time reduce risk. Generally, theFund employs a “buy-and-hold” strategy.

In addition, the Fund may invest up to 10% of its net assetsin guaranteed mortgages, as defined in National Instrument 81-102 Mutual Funds, including guaranteed mortgagesadministered by TD Bank Group (being TD Bank or an affiliateof TD Bank).

The Canadian securities regulatory authorities have statedthat where a mutual fund acquires mortgages from a lendinginstitution with which the Fund, its management companyand/or insiders of either of them are dealing at arm’s length,such mortgages shall be acquired at the dollar amount whichproduces at least the yield prevailing for the sale of comparableunserviced mortgages by major mortgage lenders under similar

conditions. In all other cases, mortgages shall be acquired bythe Fund according to only one of the following three methods:(a) at that principal amount which will produce a yield to

the Fund equal to the interest rate at which the lendinginstitution is making commitments to loan on the securityof comparable mortgages at the time of purchase by theFund; or

(b) at that principal amount which will produce the same yieldto the Fund as the interest rate charged by the lendinginstitution to the mortgagor on the date of commitment,provided that the date of commitment is not more than120 days prior to the date of purchase of the mortgage by the Fund, and the interest rate is equal to the rate atwhich the lending institution made commitments to loanon the security of comparable mortgages on the date ofcommitment; or

(c) at that principal amount which will produce a yield to theFund of not more than a quarter of one percent less thanthe interest rate at which the lending institution is makingcommitments, at the time of purchase, to loan on thesecurity of comparable mortgages, provided that thelending institution which sells mortgages to the Fund hasentered into an agreement to repurchase the mortgagesfrom the Fund in circumstances benefiting the Fund andthat such an agreement is considered by the administratorto justify the difference in yield to the Fund.

The choice of valuation method affects yield as follows: method(a) and method (b) will result in identical yields, provided thatno change in the interest rate charged occurs within the 120-day period. Method (a) will result in a greater yield thanmethod (b) where the interest rate has increased during the120-day period. Method (a) will result in a lesser yield thanmethod (b) where the interest rate has decreased during the120-day period. Method (a) will always result in a yield greaterthan that of method (c).

37

TD Mutual Funds TD Short Term Bond Fund

Regarding mortgages purchased from TD Bank Group, themethod used by the Fund is method (c) referred to above, onthe basis that mortgages are offered for sale to the Fund by TD Bank Group for a price determined as being that principalamount which will produce a yield to the Fund of not morethan one quarter of one percent (0.25%) less than the interestrate at which TD Bank Group is making commitments, at thattime, to loan on the security of comparable mortgages. Asrequired by method (c), TD Bank Group has agreed to repurchasefrom the Fund any mortgage purchased from TD Bank Group if such mortgage has been in default for ninety days or more.Such mortgages must be repurchased by TD Bank Group for anamount equal to the outstanding principal balance owing onthe mortgage on the date of purchase, plus accrued interestthereon at the rate of interest specified in such mortgage loanto the date of purchase.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• reduce the risk associated with currency fluctuations• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, two unitholders held

26.91% and 18.26%, respectively, of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. For more information, see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for short to medium-term investorswho:• are seeking regular monthly income from conservative

investments• are contributing to the income component of a diversified

portfolio• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income monthly or at other timesand distributes net income and net realized capital gains annuallyin December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 13.33 42.01 73.63 167.60

F-Series ($) 6.05 19.06 33.42 76.06

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

38

TD Mutual Funds

TD Mortgage FundFund details

Fund type Canadian Short-Term Bond and Mortgage

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 15, 2009

The Fund was formed on January 1, 1975.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.75% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.15% (excluding GST and HST)

TD Mortgage Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide a steadystream of interest income by investing in a diversified portfolioconsisting primarily of high-quality Canadian residentialmortgages bought from and administered by TD Bank Group. It may invest in uninsured conventional mortgages, mortgagesinsured under the National Housing Act (NHA) or by aninsurance company, and Canadian mortgage-backed securities.The Fund may also hold Canadian government and corporatesecurities and bonds.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily inmortgages. The portfolio consists primarily of top-qualityconventional and NHA mortgages that are fully backed byeither the Government of Canada or TD Bank. The Fund may also invest in open and closed mortgage-backed securitiesto diversify risk. The Fund’s NAV is sensitive to changes inmortgage rates and less sensitive to the day-to-day volatility of the bond markets.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in mortgages and guaranteed mortgages(as defined in National Instrument 81-102 Mutual Funds)administered by TD Bank Group (being TD Bank or an affiliateof TD Bank).

The Canadian securities regulatory authorities have statedthat where a mutual fund acquires mortgages from a lendinginstitution with which the Fund, its management companyand/or insiders of either of them are dealing at arm’s length,such mortgages shall be acquired at the dollar amount whichproduces at least the yield prevailing for the sale of comparableunserviced mortgages by major mortgage lenders under similarconditions. In all other cases, mortgages shall be acquired bythe Fund according to only one of the following three methods:(a) at that principal amount which will produce a yield to the

Fund equal to the interest rate at which the lendinginstitution is making commitments to loan on the securityof comparable mortgages at the time of purchase by theFund; or

(b) at that principal amount which will produce the same yieldto the Fund as the interest rate charged by the lendinginstitution to the mortgagor on the date of commitment,provided that the date of commitment is not more than120 days prior to the date of purchase of the mortgage by the Fund, and the interest rate is equal to the rate atwhich the lending institution made commitments to loanon the security of comparable mortgages on the date ofcommitment; or

(c) at that principal amount which will produce a yield to theFund of not more than a quarter of one percent less thanthe interest rate at which the lending institution is makingcommitments, at the time of purchase, to loan on thesecurity of comparable mortgages, provided that the

39

TD Mutual Funds TD Mortgage Fund

lending institution which sells mortgages to the Fund hasentered into an agreement to repurchase the mortgagesfrom the Fund in circumstances benefiting the Fund andthat such an agreement is considered by the administratorto justify the difference in yield to the Fund.

The choice of valuation method affects yield as follows: method(a) and method (b) will result in identical yields, provided thatno change in the interest rate charged occurs within the 120-day period. Method (a) will result in a greater yield thanmethod (b) where the interest rate has increased during the120-day period. Method (a) will result in a lesser yield thanmethod (b) where the interest rate has decreased during the120-day period. Method (a) will always result in a yield greaterthan that of method (c).

Regarding mortgages purchased from TD Bank Group, themethod used by the Fund is method (c) referred to above, onthe basis that mortgages are offered for sale to the Fund by TD Bank Group for a price determined as being that principalamount which will produce a yield to the Fund of not morethan one quarter of one percent (0.25%) less than the interestrate at which TD Bank Group is making commitments, at thattime, to loan on the security of comparable mortgages. Asrequired by method (c), TD Bank Group has agreed to repurchasefrom the Fund any mortgage purchased from TD Bank Group ifsuch mortgage has been in default for ninety days or more.Such mortgages must be repurchased by TD Bank Group for anamount equal to the outstanding principal balance owing onthe mortgage on the date of purchase, plus accrued interestthereon at the rate of interest specified in such mortgage loanto the date of purchase.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• interest rate risk• large investor risk (as at June 28, 2011, one unitholder held

47.96% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. For more information, seeInvestment risk classification methodology in Your guide tounderstanding the Fund Profile in the first part of thisdocument.

Who should invest in the Fund?The Fund may be suitable for short to medium-term investorswho:• are contributing to the income component of a diversified

portfolio• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income monthly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 20.30 63.98 112.14 255.27

F-Series ($) 11.07 34.90 61.17 139.24

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

40

TD Mutual Funds

TD Canadian Bond FundFund details

Fund type Canadian Bond

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on February 5, 1988.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.25% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

TD Canadian Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to earn a high rate ofinterest income through investments in high-quality bonds anddebentures issued principally by Canadian borrowers in Canadiandollars. These securities may consist of debt obligations of, orguaranteed by, Canadian federal, provincial or municipalgovernments, Canadian chartered banks, Canadian loan ortrust companies or Canadian corporations.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by focusing on the Canadian corporatedebt market as well as global macroeconomic trends. Theportfolio adviser believes a strategy using rigorous bottom-upsecurity selection in regard to the macro environment will addvalue and enhance long-term performance while at the sametime reducing risk. Generally, the Fund employs a “buy-and-hold” strategy.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• reduce the risk associated with currency fluctuations• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, two unitholders held

22.77% and 10.46%, respectively, of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. For more information, see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

41

TD Mutual Funds TD Canadian Bond Fund

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a high-quality income investment• are seeking a regular income stream• are contributing to the income component of a diversified

portfolio• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 13.74 43.30 75.89 172.76

F-Series ($) 6.15 19.39 33.98 77.35

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

42

TD Mutual Funds

TD Income Advantage PortfolioFund details

Fund type Canadian Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series – December 1, 2003F-Series – November 1, 2005T-Series and S-Series – January 9, 2006

The Fund was formed on September 24, 2003.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.75%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)T-Series – Up to 1.75%* (excluding GST and HST)S-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by the underlying funds for the same service.

TD Income Advantage Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is toemphasize income with some potential for capital appreciation.TD Income Advantage Portfolio invests primarily in units of TD Mutual Funds and may include other mutual funds managedby parties other than TDAM (or affiliates or associates), fromtime to time, emphasizing mutual funds with incomegenerating potential.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser uses strategic asset allocation to seek toachieve the fundamental investment objective. The Fund’s assetmix exposure will generally be 80–100% in fixed income and0–20% in equities. In calculating the Fund’s asset mix exposure,benchmarks of the underlying funds, as published by suchfunds, may be used by TDAM.

The portfolio adviser:• monitors allocations to the underlying funds to ensure that

they are made in accordance with the asset class exposureset out above; and

• considers, in determining the allocations to the underlyingfunds, factors which include its own market expectations,each underlying fund’s investment objective and strategies,past performance and historical volatility in the context of adiversified holding of underlying funds suitable for the Fund.

The Fund may invest in foreign securities to an extent that will vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

TDAM may vary the percentage of the Fund’s holdings inany mutual fund or change the mutual funds in which the Fundinvests by adding or removing mutual funds, in each case,without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

43

TD Mutual Funds TD Income Advantage Portfolio

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. For more information, see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium-term investors who:• prefer to have professional managers determine the

selection and composition of their investments, as well asprovide ongoing monitoring services

• are seeking a flow of income with a moderate degree ofcapital growth

• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of T-Series and S-Series units, may consist of netincome, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund will make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 18.14 57.19 100.25 228.19

F-Series ($) 9.02 28.44 49.84 113.45

T-Series ($) 18.25 57.52 100.82 229.48

S-Series ($) 9.23 29.08 50.97 116.03

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

44

TD Mutual Funds

TD Canadian Core Plus Bond FundFund details

Fund type Canadian Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 4, 2007

The Fund was formed on July 19, 2007.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.25% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

Administration fee Advisor Series – 0.15% (excluding GST and HST)

TD Canadian Core Plus Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to earn a highrate of interest income by investing primarily in Canadiandollar-denominated, investment-grade debt instruments. TheFund may, from time to time, also seek added value from non-Canadian and/or non-investment-grade debt instruments toenhance total return.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by focusing on bondsdenominated in Canadian dollars, which may include debtobligations of, or guaranteed by, Canadian federal, provincialor municipal governments, Canadian corporations, or foreignissuers (Maple bonds). In addition, the Fund may invest in anyone or combination of: global investment- and non-investment-grade bonds, emerging market debt, and any other debtobligations. The portfolio adviser believes a strategy usingrigorous bottom-up security selection in regard to the macroenvironment will add value and enhance long-term performance.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• reduce the risk associated with currency fluctuations• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, three unitholders

held 25.21%, 23.54% and 22.95%, respectively, of theunits of the Fund)

• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

45

TD Mutual Funds TD Canadian Core Plus Bond Fund

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a high level of income• are contributing to the income component of a diversified

portfolio• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income monthly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 14.86 46.85 82.12 186.94

F-Series ($) 6.66 21.00 36.81 83.80

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

46

TD Mutual Funds

TD Corporate Bond Capital Yield FundFund details

Fund type Specialty

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.35% (excluding GST and HST)F-Series – Up to 0.85% (excluding GST and HST)

Administration fee Advisor Series – 0.15% (excluding GST and HST)

TD Corporate Bond Capital Yield Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to generate cash flowprimarily through exposure to a pool that invests primarily inNorth American and/or international corporate bonds and otherdebt instruments (collectively, “corporate bonds”). Corporatebonds include those which are issued and/or guaranteed by acorporation, a limited partnership, a trust, a special purposeentity, a company which has not been incorporated, andeducational institutions.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective by obtaining exposure to a portfolioinvested primarily in North American and/or internationalcorporate bonds, as well as investing directly in North Americanand/or international corporate bonds. Where the Fund obtainsexposure to North American and/or international corporatebonds in the manner described below, rather than investingdirectly in North American and/or international corporatebonds, the Fund expects that the investment return derivedfrom the exposure will be treated as capital gains.

The Fund may obtain exposure to a portfolio of NorthAmerican and/or international corporate bonds by investing inCanadian equity securities and entering into forward contracts,swaps or other derivatives under which it will forward-sell theequity securities in return for the total return of an investmentin units of TD Corporate Bond Pool (the “Reference Fund”), lesscosts of the contract.

The Reference Fund files a prospectus, but is not offered tothe public and aims to generate cash flow by investing primarilyin North American and/or international corporate bonds. Thevalue of each forward contract will be determined with

reference to the total investment return of units of theReference Fund. In other words, under the terms of eachforward contract, the Fund may elect to deliver the equitysecurities, at maturity, in return for a cash payment equal to thetotal return of an investment in the Reference Fund (less costs ofthe contract). The equity securities subject to a forward contractare agreed to between the Fund and the forward counterpartyand will be pledged to the forward counterparty as security forthe Fund’s obligations under the forward contract.

The Fund may also invest directly in North American and/orinternational corporate bonds.

The Fund’s and the Reference Fund’s investable universecovers the global corporate debt market, which includes high-yield bonds. The Fund and the Reference Fund may also investin credit default swaps. The portfolio adviser believes a strategyusing rigorous bottom-up security selection in regard to themacro environment will add value and enhance long-termperformance while at the same time reducing risk.

Each of the Fund and the Reference Fund may usespecified derivatives, such as options, futures, forward contractsand swaps, as permitted by Canadian securities laws to, amongother things:• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• hedge against losses associated with rising interest rates• hedge a portion or all of the foreign currency exposure for

significant periods of time• swap credit risk

Each of the Fund and the Reference Fund may hold moneymarket instruments or cash to meet its obligations under thederivatives instruments.

Subject to receiving approval from securities regulatoryauthorities, the Fund may enter into derivative contracts wherethe counterparty under such derivative contracts is TD Bank or

47

TD Mutual Funds TD Corporate Bond Capital Yield Fund

any of its affiliates or associates, each a related party (“RelatedCounterparty”), provided that:• TDAM engages an independent internationally recognized

accounting firm (the “Contract Auditor”) or the independentreview committee (“IRC”) to review and assess the pricing andterms of derivative contracts to which a Related Counterpartyis a counterparty (“TD Contracts”) and compare such pricingand terms with the then-current pricing and terms ofderivative contracts between the Related Counterparty andother third-party mutual funds (“Arm’s Length Contracts”)which are similar in size to the Fund;

• the Contract Auditor provides TDAM with a ContractAuditor’s opinion or the IRC provides its confirmation thatthe pricing and terms of the TD Contracts are at least asfavourable as the pricing and terms of the Arm’s LengthContracts; and

• the Contract Auditor or the IRC reconsiders and reassessesthe TD Contracts whenever the prospectus for the Fund isrenewed and whenever it is proposed to amend the pricingand terms of the TD Contracts.

The Fund may also apply for exemptive relief from the conflicts of interest provisions to permit the Fund to forward-sell equity securities to a Related Counterparty pursuant to thederivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• credit risk• derivatives risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document. Investors in the Fund face the additionalrisk that a change in tax laws could eliminate the tax-related

benefits associated with the Fund. If there is a change in taxlaws that affect the tax-related benefits of the Fund, the Fundmay be terminated.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want a mutual fund that makes regular tax-efficient

distributions• are seeking a regular income stream• are contributing to the income portion of a diversified portfolio• can handle changes in the value of their investment• are willing to accept a return of capital

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to distribute monthly an amount consisting ofnet income, net realized capital gains and/or return of capital. Ifthe distributions in a year are less than the Fund’s net incomeand net realized capital gains for the year, the Fund will makean additional distribution in December. The Fund reports allgains and losses on forward contracts under which equitysecurities are sold forward as capital gains or capital losses.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 16.50 52.02 91.19 207.57

F-Series ($) 9.43 29.73 52.11 118.61

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

48

TD Mutual Funds

TD Real Return Bond FundFund details

Fund type Canadian Bond

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 19, 2001

The Fund was formed on July 15, 1994.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.20% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

Administration fee Advisor Series – 0.15% (excluding GST and HST)

TD Real Return Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide a regularlevel of interest income that is hedged against inflation, byinvesting primarily in Canadian government guaranteed realreturn bonds, as well as those issued by the governments offoreign countries.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing mainly inCanadian government inflation-linked bonds. The Fund mayinvest in foreign securities to an extent that will vary from timeto time but is not typically expected to exceed 30% of the netassets of the Fund at the time that foreign securities arepurchased. The Fund may also invest in foreign governmentinflation-linked bonds. Generally, the Fund employs a “buy-and-hold” strategy.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• reduce the risk associated with currency fluctuations• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

49

TD Mutual Funds TD Real Return Bond Fund

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are concerned about the long-term effects of inflation• are seeking a high quality income investment• can accept some interest rate risk to achieve moderate

capital growth• are contributing to the income component of a diversified

portfolio• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 14.86 46.85 82.12 186.94

F-Series ($) 6.15 19.39 33.98 77.35

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

50

TD Mutual Funds

TD Global Bond FundFund details

Fund type Global Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – December 1, 2003F-Series – November 1, 2005

The Fund was formed on December 15, 1993.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.75% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to earn interestincome through investing primarily in fixed-income securities ofissuers anywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by investing primarily in fixed incomesecurities of governments, government agencies, supranationalorganizations or companies located anywhere in the world. Theportfolio adviser employs a strategy of fundamental economicanalysis of each country and currency region. Interest rateanticipation is based on global macroeconomic trends and the impact on fiscal and monetary policies of the respectivecountries. The portfolio adviser may invest in global (includingemerging markets), non-investment-grade (high-yield)corporate debt securities rated below BBB(-) by Standard &Poor’s (or another rating agency).

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• obtain the desired foreign currency exposure• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

TDAM has obtained an exemption from securities regulatoryrequirements to permit the Fund to invest:• up to 20% of its net assets in securities of any one issuer if

those securities are issued, or guaranteed fully as to principaland interest, by a foreign government (other than theUnited States) or certain supranational entities, such as theWorld Bank, and are rated AA or higher by Standard &Poor’s or have an equivalent rating by any other approvedcredit rating organization; or

• up to 35% of its net assets in securities of any one issuer if those securities are issued, or guaranteed fully as toprincipal and interest, by a foreign government (other thanthe United States) or certain supranational entities, such asthe World Bank, and are rated AAA by Standard and Poor’sor have an equivalent rating by any other approved creditrating organization.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

51

TD Mutual Funds TD Global Bond Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• concentration risk• credit risk• derivatives risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, two unitholders held

31.20% and 11.93%, respectively, of the units of the Fund)• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• would like to have some foreign currency exposure• are contributing to the income portion of a diversified

portfolio• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.65 71.41 125.17 284.92

F-Series ($) 9.02 28.44 49.84 113.45

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

52

TD Mutual Funds

TD High Yield Bond FundFund details

Fund type High Yield Bond

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series – November 12, 2002F-Series – December 1, 2003T-Series and S-Series – September 15, 2009

The Fund was formed on June 8, 1998.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.75% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)T-Series – Up to 1.75% (excluding GST and HST)S-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.15% (excluding GST and HST)T-Series – 0.15% (excluding GST and HST)

TD High Yield Bond Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provideincome and the opportunity for capital appreciation over thelonger term by investing primarily in high-yield bonds or otherincome-producing securities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by focusing on high-yieldcorporate bonds and other income-producing securities fromissuers located anywhere in the world. The portfolio adviserbelieves a bottom-up strategy emphasizing analysis of individualcorporations in the context of a global macroeconomicenvironment will add value and enhance long-termperformance. The selection process is based on methodicalrisk/return analysis with the objective of maximizing risk-adjusted returns for the Fund. Generally, the Fund employs a “buy-and-hold” strategy.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:

• hedge against losses associated with rising interest rates• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• hedge a portion or all of the foreign currency exposure forsignificant periods of time

• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

53

TD Mutual Funds TD High Yield Bond Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, two unitholders held

25.91% and 10.13%, respectively, of the units of the Fund)• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• are seeking a high level of income• would like to have some currency diversification• are contributing to the income portion of a diversified

portfolio• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of T-Series and S-Series units, may consist of netincome, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund will make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 19.99 63.01 110.44 251.40

F-Series ($) 8.92 28.11 49.27 112.16

T-Series ($) 19.89 62.69 109.88 250.11

S-Series ($) 8.61 27.14 47.58 108.30

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

54

TD Mutual Funds

TD Monthly Income FundFund details

Fund type Canadian Income Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series – November 12, 2002F-Series – November 1, 2005T-Series and S-Series – January 9, 2006

The Fund was formed on June 8, 1998.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.25% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)T-Series – Up to 1.25% (excluding GST and HST)S-Series – Up to 0.75% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

TD Monthly Income Fund

What does the Fund invest in?Investment objectives

The fundamental investment objective is to seek to provide aconsistent level of monthly income with capital appreciation asa secondary objective, by investing primarily in income-producing securities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser believes that a bottom-up strategyemphasizing analysis of individual corporations in the contextof a global macroeconomic environment should add value andenhance long-term performance. The portfolio adviser selectssecurities based on methodical risk/return analysis with theobjective of maximizing risk-adjusted returns for the Fund. TheFund will invest primarily in a diversified portfolio of Canadiansecurities, which may include government and corporate debtobligations, dividend-paying common shares and preferredshares, as well as real estate investment trusts and other similarhigh-yielding instruments. Currently, the Fund may also invest upto 30% of its assets in income-producing securities of foreignissuers. Generally, the Fund employs a “buy-and-hold” strategy.

In addition, the Fund may invest up to 10% of its net assets inguaranteed mortgages, as defined in National Instrument 81-102Mutual Funds, including guaranteed mortgages administered byTD Bank Group (being TD Bank or an affiliate of TD Bank).

The Canadian securities regulatory authorities have statedthat where a mutual fund acquires mortgages from a lending

institution with which the Fund, its management companyand/or insiders of either of them are dealing at arm’s length,such mortgages shall be acquired at the dollar amount whichproduces at least the yield prevailing for the sale of comparableunserviced mortgages by major mortgage lenders under similarconditions. In all other cases, mortgages shall be acquired bythe Fund according to only one of the following three methods:(a) at that principal amount which will produce a yield to

the Fund equal to the interest rate at which the lendinginstitution is making commitments to loan on the securityof comparable mortgages at the time of purchase by theFund; or

(b) at that principal amount which will produce the same yieldto the Fund as the interest rate charged by the lendinginstitution to the mortgagor on the date of commitment,provided that the date of commitment is not more than120 days prior to the date of purchase of the mortgage by the Fund, and the interest rate is equal to the rate atwhich the lending institution made commitments to loanon the security of comparable mortgages on the date ofcommitment; or

(c) at that principal amount which will produce a yield to theFund of not more than a quarter of one percent less thanthe interest rate at which the lending institution is makingcommitments, at the time of purchase, to loan on thesecurity of comparable mortgages, provided that thelending institution which sells mortgages to the Fund hasentered into an agreement to repurchase the mortgagesfrom the Fund in circumstances benefiting the Fund andthat such an agreement is considered by the administratorto justify the difference in yield to the Fund.

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TD Mutual Funds TD Monthly Income Fund

The choice of valuation method affects yield as follows: method(a) and method (b) will result in identical yields, provided that nochange in the interest rate charged occurs within the 120-dayperiod. Method (a) will result in a greater yield than method (b)where the interest rate has increased during the 120-day period.Method (a) will result in a lesser yield than method (b) where theinterest rate has decreased during the 120-day period. Method(a) will always result in a yield greater than that of method (c).

Regarding mortgages purchased from TD Bank Group, themethod used by the Fund is method (c) referred to above, onthe basis that mortgages are offered for sale to the Fund by TD Bank Group for a price determined as being that principalamount which will produce a yield to the Fund of not morethan one quarter of one percent (0.25%) less than the interest rate at which TD Bank Group is making commitments,at that time, to loan on the security of comparable mortgages.As required by method (c), TD Bank Group has agreed torepurchase from the Fund any mortgage purchased from TD Bank Group if such mortgage has been in default for ninety days or more. Such mortgages must be repurchased by TD Bank Group for an amount equal to the outstandingprincipal balance owing on the mortgage on the date ofpurchase, plus accrued interest thereon at the rate of interestspecified in such mortgage loan to the date of purchase.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• large investor risk

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a consistent level of monthly income with a

moderate degree of capital growth• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of T-Series and S-Series units, may consist of netincome, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund will make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 14.66 46.21 80.99 184.36

F-Series ($) 8.30 26.17 45.88 104.43

T-Series ($) 14.66 46.21 80.99 184.36

S-Series ($) 8.20 25.85 45.31 103.14

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD U.S. Monthly Income FundFund details

Fund type U.S. Income Balanced

Securities offered Units of a mutual fund trust:Advisor Series (US$)F-Series (US$)T-Series (US$)S-Series (US$)

Start date Advisor Series, F-Series, T-Series and S-Series – Not available to the public prior to the date of this prospectus

The Fund was formed on July 25, 2011.

Portfolio advisers TD Asset Management Inc. (TDAM)

TDAM USA Inc.(Burlington, MA, U.S.A.)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)T-Series – Up to 2.00%* (excluding GST and HST)S-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD U.S. Monthly Income Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provide aconsistent level of monthly income in U.S. dollars by investingmainly in, or obtaining exposure to, income-producing securities,with capital appreciation as a secondary objective. Income-producing securities may include, but is not limited to,dividend-paying common shares and preferred shares, bonds,exchange-traded funds and real estate investment trusts.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio advisers seek to achieve the fundamentalinvestment objective of the Fund by investing mainly in adiversified portfolio of U.S. securities, which may include, butis not limited to, government and corporate debt obligations,dividend-paying common shares and preferred shares,exchange-traded funds and real estate investment trusts.Within the fixed income portion of the Fund, the portfolioadvisers believe that a strategy using rigorous bottom-upsecurity selection paired with a thorough analysis of the globalmacroeconomic environment should add value and enhancelong-term performance. The portfolio advisers select dividend-paying equities of companies that have sustainable business

models, with high-quality balance sheets and the ability togenerate free cash flow. The portfolio advisers will vary the assetallocation of the Fund based on the expected risk-adjustedreturn and yield opportunities that exist in the marketplace. TheFund may, from time to time, invest in securities of other fundsmanaged by TDAM when the portfolio advisers believe that aninvestment in other funds is a more efficient or cost-effectiveway of achieving the Fund’s investment objective. Currently, theFund may also invest up to 30% of its assets in income-producingsecurities of Canadian and foreign issuers generally denominatedin U.S. dollars.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securities

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TD Mutual Funds TD U.S. Monthly Income Fund

regulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The portfolio advisers may vary the percentage of theFund’s holdings in any mutual fund, or change the mutualfunds in which the Fund invests, in each case, without noticeto unitholders.

A unitholder of the Fund does not have ownership rights insecurities of any underlying fund held by the Fund. Where TDAMis the manager of both the Fund and an underlying fund in whichthe Fund has invested, TDAM will not exercise the right to votethat is attributable to the securities of the underlying fund. TDAMmay arrange for these securities to be voted by unitholders of theFund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since the Fundis a new Fund, we have used the recommended risk rating forglobal balanced funds determined by the Fund Risk ClassificationTask Force of the Investment Funds Institute of Canada. For more information, see Investment risk classificationmethodology in Your guide to understanding the FundProfile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a consistent level of U.S. dollar monthly income

with a moderate degree of capital growth• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of T-Series and S-Series units, may consist of net income, net realized capital gains and/or return of capital.Distributions are paid in U.S. dollars only. If the distributions in a year are less than the Fund’s net income and net realizedcapital gains for the year, the Fund will make an additionaldistribution in December.

Fund expenses indirectly borne by investorsThis information is not applicable as the Fund had notcommenced operations as at the date of this simplifiedprospectus.

TDAM has agreed to waive or absorb expenses such that the MER (including GST and HST but excluding brokeragecommissions) in respect of Advisor Series, F-Series, T-Series and S-Series units of the Fund for the financial year ending onDecember 31, 2011 will not exceed 2.10%, 1.13%, 2.10% and1.13%, respectively. Thereafter, TDAM may, from time to time,agree to waive or absorb expenses at its discretion. Any suchwaiver or absorption, if implemented, may be suspended orterminated by TDAM at any time without notice to unitholders.

58

TD Mutual Funds

TD Balanced Income FundFund details

Fund type Canadian Income Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 12, 2002F-Series – November 1, 2005

The Fund was formed on February 5, 1988.

Portfolio adviser Jarislowsky Fraser Limited(Toronto, ON, Canada)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)

TD Balanced Income Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provideincome and moderate capital growth by investing primarily infixed income and equity securities of issuers in Canada.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in high-qualityfixed income securities and in high-quality equity securities ofCanadian issuers. The Fund may also invest in foreign issuers.The portfolio adviser uses a conservative approach to makingportfolio investments. Growth is pursued in a low-risk mannerin order to enhance the preservation of capital. Asset mix is setto seek a reasonable level of income, with incremental assetmix shifts. The asset mix will typically be in a range of 35% to65% in equities and 35% to 65% in fixed income.

The portfolio adviser will invest in bonds that are high-quality and non-cyclical to reduce risk. The equity portfolioprimarily consists of a diversified holding of large-capitalizationcompanies that are industry leaders, with above-averageearnings prospects, below-average financial leverage and strong management.

The Fund considers issuers to be in Canada if: (a) the issuerderives significant revenue from goods produced, sales made or services rendered in Canada, (b) the principal trading marketfor the securities of the issuer is in Canada, (c) the issuer isorganized under the laws of Canada or a jurisdiction inCanada, or (d) the issuer has significant assets or a principaloffice in Canada.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments

without actually investing in them directly (including whenowning the derivative investment is more efficient or lesscostly than owning the fixed income or equity instrumentitself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

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TD Mutual Funds TD Balanced Income Fund

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

27.82% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• prefer the simplicity of investing in a single fund that

incorporates both bonds and equities• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gains annuallyin December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.55 71.09 124.60 283.63

F-Series ($) 8.92 28.11 49.27 112.16

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

60

TD Mutual Funds

TD Diversified Monthly Income FundFund details

Fund type Canadian Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series and F-Series – January 8, 2007T-Series and S-Series – September 4, 2007

The Fund was formed on August 24, 1987.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)T-Series – Up to 2.00% (excluding GST and HST)S-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

TD Diversified Monthly Income Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to providemonthly income with capital appreciation as a secondaryobjective, by investing primarily in income-producing securities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

In order to generate a consistent level of monthly income, theFund will invest primarily in a diversified portfolio of Canadiansecurities, which may include government and corporate debtobligations, dividend-paying common shares and preferred shares,as well as real estate investment trusts and other income-producing instruments. Currently, the Fund may also invest upto 30% of its assets in income-producing securities of foreignissuers. Generally, the Fund employs a “buy-and-hold” strategy.The portfolio adviser may invest in non-investment grade (high-yield) corporate debt obligations rated below BBB(-) byStandard & Poor’s (or another rating agency).

The portfolio adviser uses a bottom-up strategy thatemphasizes the analysis of individual companies to determine ifthey can maintain and increase their income distributions overtime. This analysis also focuses on selecting securities andallocating investments among asset classes with the objectiveof maximizing the risk-adjusted returns for the Fund.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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TD Mutual Funds TD Diversified Monthly Income Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a consistent level of monthly income with a

moderate degree of capital growth• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of T-Series and S-Series units, may consist of netincome, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund will make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.96 72.38 126.87 288.79

F-Series ($) 8.92 28.11 49.27 112.16

T-Series ($) 22.86 72.06 126.30 287.50

S-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

62

TD Mutual Funds

TD Balanced Growth FundFund details

Fund type Canadian Income Balanced

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on August 11, 1987.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – up to 2.00% (excluding GST and HST)F-Series – up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)

TD Balanced Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provide capitalgrowth and income by investing primarily in equity and fixedincome securities of issuers in Canada.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by balancing the major asset classes ofthe Fund based on relative valuation parameters between suchasset classes. The asset mix of the Fund is typically expected tobe 20% to 50% in fixed income and 50% to 80% in equities.The portfolio maintains high-quality investments. Commonstock investments concentrate on those companies which areexpected to have above-average earnings growth over thecourse of a market cycle. The Fund may invest in exchange-traded funds.

The Fund considers issuers to be in Canada if: (a) the issuerderives significant revenue from goods produced, sales made or services rendered in Canada, (b) the principal trading marketfor the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or a jurisdiction inCanada, or (d) the issuer has significant assets or a principaloffice in Canada.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted byCanadian securities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more stocks• swap credit risk• provide an opportunity for gains in a falling market, or in a

market where volatility is changing

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

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TD Mutual Funds TD Balanced Growth Fund

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• prefer the simplicity of investing in a single fund that

incorporates both bonds and equities with an emphasis on equities

• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.65 71.41 125.17 284.92

F-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

64

TD Mutual Funds

TD Dividend Income FundFund details

Fund type Canadian Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series – December 1, 2003F-Series – November 1, 2005T-Series and S-Series – September 6, 2006

The Fund was formed on October 3, 1994.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85% (excluding GST and HST)F-Series – Up to 0.85% (excluding GST and HST)T-Series – Up to 1.85% (excluding GST and HST)S-Series – Up to 0.85% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

TD Dividend Income Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provideincome with capital appreciation as a secondary objective, byinvesting primarily in income-producing securities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective by holding a diversified portfolio of income-producingsecurities which may include, but is not limited to, dividend-paying equity securities, government and corporate bonds, real estate investment trusts and other securities primarily of Canadian issuers. Equity investments will be concentrated in dividend-paying larger-capitalization companies. Bondinvestments will be concentrated in short-to-medium termbonds of highly rated corporate or government issuers, butholdings may also include asset-backed and longer-maturitybonds. The Fund may also hold investments in other income-producing securities as well as exchange-traded funds.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

65

TD Mutual Funds TD Dividend Income Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• large investor risk (as at June 28, 2011, two unitholders held

33.32% and 19.11%, respectively, of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are more interested in income than growth• want to maximize after-tax income• are contributing to the income component of a diversified

portfolio• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund intends to make a distribution monthly that in thecase of Advisor Series and F-Series units, consists of net incomeand in the case of S-Series and T-Series units, may consist of netincome, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund will make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 21.32 67.21 117.81 268.16

F-Series ($) 8.92 28.11 49.27 112.16

T-Series ($) 21.22 66.89 117.24 266.87

S-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

66

TD Mutual Funds

TD Dividend Growth FundFund details

Fund type Canadian Dividend

Securities offered Units of a mutual fund trust:Advisor Series F-SeriesT-SeriesS-Series

Start date Advisor Series and F-Series – November 19, 2001T-Series and S-Series – September 4, 2007

The Fund was formed on August 11, 1987.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85% (excluding GST and HST)F-Series – Up to 0.85% (excluding GST and HST)T-Series – Up to 1.85% (excluding GST and HST)S-Series – Up to 0.85% (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)T-Series – 0.08% (excluding GST and HST)

TD Dividend Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide a high levelof after-tax income and steady growth by investing primarily inhigh-quality, high-yield equity securities and other income-producing instruments of Canadian issuers.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by purchasing predominantlylarge-capitalization common equities that have either an above-average yield or the prospect of an attractive low-risk totalreturn. Equity investments will tend to be concentrated in thefinancial services, pipeline, and utility sectors of the market, butwill also include large-capitalization special situations. Investmentsin real estate investment trusts, bonds, preferred shares andexchange-traded funds may also be held by the Fund.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

67

TD Mutual Funds TD Dividend Growth Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• concentration risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are more interested in growth than income• want to maximize after-tax income• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyIn the case of Advisor Series and F-Series units, the Fund maydistribute net income quarterly or at other times. In the case of S-Series and T-Series units, the Fund intends to make adistribution monthly that may consist of net income, net realizedcapital gains and/or return of capital. If the distributions in ayear are less than the Fund’s net income and net realized capitalgains for the year, the Fund will make an additional distributionin December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 21.32 67.21 117.81 268.16

F-Series ($) 8.82 27.79 48.71 110.87

T-Series ($) 21.32 67.21 117.81 268.16

S-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

68

TD Mutual Funds

TD Canadian Blue Chip Equity FundFund details

Fund type Canadian Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 12, 2002F-Series – December 1, 2003

The Fund was formed on August 11, 1987.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

TD Canadian Blue Chip Equity Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equity securitiesof large capitalization issuers, a majority of which will be issuersin Canada.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by targeting companies withabove-average growth prospects and below-average risk. Stockselection is biased towards large-capitalization companies thatare industry leaders, with strong management, an earningstrack record and limited financial leverage. Stocks are purchasedwith a long-term horizon, based on a valuation approach ofgrowth at a reasonable price. Research is done internally, using fundamental analysis that is updated through regularmanagement interviews. While the majority of the Fund’s assetswill be invested in Canadian issuers, the Fund may also invest inissuers in other countries around the world. The Fund may alsoinvest in exchange-traded funds.

The Fund has obtained permission from Canadian securitiesregulatory authorities to invest up to 10% of the Fund’s assets,taken at the time of purchase, in gold exchange-traded funds(“Gold ETFs”), which seek to replicate the performance of goldbullion. The risks associated with investments in Gold ETFs areprimarily commodity risk and specialization risk.

The Fund considers issuers to be in Canada if: (a) the issuerderives significant revenue from goods produced, sales made or services rendered in Canada, (b) the principal trading market

for the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or a jurisdiction inCanada, or (d) the issuer has significant assets or a principaloffice in Canada.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 49% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

69

TD Mutual Funds TD Canadian Blue Chip Equity Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, two unitholders held

33.88% and 31.29%, respectively, of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a high-quality, large-cap equity investment• are seeking some exposure to foreign equities• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.96 72.38 126.87 288.79

F-Series ($) 8.71 27.47 48.14 109.58

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

70

TD Mutual Funds

TD Canadian Equity FundFund details

Fund type Canadian Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on February 5, 1988.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85% (excluding GST and HST)F-Series – Up to 0.90% (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

TD Canadian Equity Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation through investments in high-quality equitysecurities issued principally by Canadian corporations judged tooffer high growth potential.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by emphasizing growth, while at thesame time containing investment risk. This is addressed byfocusing on the quality of management of individual companiesand the long-term prospects for individual industries.

In general, superior return on equity and a sound balancesheet are important criteria in the individual security selectionprocess. The Fund may invest in exchange-traded funds.

The Fund has obtained permission from Canadian securitiesregulatory authorities to invest up to 10% of the Fund’s assets,taken at the time of purchase, in gold exchange-traded funds(“Gold ETFs”), which seek to replicate the performance of goldbullion. The risks associated with investments in Gold ETFs areprimarily commodity risk and specialization risk.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The Fund’s portfolio turnover rate, which may be greaterthan 70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable by the Fund in the year, and the greater the chance of aninvestor receiving taxable distributions in the year. There is notnecessarily a relationship between a high turnover rate and theperformance of the Fund. For more information, see Incometax considerations for investors in the first part of thisdocument.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

71

TD Mutual Funds TD Canadian Equity Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

10.89% of the units of the Fund)• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to a well-diversified portfolio of

Canadian growth companies• are seeking some exposure to foreign equities• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 21.73 68.50 120.07 273.32

F-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

72

TD Mutual Funds

TD Canadian Value FundFund details

Fund type Canadian Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on December 15, 1993.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85% (excluding GST and HST)F-Series – Up to 0.90% (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

TD Canadian Value Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation through investments in securities of mostlyCanadian companies which the portfolio adviser determineshave strong appreciation potential that is not reflected in thetrading price of such securities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by investing in companies that are viewedto have upside potential and are currently undervalued or out-of-favour. Preferred companies possess solid or improvingbusiness models and capable management teams. The Fundinvests primarily in Canadian companies as investmentopportunities present themselves and may also invest in foreignsecurities. The Fund may also invest in exchange-traded funds.

The Fund has obtained permission from Canadian securitiesregulatory authorities to invest up to 10% of the Fund’s assets,taken at the time of purchase, in gold exchange-traded funds(“Gold ETFs”), which seek to replicate the performance of goldbullion. The risks associated with investments in Gold ETFs areprimarily commodity risk and specialization risk.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations

• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, four unitholders

held 21.23%, 21.16%, 19.63% and 17.19%, respectively,of the units of the Fund)

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

73

TD Mutual Funds TD Canadian Value Fund

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to Canadian equities with value

characteristics• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 21.73 68.50 120.07 273.32

F-Series ($) 8.92 28.11 49.27 112.16

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

74

TD Mutual Funds

TD Canadian Small-Cap Equity FundFund details

Fund type Canadian Small-Cap Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 12, 2002F-Series – November 1, 2005

The Fund was formed on November 12, 1986.

Portfolio adviser Connor, Clark & Lunn Investment Management Ltd.(Vancouver, BC, Canada)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Canadian Small-Cap Equity Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital growth by investing primarily in equity securities ofsmall or medium-sized issuers in Canada.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by selecting securities basedon company fundamentals, including the prospect for growthin sales and profitability, as well as the relative attractiveness of the securities’ price. Both growth and value stocks will bepurchased in the Fund, consistent with an overall growth-at-a-reasonable-price orientation. The Fund may invest in foreignsecurities from time to time, but will be comprised primarily ofCanadian securities.

The Fund considers issuers to be in Canada if: (a) the issuerderives significant revenue from goods produced, sales made or services rendered in Canada, (b) the principal trading marketfor the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or a jurisdiction inCanada, or (d) the issuer has significant assets or a principaloffice in Canada.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually investing

in them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• large investor risk (as at June 28, 2011, two unitholders held

32.74% and 27.98%, respectively, of the units of the Fund)• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

75

TD Mutual Funds TD Canadian Small-Cap Equity Fund

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking to enhance the growth potential of their portfolio

through exposure to small and medium-sized companies• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.42 80.14 140.46 319.73

F-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

76

TD Mutual Funds

TD North American Dividend FundFund details

Fund type North American Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – January 8, 2007

The Fund was formed on June 12, 1989.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD North American Dividend Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provideincome and moderate capital growth by investing primarily inincome-producing securities of issuers in North America.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in adiversified portfolio of North American income-producingsecurities which may include, but is not limited to, dividend-paying common and preferred shares, real estate investmenttrusts, and bonds. Common share investments will focus oncompanies that are expected to pay out increasing dividends overtime and/or companies that have above-average dividend yields.

The Fund considers issuers to be in North America if: (a) theissuer derives significant revenue from goods produced, salesmade or services rendered in North America, (b) the principaltrading market for the securities of the issuer is in NorthAmerica, (c) the issuer is organized under the laws of ajurisdiction in North America, or (d) the issuer has significantassets or a principal office in North America.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• large investor risk (as at June 28, 2011, one unitholder held

56.83% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

77

TD Mutual Funds TD North American Dividend Fund

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking income with a moderate degree of capital

growth• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.11 79.17 138.76 315.86

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

78

TD Mutual Funds

TD U.S. Blue Chip Equity FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on September 20, 1996.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD U.S. Blue Chip Equity Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth by investing primarily in common stocks of largeand medium-sized blue chip companies located in the UnitedStates which are well established in their respective industrieswith the potential for above average growth. Current income isalso an objective, as many of the stocks in the Fund’s portfolioare expected to pay dividends.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the Fund’s fundamentalinvestment objective by investing at least 65% of total assets inthe common stocks of large and medium-sized U.S. blue chipgrowth companies. These are firms the portfolio adviser believesare well-established in their industries and have the potentialfor above-average earnings. Such companies typically possesssome or all of the following characteristics: leading marketpositions, seasoned management teams and strong financialfundamentals. While most assets will be invested in U.S.common stocks, the Fund may also invest in foreign stocks,preferred stocks, convertible securities, warrants, investment-grade fixed income securities, hybrids, and private placements.

The Fund considers issuers to be in the United States if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in the United States, (b) theprincipal trading market for the securities of the issuer is in theUnited States, (c) the issuer is organized under the laws of ajurisdiction in the United States, or (d) the issuer has significantassets or a principal office in the United States.

In pursuing its investment objective, the portfolio adviser has the discretion to purchase some securities that do not meet its normal investment criteria, as described above, when it perceives an unusual opportunity for gain. These specialsituations might arise when the portfolio adviser believes asecurity could increase in value for a variety of reasons,including a change in management, an extraordinary corporateevent, or a temporary imbalance in the supply of or demand for the securities.

The Fund may sell securities for a variety of reasons, such as to secure gains, limit losses, or redeploy assets into morepromising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually investing

in them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

79

TD Mutual Funds TD U.S. Blue Chip Equity Fund

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, four unitholders

held 20.13%, 17.88%, 17.80% and 12.99%, respectively,of the units of the Fund)

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking growth of capital through well-established,

high-quality U.S. companies• are seeking a core U.S. holding in a diversified portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 11.07 34.90 61.17 139.24

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

80

TD Mutual Funds

TD U.S. Large-Cap Value FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:Advisor Series (C$) (US$)F-Series (C$) (US$)

Start date Advisor Series – November 12, 2002F-Series – December 1, 2003

The Fund was formed on October 24, 2002.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD U.S. Large-Cap Value Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide long-termgrowth of capital as well as income primarily through investmentsin common stocks of established companies.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65% of the Fund’s total assets in equity securities of issuers in theUnited States. The portfolio adviser will normally invest at least80% of the Fund’s total assets in common stocks, with 65% in the common stocks of well-established companies payingabove-average dividends.

The Fund considers issuers to be in the United States if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in the United States, (b) theprincipal trading market for the securities of the issuer is in theUnited States, (c) the issuer is organized under the laws of ajurisdiction in the United States, or (d) the issuer has significantassets or a principal office in the United States.

While most assets will be invested in U.S. common stocks, theFund may also invest in international stocks, futures and options,in keeping with the Fund’s fundamental investment objectives.

The portfolio adviser typically employs a “value” approach inselecting investments by seeking companies that appear to beundervalued by various measures and may be temporarily outof favour, but have good prospects for capital appreciation anddividend growth.

In selecting investments, the portfolio adviser generally looksfor companies with the following:• an established operating history;• above-average dividend yield relative to that of the S&P 500

Index;• low price/earnings ratio relative to that of the S&P 500 Index;• a sound balance sheet and other positive financial

characteristics; and• low stock price relative to a company’s underlying value as

measured by assets, cash flow, or business franchises.

In pursuing the Fund’s investment objective, the portfolioadviser has the discretion to purchase some securities that donot meet its normal investment criteria, as described above,when it perceives an unusual opportunity for gain. Thesespecial situations might arise when the portfolio adviserbelieves a security could increase in value for a variety ofreasons, including a change in management, an extraordinarycorporate event, or a temporary imbalance in the supply of ordemand for the securities. The Fund may sell securities for avariety of reasons, such as to secure gains, limit losses, orredeploy assets into more promising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually investing

in them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

81

TD Mutual Funds TD U.S. Large-Cap Value Fund

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, four unitholders

held 21.35%, 19.98%, 18.35% and 13.22%, respectively,of the units of the Fund)

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking long-term growth of capital through well-

established, high-quality U.S. companies with valuecharacteristics

• are seeking a core U.S. holding in the growth component ofa diversified portfolio

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.22 79.49 139.33 317.15

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

82

TD Mutual Funds

TD U.S. Large-Cap Value Currency Neutral FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start dates Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund invests in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicatea fee payable by the underlying fund for the same service.

TD U.S. Large-Cap Value Currency Neutral Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation by investing in, or gaining exposure to,primarily equity securities of issuers in the United States. TheFund may also invest in, or gain exposure to, equity securitiesof issuers located in other countries. The Fund also seeks toeliminate substantially the Fund’s foreign currency exposure.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily through investing inunits of TD U.S. Large-Cap Value Fund (the “Underlying Fund”)and using derivative contracts, on an ongoing basis, to hedgesubstantially the Fund’s foreign currency exposure. This hedgingstrategy seeks to protect the Fund against losses from declinesin the value of foreign currencies against the Canadian dollar. Asa result of this strategy, the Fund will not benefit from increasesin the value of foreign currencies against the Canadian dollar. Insome market conditions, the Fund may invest a portion of itsassets in short-term or other debt securities.

The Fund may also use specified derivatives, such as futurescontracts, for non-hedging purposes to obtain investmentexposure pending paying amounts due under foreign currencyforward contracts.

While most assets will be invested in U.S. common stocks,the Underlying Fund may also invest in international stocks,futures and options, in keeping with the Underlying Fund’sfundamental investment objectives.

The portfolio adviser of the Underlying Fund seeks to achievethe Underlying Fund’s fundamental investment objective byinvesting at least 65% of total assets in equity securities ofissuers in the United States. The Underlying Fund will normallyinvest at least 80% of its total assets in common stocks, with65% in the common stocks of well-established companiespaying above-average dividends.

The Underlying Fund considers issuers to be in the UnitedStates if: (a) the issuer derives significant revenue from goodsproduced, sales made or services rendered in the United States,(b) the principal trading market for the securities of the issuer is in the United States, (c) the issuer is organized under thelaws of a jurisdiction in the United States, or (d) the issuer hassignificant assets or a principal office in the United States.

The portfolio adviser of the Underlying Fund typicallyemploys a “value” approach in selecting investments byseeking companies that appear to be undervalued by variousmeasures and may be temporarily out of favour, but have goodprospects for capital appreciation and dividend growth.

In selecting investments, the portfolio adviser of theUnderlying Fund generally looks for companies with thefollowing:• an established operating history;• above-average dividend yield relative to that of the S&P 500

Index;• low price/earnings ratio relative to that of the S&P 500 Index;• a sound balance sheet and other positive financial

characteristics; and• low stock price relative to a company’s underlying value as

measured by assets, cash flow, or business franchises.

83

TD Mutual Funds TD U.S. Large-Cap Value Currency Neutral Fund

In pursuing the Underlying Fund’s investment objective, theportfolio adviser of the Underlying Fund has the discretion topurchase some securities that do not meet its normal investmentcriteria, as described above, when it perceives an unusualopportunity for gain. These special situations might arise whenthe portfolio adviser believes a security could increase in valuefor a variety of reasons, including a change in management, anextraordinary corporate event, or a temporary imbalance in thesupply of or demand for the securities. The Underlying Fundmay sell securities for a variety of reasons, such as to securegains, limit losses, or redeploy assets into more promisingopportunities.

For more information, see the Fund Profile for theUnderlying Fund.

A unitholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by unitholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• international market risk• fund-of-funds risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking long-term growth of capital through well-

established, high-quality U.S. companies with valuecharacteristics

• are seeking a core U.S. holding in the growth component of a diversified portfolio but without substantial foreigncurrency exposure

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December. The Fund reports all income and capitalgains and losses from derivative instruments on income account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.52 80.46 141.03 321.02

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

84

TD Mutual Funds

TD U.S. Equity PortfolioFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 1, 2004F-Series – November 1, 2005

The Fund was formed on October 1, 2004.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by the underlying funds for the same service.

TD U.S. Equity Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth by investing primarily in units of TD MutualFunds and may include other mutual funds not managed byTDAM emphasizing mutual funds from time to time investing in U.S. equities.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser uses strategic asset allocation to seek toachieve the fundamental investment objective of the Fund. TheFund’s asset mix exposure will generally be 100% in equities.

The portfolio adviser considers, in determining theallocations to the underlying funds, factors which include itsown market expectations, each underlying fund’s investmentobjective and strategies, past performance and historicalvolatility in the context of a diversified portfolio of underlyingfunds suitable for the Fund.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or change the mutual funds in which the Fundinvests by adding or removing mutual funds, in each case,without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fundin which the Fund has invested, TDAM will not exercise the rightto vote that is attributable to the securities of the underlyingfund. TDAM may arrange for these securities to be voted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to a well-diversified portfolio of U.S.

companies• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

85

TD Mutual Funds TD U.S. Equity Portfolio

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.55 83.69 146.69 333.91

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

86

TD Mutual Funds

TD U.S. Equity Currency Neutral PortfolioFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by the underlying funds for the same service.

TD U.S. Equity Currency Neutral Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth by investing in, or gaining exposure to, primarilyunits of TD Mutual Funds and may include other mutual fundsnot managed by TDAM emphasizing mutual funds from time totime investing in U.S. equities. The Fund also seeks to eliminatesubstantially the Fund’s foreign currency exposure.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser uses strategic asset allocation to seek toachieve the fundamental investment objective of the Fund. TheFund’s asset mix exposure will generally be 100% in equities.

The portfolio adviser:• considers, in determining the allocations to the underlying

funds, factors which include its own market expectations,each underlying fund’s investment objective and strategies,past performance and historical volatility in the context of adiversified holding of underlying funds suitable for the Fund;

• uses derivative contracts, on an ongoing basis, to hedgesubstantially the Fund’s foreign currency exposure. Thishedging strategy seeks to protect the Fund against lossesfrom declines in the value of foreign currencies against theCanadian dollar. As a result of this strategy, the Fund willnot benefit from increases in the value of foreign currenciesagainst the Canadian dollar; and

• may also use specified derivatives, such as futures contracts,for non-hedging purposes to obtain investment exposurepending paying amounts due under foreign currencyforward contracts.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or change the mutual funds in which the Fundinvests by adding or removing mutual funds, in each case,without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fundin which the Fund has invested, TDAM will not exercise the rightto vote that is attributable to the securities of the underlyingfund. TDAM may arrange for these securities to be voted byunitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• fund-of-funds risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

87

TD Mutual Funds TD U.S. Equity Currency Neutral Portfolio

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to a well-diversified portfolio of U.S.

companies• are contributing to the growth component of a diversified

portfolio without substantial foreign currency exposure• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December. The Fund reports all income and capitalgains and losses from derivative instruments on income account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.42 80.14 140.46 319.73

F-Series ($) 10.97 34.58 60.60 137.95

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

88

TD Mutual Funds

TD U.S. Mid-Cap Growth FundFund details

Fund type U.S. Small and Mid-Cap Equity

Securities offered Units of a mutual fund trust:Advisor Series (C$) (US$)F-Series (C$) (US$)

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on February 26, 1993.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD U.S. Mid-Cap Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of medium sized issuers in the United States.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65% ofthe Fund’s total assets in a diversified portfolio of commonstocks of medium-sized U.S. companies whose earnings theportfolio adviser expects to grow at a faster rate than theaverage company. The portfolio adviser defines mid-capcompanies as those whose market capitalization falls within therange of either the S&P MidCap 400 Total Return Index or theRussell Midcap Growth Index at the time of purchase. Stockselection favours companies with proven products or services,above-average earnings growth, demonstrated potential tosustain earnings growth, operations in industries experiencingincreasing demand, or stock prices that appear to undervaluetheir growth prospects. While most assets will be invested inU.S. common stocks, other securities may also be purchased,including international stocks, preferred stocks, hybrids,convertible securities and warrants.

The Fund considers issuers to be in the United States if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in the United States, (b) theprincipal trading market for the securities of the issuer is in theUnited States, (c) the issuer is organized under the laws of a

jurisdiction in the United States, or (d) the issuer has significantassets or a principal office in the United States.

In pursuing its investment objective, the portfolio adviser has the discretion to purchase some securities that do not meet its normal investment criteria, as described above, when it perceives an unusual opportunity for gain. These specialsituations might arise when the portfolio adviser believes asecurity could increase in value for a variety of reasons, includinga change in management, an extraordinary corporate event, or a temporary imbalance in the supply of or demand for thesecurities. The Fund may sell securities for a variety of reasons,such as to secure gains, limit losses, or redeploy assets intomore promising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

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TD Mutual Funds TD U.S. Mid-Cap Growth Fund

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, three unitholders

held 22.18%, 21.23% and 11.48%, respectively, of theunits of the Fund)

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho are:• seeking exposure to mid-sized growth companies, primarily

in the U.S.• contributing to the growth component of a diversified

portfolio• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD U.S. Small-Cap Equity FundFund details

Fund type U.S. Small and Mid-Cap Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 12, 2002F-Series – November 1, 2005

The Fund was formed on October 28, 1997.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD U.S. Small-Cap Equity Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of small or medium sized issuers in the United States.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65%of the Fund’s total assets in the common stocks of small U.S.companies. The portfolio adviser considers small companies tobe those with a market capitalization that falls either within orbelow the range of companies in the current Russell 2000 TotalReturn Index (“Russell 2000 Index”), or below the three-yearaverage maximum market cap of companies in the Russell 2000Index as of December 31 of the three preceding years. Thesevaluations can change based on market conditions. Stockselection may reflect a growth or value investment approach.The portfolio adviser looks for companies with capablemanagement and attractive business niches; pricing flexibility;sound financial and accounting practices; demonstrated abilityto grow revenues, earnings, and cash flow consistently; and thepotential for a catalyst (such as increased investor attention,asset sales, strong business prospects, or a change inmanagement) to cause a stock’s price to rise (among otherthings). While most assets will be invested in U.S. commonstocks, the Fund may invest in international common stocks,preferred stocks, hybrids and convertible securities.

The Fund considers issuers to be in the United States if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in the United States, (b) theprincipal trading market for the securities of the issuer is in theUnited States, (c) the issuer is organized under the laws of ajurisdiction in the United States, or (d) the issuer has significantassets or a principal office in the United States.

In pursuing its investment objective, the portfolio adviser hasthe discretion to purchase some securities that do not meet itsnormal investment criteria, as described above, when it perceivesan unusual opportunity for gain. These special situations mightarise when the portfolio adviser believes a security couldincrease in value for a variety of reasons, including a change inmanagement, an extraordinary corporate event, or a temporaryimbalance in the supply of or demand for the securities. TheFund may sell securities for a variety of reasons, such as tosecure gains, limit losses, or redeploy assets into morepromising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

91

TD Mutual Funds TD U.S. Small-Cap Equity Fund

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to small to mid-sized growth companies,

primarily in the U.S.• seeking enhanced growth potential in the growth

component of a diversified portfolio• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.11 79.17 138.76 315.86

F-Series ($) 10.87 34.25 60.04 136.66

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

92

TD Mutual Funds

TD Global Low Volatility FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start dates Advisor Series and F-Series – Not available to the public prior to the date of this prospectus

The Fund was formed on July 25, 2011.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Low Volatility Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital appreciation by investing primarily in equitysecurities of issuers located anywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in orproviding exposure to a diversified portfolio of global stockswhich are included in the MSCI All Country World Index(“MSCI ACWI Index”).

The portfolio adviser optimizes the portfolio by overweightingstocks that are expected to deliver less volatile returns and byunderweighting, or excluding, stocks that are expected todeliver more volatile returns. The portfolio is monitored dailyand will be rebalanced whenever significant reductions in riskare possible, or in response to significant cash flows or marketactivity. The portfolio adviser may also use exchange-tradedfunds to gain the desired equity exposure. Over a full marketcycle, the portfolio adviser seeks to deliver the performance ofthe Fund similar to that of the MSCI ACWI Index but with lessvolatility than the MSCI ACWI Index.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

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TD Mutual Funds TD Global Low Volatility Fund

The risk rating of the Fund is medium. Since the Fund is anew Fund, we have used the recommended risk rating forglobal equity funds determined by the Fund Risk ClassificationTask Force of the Investment Funds Institute of Canada. Formore information, see Investment risk classificationmethodology in Your guide to understanding the FundProfile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a diversified global equity fund with less volatility• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsThis information is not applicable as the Fund had notcommenced operations as at the date of this simplifiedprospectus.

94

TD Mutual Funds

TD Global Dividend FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor Series F-SeriesT-SeriesS-Series

Start dates Advisor Series and F-Series – September 6, 2006T-Series and S-Series – September 4, 2007

The Fund was formed on August 28, 2006.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)T-Series – Up to 2.00% (excluding GST and HST)S-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)T-Series – 0.30% (excluding GST and HST)

TD Global Dividend Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide growthand income by investing primarily in dividend-paying equitysecurities and other income-producing instruments fromanywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in adiversified global portfolio of income-producing securities whichmay include, but is not limited to, dividend-paying commonand preferred shares, real estate investment trusts, and bonds.Common share investments will focus on companies that areexpected to pay out increasing dividends over time and/orcompanies that have above-average dividend yields.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• interest rate risk• international market risk

95

TD Mutual Funds TD Global Dividend Fund

• large investor risk (as at June 28, 2011, three unitholdersheld 23.29%, 19.62% and 12.79%, respectively, of theunits of the Fund)

• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are more interested in growth than income• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyIn the case of Advisor Series and F-Series units, the Fund maydistribute net income quarterly or at other times. In the case of S-Series and T-Series units, the Fund intends to make adistribution monthly that may consist of net income, net realizedcapital gains and/or return of capital. If the distributions in ayear are less than the Fund’s net income and net realized capitalgains for the year, the Fund will make an additional distributionin December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 10.97 34.58 60.60 137.95

T-Series ($) 25.32 79.81 139.90 318.44

S-Series ($) 10.87 34.25 60.04 136.66

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

96

TD Mutual Funds

TD Global Value FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start dates Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser Global Currents Investment Management, LLC(Wilmington, DE, U.S.A.)

Management fee Advisor Series – Up to 2.10% (excluding GST and HST)F-Series – Up to 1.10% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Value Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation by investing primarily in equity securities ofissuers located anywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in adiversified portfolio of global stocks that cover various industriesin developed markets and that may also include emergingmarkets. The portfolio adviser employs quantitative screening to generate a diversified universe of stocks trading below theirnormal valuation and then conducts fundamental analysis toidentify the companies that will likely reach their long-termvalue. The portfolio adviser focuses on the longer term, asopposed to developing specific short-term earnings forecasts.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The Fund’s portfolio turnover rate, which may be greater than70%, indicates how actively the portfolio adviser manages theFund’s portfolio. The higher the Fund’s portfolio turnover rate in a year, the greater the trading costs payable by the Fund inthe year, and the greater the chance of an investor receivingtaxable distributions in the year. There is not necessarily arelationship between a high turnover rate and the performanceof the Fund. For more information, see Income taxconsiderations for investors in the first part of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

56.97% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

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TD Mutual Funds TD Global Value Fund

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in each of thefollowing securities: common shares of Mitsubishi Corporationand common shares of Sembcorp Industries Ltd. The maximumpercentage of net assets of the Fund invested in the securitiesof each of these issuers during this twelve-month period was asfollows: Mitsubishi Corporation – 11.51% and SembcorpIndustries Ltd. – 11.06%. The Fund may have experiencedincreased concentration risk as a result of these investments.

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a diversified global equity fund• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.55 83.69 146.69 333.91

F-Series ($) 12.10 38.13 66.83 152.13

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

98

TD Mutual Funds

TD Global Growth FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on December 15, 1993.

Portfolio adviser Newton Capital Management Limited(London, England)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital appreciation by investing primarily in equity securitiesof companies from anywhere in the world, including companiesconsidered to be global leaders in their respective industries.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in a diversified portfolio of equity investments across variousindustries in developed markets and may also invest, to a lesserextent, in emerging markets. The investment process includesconducting fundamental analysis of a company’s financialstatements, management structure, operations and productdevelopment, and considers factors affecting the industry ofwhich the issuer is a part. The portfolio adviser considers overalland relative economic conditions in global markets, and seeksbroad portfolio diversification in different countries to helpmoderate the risks of foreign investing.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

99

TD Mutual Funds TD Global Growth Fund

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a core global equity fund with wide geographic

diversification and some foreign currency exposure• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 11.07 34.90 61.17 139.24

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

100

TD Mutual Funds

TD Global Equity PortfolioFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – January 8, 2007

The Fund was formed on December 17, 1997.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.50%* (excluding GST and HST)F-Series – Up to 1.50%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by the underlying funds for the same service.

TD Global Equity Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by providing exposure to equitysecurities of issuers anywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in units of otherTD Mutual Funds that have an emphasis on investing in globalequities. The Fund may also invest in mutual funds that are notmanaged by TDAM that have a similar focus on global equities.The portfolio adviser uses strategic asset allocation to seek toachieve the fundamental investment objective. The Fund’s assetmix exposure will generally be 100% in equities.

The portfolio adviser considers, in determining theallocations to the underlying funds, factors which include itsown market expectations, each underlying fund’s investmentobjective and strategies, past performance and historicalvolatility in the context of a diversified holding of underlyingfunds suitable for the Fund.

TDAM may vary the percentage of the Fund’s holdings inany mutual fund or change the mutual funds in which the Fundinvests by adding or removing mutual funds, in each case,without notice to unitholders.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually investing

in them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• gain exposure to foreign currencies• enhance income• provide downside risk protection for one or more securities

to which the Fund has exposure

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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TD Mutual Funds TD Global Equity Portfolio

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a global equity fund with wide geographic

diversification• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.86 84.66 148.39 337.78

F-Series ($) 13.74 43.30 75.89 172.76

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD Global Multi-Cap FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start dates Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.10% (excluding GST and HST)F-Series – Up to 1.10% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Multi-Cap Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation by investing primarily in equity securities ofcompanies from anywhere in the world.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily in a diversified portfolio of global stocks that cover variousindustries in developed markets and, to a lesser extent,emerging markets. Stocks may be purchased anywherethroughout the market capitalization spectrum. Investmentopportunities are assessed in a global sector context using agrowth investing approach. Investments are chosen based onone or more of the following characteristics: leading marketposition, attractive business niche, strong franchise, earningsgrowth, cash flow sufficient to support growing dividends,healthy balance sheets, sound management team, andreasonable stock price valuation.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The Fund’s portfolio turnover rate, which may be greater than70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable bythe Fund in the year, and the greater the chance of an investorreceiving taxable distributions in the year. There is notnecessarily a relationship between a high turnover rate and theperformance of the Fund. For more information, see Income taxconsiderations for investors in the first part of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

103

TD Mutual Funds TD Global Multi-Cap Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, five unitholders held

20.62%, 17.45%, 14.79%, 13.34% and 11.31%,respectively, of the units of the Fund)

• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• are seeking a diversified global equity fund• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.55 83.69 146.69 333.91

F-Series ($) 12.30 38.78 67.97 154.71

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

104

TD Mutual Funds

TD Global Sustainability FundFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 4, 2007

The Fund was formed on July 19, 2007.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.10% (excluding GST and HST)F-Series – Up to 1.10% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Global Sustainability Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital appreciation by investing primarily in equitysecurities of companies around the globe, that are viewed ascontributing to the world’s future sustainability.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing primarily incompanies from around the world that are viewed as (i) best-in-class with respect to environmental stewardship, stakeholdermanagement and/or corporate governance factors, each asdetermined in accordance with criteria established by TDAM;and/or (ii) companies with innovative approaches to cleanenergy technology, clean water and resource efficiency. Thecriteria used by TDAM to identify companies for investmentmay include the company’s track record with respect tosustainable practices, environmental reporting, resourceefficiency, emission reduction, human rights, employmentstandards, community relations, shareholder rights, boardindependence, industry-specific criteria and other factors.

In addition to large-capitalization companies, the Fund mayalso invest to a lesser extent in small- and mid-capitalizationcompanies in developed markets, and emerging marketcompanies.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

105

TD Mutual Funds TD Global Sustainability Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want to invest in companies whose business activities reflect

an interest in the world’s future sustainability• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.52 80.46 141.03 321.02

F-Series ($) 12.20 38.45 67.40 153.42

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

106

TD Mutual Funds

TD International Value FundFund details

Fund type International Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – December 1, 2003F-Series – October 7, 2005

The Fund was formed on August 24, 1987.

Portfolio adviser AllianceBernstein Canada, Inc.(Toronto, ON, Canada)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD International Value Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of issuers outside of Canada and the United States.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by using a well-diversifiedportfolio primarily consisting of equity securities of companiesdomiciled in the developed countries of Europe, Australasia,and the Far East. The portfolio adviser utilizes an investmentstrategy that seeks companies that are viewed to be mispricedrelative to their long-term earnings prospects. Companies areassessed both from a global industry perspective and from acountry-based standpoint.

The Fund holds a diversified portfolio of investments in anumber of countries and in a wide range of industries.

The Fund considers issuers to be outside Canada and theUnited States if: (a) the issuer derives significant revenue fromgoods produced, sales made or services rendered outside Canadaand the United States, (b) the principal trading market forsecurities of the issuer is outside Canada and the United States,(c) the issuer is organized under the laws of a jurisdiction otherthan Canada and the United States, or (d) the issuer hassignificant assets or a principal office outside Canada and theUnited States.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:

• gain exposure to equity instruments without actuallyinvesting in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, four unitholders

held 27.77%, 24.70%, 18.13% and 13.56%, respectively,of the units of the Fund)

• liquidity risk• repurchase and reverse repurchase agreements risk

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TD Mutual Funds TD International Value Fund

• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• already have sufficient Canadian and U.S. investments and

are seeking geographic diversification outside of NorthAmerica

• would like to have some currency diversification outside ofNorth America

• are contributing to the growth component of a diversifiedportfolio

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.42 80.14 140.46 319.73

F-Series ($) 10.97 34.58 60.60 137.95

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

108

TD Mutual Funds

TD International Growth FundFund details

Fund type International Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start dates Advisor Series and F-Series – September 6, 2006

The Fund was formed on August 28, 2006.

Portfolio adviser Echo Point Investment Management, LLC(West Conshohocken, PA, U.S.A.)

Management fee Advisor Series – Up to 2.15% (excluding GST and HST)F-Series – Up to 1.15% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD International Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth by investing primarily in stocks and othersecurities of, or with exposure to companies outside Canadaand the U.S.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by using a well-diversifiedportfolio primarily consisting of stocks or other securities of, or with exposure to, companies in the markets of Europe,Australasia, and the Far East, and may include those inemerging market countries. The portfolio adviser employs agrowth-oriented approach, seeking to identify companies withsolid management and sustainable competitive advantages that are supported by a strong balance sheet and exhibit anattractive price/earnings ratio that doesn’t reflect their earningsgrowth potential.

The Fund considers issuers to be outside of Canada and theUnited States if: (a) the issuer derives significant revenue fromgoods produced, sales made or services rendered outside Canadaand the United States, (b) the principal trading market for thesecurities of the issuer is outside Canada and the United States,(c) the issuer is organized under the laws of a jurisdiction other than Canada and the United States, or (d) the issuer hassignificant assets or a principal office outside Canada and theUnited States.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• obtain the desired foreign currency exposure• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, four unitholders

held 26.05%, 22.83%, 18.15% and 13.09%, respectively,of the units of the Fund)

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TD Mutual Funds TD International Growth Fund

• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• already have sufficient Canadian and U.S. investments and

are seeking geographic diversification outside of NorthAmerica

• are contributing to the growth component of a diversifiedportfolio

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.96 84.98 148.96 339.07

F-Series ($) 12.71 40.07 70.23 159.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

110

TD Mutual Funds

TD Japanese Growth FundFund details

Fund type Japanese Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on July 15, 1994.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Japanese Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is to achievelong-term capital growth by investing primarily in equitysecurities issued by companies located in, or having theirprincipal activities in, Japan. Under certain market conditions,short-term securities may be held in the portfolio. The Fund’sprimary focus will be Japan, however, the investment advisermay invest up to 20% of the Fund’s assets in companiesdomiciled outside of Japan, provided the business of suchcompanies is related to Japan.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the investment objectivesof the Fund by focusing on companies that are operating in sound core business areas and that trade on reasonablevaluations. In addition, it tries to identify companies that offershareholders growth and positive returns over the longer term.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The Fund’s portfolio turnover rate, which may be greaterthan 70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable by the Fund in the year, and the greater the chance of aninvestor receiving taxable distributions in the year. There is notnecessarily a relationship between a high turnover rate and the performance of the Fund. For more information, seeIncome tax considerations for investors in the first part ofthis document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

19.67% of the units of the Fund)• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

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TD Mutual Funds TD Japanese Growth Fund

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to Japanese equities and the country’s

currency• contributing to the growth component of a diversified

portfolio• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 27.68 87.25 152.92 348.09

F-Series ($) 13.94 43.95 77.03 175.34

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

112

TD Mutual Funds

TD Asian Growth FundFund details

Fund type Asia ex-Japan Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on December 15, 1993.

Portfolio adviser Martin Currie Inc.(Edinburgh, Scotland)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.35% (excluding GST and HST)

TD Asian Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of issuers in Asia and Australasia, excluding Japan.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser employs a growth-at-a-reasonable-pricestyle in order to add value over the longer term. Investmentsare subjected to a rigorous analysis using a framework basedon four key factors: quality, growth, value and positive change.This framework is used to identify mispriced securities withimproving or deteriorating fundamentals. This process constantlyidentifies investments for the Fund that can be evaluated on aconsistent basis. To assist in the management of risk and toprovide a framework for portfolio construction, the portfolioadviser also employs a top-down country selection overlaywithin the investment process.

The Fund considers issuers to be in Asia or Australasia, otherthan Japan, if: (a) the issuer derives significant revenue fromgoods produced, sales made or services rendered in that area,(b) the principal trading market for the securities of the issuer is in that area, (c) the issuer is organized under the laws of ajurisdiction in that area, or (d) the issuer has significant assets or a principal office in that area.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:

• gain exposure to equity instruments without actuallyinvesting in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

The Fund’s portfolio turnover rate, which may be greaterthan 70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable by the Fund in the year, and the greater the chance of aninvestor receiving taxable distributions in the year. There is not necessarily a relationship between a high turnover rate and the performance of the Fund. For more information, seeIncome tax considerations for investors in the first part ofthis document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

113

TD Mutual Funds TD Asian Growth Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to the economies of Asia (other than

Japan) and/or Pacific nations• contributing to the growth component of a diversified

portfolio• very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.70 90.48 158.59 360.99

F-Series ($) 13.94 43.95 77.03 175.34

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD Emerging Markets FundFund details

Fund type Emerging Markets Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on November 19, 1992.

Portfolio adviser Morgan Stanley Investment Management Inc.(New York, NY, U.S.A.)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.35% (excluding GST and HST)

TD Emerging Markets Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of issuers in emerging countries.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective by investing primarily in growth-orientedequity securities in emerging markets. The investment approachcombines top-down country allocation with bottom-up stockselection. Investment selection criteria include attractive growthcharacteristics, reasonable valuations and management that hasa strong shareholder value orientation. The Fund invests inequity securities by purchasing common and preferred sharesand may hold fixed income securities as an equity substitutewhen debt is the preferred way to access a market. The Fundwill be managed so as to be invested in a diversified portfolioof securities of issuers in emerging countries. Under normalconditions, at least 65% of the Fund’s total assets will beinvested in securities of issuers in emerging countries. However,in some market conditions, short-term securities may be heldby the Fund.

The Fund determines, from time to time, which countriesconstitute an emerging country. Currently, the Fund considersan emerging country to be a country within the MSCI EmergingMarkets Index. This may be changed by the Fund from time totime without notice or approval.

The Fund considers issuers to be in an emerging country if:(a) the issuer derives significant revenue from goods produced,sales made or services rendered in an emerging country, (b) theprincipal trading market for the securities of the issuer is in anemerging country, (c) the issuer is organized under the laws ofan emerging country, or (d) the issuer has significant assets or aprincipal office in an emerging country.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to the developing economies and

currencies around the globe• contributing to the growth component of a diversified

portfolio• willing to accept some short-term volatility for potentially

higher long-term returns• very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.70 90.48 158.59 360.99

F-Series ($) 13.84 43.62 76.46 174.05

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

116

TD Mutual Funds

TD Latin American Growth FundFund details

Fund type Emerging Markets Equity

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on July 15, 1994.

Portfolio adviser Morgan Stanley Investment Management Inc.(New York, NY, U.S.A.)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.35% (excluding GST and HST)

TD Latin American Growth Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth through investments in securities of companieslocated in, or having their principal activities in, Mexico and allcountries in Central America and South America, includingArgentina, Brazil, Chile and Venezuela. Under certain marketconditions, short-term securities may be held in the portfolio.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in growth-orientedequity securities in Latin American markets. The investmentapproach combines top-down country allocation with bottom-upstock selection. Investment selection criteria include attractivegrowth characteristics, reasonable valuations and managementthat has a strong shareholder value orientation.

Typically, the portfolio adviser invests in equity securities bypurchasing common and preferred shares and may hold fixedincome securities as an equity substitute when debt is the onlyway to access a market.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in each of thefollowing securities: preferred shares and American DepositoryReceipts of Vale SA and American Depository Receipts ofPetróleo Brasileiro SA – Petrobras. The maximum percentage ofnet assets of the Fund invested in the securities of each of

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these issuers during this twelve-month period was as follows:Vale SA – 13.10% and Petróleo Brasileiro SA – Petrobras –10.98%. The Fund may have experienced increasedconcentration risk as a result of these investments.

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want exposure to the developing economies of Latin America• are willing to accept some short-term volatility for potentially

higher long-term returns• are contributing to the growth component of a diversified

portfolio• are very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.60 90.15 158.02 359.70

F-Series ($) 13.84 43.62 76.46 174.05

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

118

TD Mutual Funds

TD Resource FundFund details

Fund type Natural Resources

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series – November 12, 2002F-Series – November 1, 2005

The Fund was formed on December 15, 1993.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.20% (excluding GST and HST)

TD Resource Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in equitysecurities of issuers involved in resource and resource-relatedindustries.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in companieswith solid resource assets, capable management teams,financial strength, and attractive relative valuations. The Fundinvests predominantly in equities and takes a global approach in evaluating industries, looking for those companies withsustainable competitive advantages, and may also invest inexchange-traded funds. The Fund currently invests a majority ofits assets in Canadian companies but may also invest in foreignsecurities. The Fund may also purchase debt securities as adefensive strategy.

The Fund considers issuers involved in resource and resource-related industries to include issuers engaged in any one orcombination of: energy; chemicals; construction materials;containers and packaging; metals and mining; and paper andforest products.

The Fund has obtained permission from Canadian securitiesregulatory authorities to invest up to 10% of the Fund’s assets,taken at the time of purchase, in gold exchange-traded funds(“Gold ETFs”), which seek to replicate the performance of goldbullion. The risks associated with investments in Gold ETFs areprimarily commodity risk and specialization risk.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• gain exposure to gold• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk

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TD Mutual Funds TD Resource Fund

• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want exposure to the resource sector• are contributing to the growth component of a diversified

portfolio• are willing to accept the cyclical nature of commodity prices• are very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 24.19 76.26 133.67 304.26

F-Series ($) 11.17 35.22 61.74 140.53

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

120

TD Mutual Funds

TD Energy FundFund details

Fund type Natural Resources

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on July 15, 1994.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.20% (excluding GST and HST)

TD Energy Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital growth by investing primarily in equity securities ofissuers involved in energy and energy-related industries.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in companieswith solid resource assets, capable management teams,financial strength, and attractive relative valuations. The Fundinvests predominantly in equities and takes a global approach in evaluating industries, looking for those companies withsustainable competitive advantages. The Fund currently investsa majority of its assets in Canadian companies but may alsoinvest in foreign securities. The Fund may also purchase debtsecurities as a defensive strategy.

The Fund considers issuers to be involved in energy andenergy-related industries if the issuer’s business activity isdominated by: (a) the construction or provision of oil rigs,drilling equipment and other energy-related service andequipment, or (b) the exploration, production, marketing,refining and/or transportation of oil and gas products, coal andconsumable fuels.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations

• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

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TD Mutual Funds TD Energy Fund

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in commonshares of Suncor Energy Inc. The maximum percentage of netassets of the Fund invested in the securities of this issuer duringthis twelve-month period was 12.72%. The Fund may haveexperienced increased concentration risk as a result ofthis investment.

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to the energy sector• willing to accept the cyclical nature of energy prices• contributing to the growth component of a diversified

portfolio• very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 24.09 75.94 133.10 302.97

F-Series ($) 10.87 34.25 60.04 136.66

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD Precious Metals FundFund details

Fund type Precious Metals

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 6, 2006

The Fund was formed on July 15, 1994.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00% (excluding GST and HST)F-Series – Up to 1.00% (excluding GST and HST)

Administration fee Advisor Series – 0.20% (excluding GST and HST)

TD Precious Metals Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital growth by investing directly in gold, silver and platinumsituated in Canada, by investing in deposit receipts andcertificates evidencing such commodities, and by investing inthe securities of Canadian and international issuers engaged in the exploration, mining and production of precious metalsand stones.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in companieswith solid resource assets, capable management teams,financial strength, and attractive relative valuations. The Fundinvests predominantly in equities and takes a global approach in evaluating industries, looking for those companies withsustainable competitive advantages, and may also invest inexchange-traded funds. The Fund currently invests a majority ofits assets in Canadian companies but may also invest in foreignsecurities. The Fund may also purchase debt securities as adefensive strategy.

As an exception to Canadian standard investment restrictionsfor mutual funds, this Fund has obtained permission fromCanadian securities regulatory authorities to invest any portionof the Fund’s assets in, among other things, gold, silver,platinum and diamonds situated in Canada and in depositreceipts and certificates evidencing such commodities.

The Fund has also obtained permission from Canadiansecurities regulatory authorities to invest up to 10% of the

Fund’s assets, taken at the time of purchase, in gold exchange-traded funds (“Gold ETFs”), which seek to replicate theperformance of gold bullion. The risks associated withinvestments in Gold ETFs are primarily commodity risk andspecialization risk.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• gain exposure to gold• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 50% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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TD Mutual Funds TD Precious Metals Fund

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in commonshares of Goldcorp Inc. The maximum percentage of net assetsof the Fund invested in the securities of this issuer during thistwelve-month period was 13.75%. The Fund may haveexperienced increased concentration risk as a result ofthis investment.

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• view precious metals and stones as a traditional source of

value• want a portfolio hedge against inflation• are contributing to the growth component of a diversified

portfolio• are very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 24.29 76.58 134.23 305.55

F-Series ($) 10.97 34.58 60.60 137.95

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Mutual Funds

TD Entertainment & Communications FundFund details

Fund type Science and Technology

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on October 28, 1997.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Entertainment & Communications Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to achieve long-termcapital appreciation by investing primarily in companies whoseproducts and services relate to the entertainment, media andcommunications industries that will benefit from the convergenceof these sectors, favourable regulatory changes and favourablefinancial markets that provide much of the needed capital.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65% ofthe Fund’s total assets in the common stocks of companies inany facet of entertainment, media and telecommunicationswhich may include leisure, publishing, movies, cable, telephones,cellular services, technology and equipment. Stock selection isbased on fundamental, bottom-up analysis, seeking to identifycompanies with good appreciation prospects, using a growth orvalue approach to stock selection.

The Fund may also invest in international common stocks,preferred stocks, hybrids, fixed income securities, convertiblesecurities and warrants.

In pursuing its investment objective, the portfolio adviser hasthe discretion to purchase some securities that do not meet itsnormal investment criteria, as described above, when it perceives

an unusual opportunity for gain. These special situations mightarise when the portfolio adviser believes a security couldincrease in value for a variety of reasons, including a change inmanagement, an extraordinary corporate event, or a temporaryimbalance in the supply of or demand for the securities.

The Fund may sell securities for a variety of reasons, such asto secure gains, limit losses, or redeploy assets into morepromising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

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The Fund’s portfolio turnover rate, which may be greaterthan 70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable by the Fund in the year, and the greater the chance of aninvestor receiving taxable distributions in the year. There is notnecessarily a relationship between a high turnover rate and the performance of the Fund. For more information, seeIncome tax considerations for investors in the first part ofthis document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want exposure to the dynamic entertainment and

communications sector• are willing to accept some short-term volatility for potentially

higher long-term returns• are contributing to the growth component of a diversified

portfolio• are very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.09 88.54 155.19 353.25

F-Series ($) 13.94 43.95 77.03 175.34

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

126

TD Mutual Funds

TD Science & Technology FundFund details

Fund type Science and Technology

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on December 15, 1993.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Science & Technology Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is to achievelong-term capital appreciation by investing primarily in equitysecurities of companies that are engaged in the research,development, production or distribution of products or servicesrelated to science and technology.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65% ofthe Fund’s total assets in the common stocks of companiesexpected to benefit from the development, advancement, anduse of science and technology. Some of the industries includedin the portfolio are electronics (including hardware, software,and components), communications, e-commerce, informationservices and media, among others. Stock selection generallyreflects a growth approach based on intensive research thatassesses a company’s fundamental prospects for above-averageearnings. Holdings can range from small, unseasoned companiesdeveloping new technologies to blue chip firms with establishedtrack records of developing and marketing technology.

The Fund may also invest in foreign stocks, preferred stocks,hybrids, convertible securities and warrants. While striving tomanage risk, the Fund seeks aggressive growth by focusing oninvestment opportunities in the science and technology sector.

In pursuing its investment objective, the portfolio adviser has the discretion to purchase some securities that do not meet its normal investment criteria, as described above, when it perceives an unusual opportunity for gain. These specialsituations might arise when the portfolio adviser believes a security could increase in value for a variety of reasons,including a change in management, an extraordinary corporateevent, or a temporary imbalance in the supply of or demand for the securities.

The Fund may sell securities for a variety of reasons, such as to secure gains, limit losses, or redeploy assets into morepromising opportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

127

TD Mutual Funds TD Science & Technology Fund

The Fund’s portfolio turnover rate, which may be greaterthan 70% in a year, indicates how actively the portfolio advisermanages the Fund’s portfolio. The higher the Fund’s portfolioturnover rate in a year, the greater the trading costs payable by the Fund in the year, and the greater the chance of aninvestor receiving taxable distributions in the year. There is notnecessarily a relationship between a high turnover rate and the performance of the Fund. For more information, seeIncome tax considerations for investors in the first part ofthis document.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want exposure to the rapidly-growing and ever-changing

science & technology sector• are contributing to the growth component of a diversified

portfolio• are willing to accept some short-term volatility for potentially

higher long-term returns• are very comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.09 88.54 155.19 353.25

F-Series ($) 13.63 42.98 75.33 171.47

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

128

TD Mutual Funds

TD Health Sciences FundFund details

Fund type Health Care

Securities offered Units of a mutual fund trust:Advisor Series F-Series

Start date Advisor Series and F-Series – November 1, 2000

The Fund was formed on September 20, 1996.

Portfolio adviser T. Rowe Price Associates, Inc.(Baltimore, MD, U.S.A.)

Management fee Advisor Series – Up to 2.25% (excluding GST and HST)F-Series – Up to 1.25% (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

TD Health Sciences Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is to achievelong-term capital appreciation by investing primarily in equitysecurities of companies located in the United States and othercountries, that are engaged in the research, development,production, or distribution of products or services related tohealth care, medicine, or the life sciences. Health sciencescompanies are defined as those companies that commit orderive at least 50% of their assets, revenues, or operatingprofits from the activities just described.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing at least 65% ofthe Fund’s total assets in common stocks of companies in theresearch, development, production, or distribution of productsor services related to health care, medicine, or the life sciences.The portfolio adviser divides the health sciences sector into fourmain areas: pharmaceuticals, health care services, products anddevices, and biotechnology firms. Stock selection is based on fundamental, bottom-up analysis seeking to identify high-quality companies and the most compelling investmentopportunities, using primarily a growth approach to stockselection; however, a value approach may be emphasized whenstock valuations seem unusually high. The Fund may also investin foreign stocks, preferred stocks, convertible securities,warrants, fixed income securities and hybrids.

In pursuing its investment objective, the portfolio adviser has the discretion to purchase some securities that do not meet its normal investment criteria, as described above, when it perceives an unusual opportunity for gain. These specialsituations might arise when the portfolio adviser believes a security could increase in value for a variety of reasons,including a change in management, an extraordinary corporateevent, or a temporary imbalance in the supply of or demand for the securities.

The Fund may sell securities for a variety of reasons, such as tosecure gains, limit losses, or redeploy assets into more promisingopportunities.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

129

TD Mutual Funds TD Health Sciences Fund

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• liquidity risk• regulatory risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to the rapidly advancing health sciences

sector• contributing to the growth component of a diversified

portfolio• willing to accept some short-term volatility for potentially

higher long-term returns• very comfortable with the ups and downs of the stock

marketFor more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 27.98 88.21 154.62 351.96

F-Series ($) 13.84 43.62 76.46 174.05

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

130

TD Mutual Funds

TD Canadian Bond Index FundFund details

Fund type Canadian Bond

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on May 12, 1997.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD Canadian Bond Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to maximize total returnthrough both interest income and capital appreciation by trackingthe performance of the DEX Universe Bond Index (“UniverseIndex”). The Universe Index is comprised of Canadian investment-grade bonds which mature in more than one year.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to track the Universe Index by usinga stratified sampling indexing technique. This method involvesselecting a subset of bonds from each component of theUniverse Index and holding them in the same proportion as the components of the Universe Index. The overall attributes of the portfolio are closely matched to those of the UniverseIndex and the portfolio is broadly diversified. The Fund may also purchase index participation units and specified derivativeinstruments, such as options, futures and forward contracts,whose value is based on all, or part, of the Universe Index. TheFund may hold money market instruments or cash to meet itsobligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• concentration risk• credit risk• derivatives risk• interest rate risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low. For more information, seeInvestment risk classification methodology in Your guide tounderstanding the Fund Profile in the first part of thisdocument.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a major benchmark bond index• require income and can accept some interest rate risk to

achieve moderate capital growth• are contributing to the income component of a diversified

portfolio• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

131

TD Mutual Funds TD Canadian Bond Index Fund

Distribution policyThe Fund may distribute net income monthly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

132

TD Mutual Funds

TD Canadian Index FundFund details

Fund type Canadian Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on June 21, 1985.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD Canadian Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide long-termgrowth of capital primarily by purchasing Canadian equitysecurities to track the performance of the S&P/TSX CompositeTotal Return Index (“S&P/TSX Composite Index”).

The S&P/TSX Composite Index is comprised of Canadianissuers traded on the Toronto Stock Exchange (TSX).

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theS&P/TSX Composite Index. Each security in the S&P/TSXComposite Index is held by the Fund in close tolerance to itsindex weight so that the performance of the Fund closely tracksthe performance of the S&P/TSX Composite Index. The Fundstrives to be fully invested, maintaining very low levels of cash,by temporarily owning exchange-traded funds and transactingin specified derivative instruments, such as options, futures andforward contracts, whose value is based on all, or part of, theS&P/TSX Composite Index. The Fund may hold money marketinstruments or cash to meet its obligations under thederivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a major Canadian equity index• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

133

TD Mutual Funds TD Canadian Index Fund

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the for the Series units during the 10-year period remains the same as that incurred in its lastfinancial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byStandard & Poor’s Financial Services LLC (“Standard & Poor’s”or “S&P”) or its third party licensors. Neither S&P nor its thirdparty licensors makes any representation or warranty, expressor implied, to the unitholders of the Fund or any member ofthe public regarding the advisability of investing in securitiesgenerally or in the Fund particularly or the ability of theS&P/TSX Composite Index to track general stock marketperformance. S&P’s and its third party licensor’s only relationshipto TD Bank is the licensing of certain trademarks and tradenames of S&P and the third party licensors and of the S&P/TSXComposite Index which is determined, composed andcalculated by S&P or its third party licensors without regard toTD Bank or the Fund. S&P and its third party licensors have noobligation to take the needs of TD Bank or the unitholders ofthe Fund into consideration in determining, composing orcalculating the S&P/TSX Composite Index. Neither S&P nor itsthird party licensors is responsible for, and has not participatedin, the determination of the prices and amount of the Fund’sunits or the timing of the issuance or sale of the Fund’s units orin the determination or calculation of the equation by whichthe Fund’s units are to be converted into cash. S&P has noobligation or liability in connection with the administration,marketing or offering of the Fund.

NEITHER S&P, ITS AFFILIATES NOR THEIR THIRD PARTYLICENSORS GUARANTEE THE ADEQUACY, ACCURACY,TIMELINESS OR COMPLETENESS OF THE S&P/TSX COMPOSITEINDEX OR ANY DATA INCLUDED THEREIN OR ANYCOMMUNICATIONS, INCLUDING BUT NOT LIMITED TO, ORALOR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONICCOMMUNICATIONS) WITH RESPECT THERETO. S&P, ITSAFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BESUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS,OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS ORIMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALLWARRANTIES OF MERCHANTABILITY OR FITNESS FOR APARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS,THE S&P/TSX COMPOSITE INDEX OR ANY DATA INCLUDEDTHEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NOEVENT WHATSOEVER SHALL S&P, ITS AFFILIATES OR THEIR THIRDPARTY LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL,INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES,INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADINGLOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEENADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER INCONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.

S&P is a trademark of Standard & Poor’s Financial Services LLCand has been licensed for use by TD Bank. “TSX” is a trademarkof the TSX, Inc. and has been licensed for use by S&P.

134

TD Mutual Funds

TD Dow Jones Industrial AverageSM Index FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on March 30, 1998.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD Dow Jones Industrial AverageSM Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide long-termcapital appreciation similar to the performance of the Dow JonesIndustrial AverageSM Total Return Index (“DJIA Index”) by investingprimarily in the equity securities of companies which are includedin the DJIA Index.

The DJIA Index is comprised of 30 U.S. blue-chip companies.The fundamental investment objective may only be changed

with the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theDJIA Index in US$ terms. Each security in the DJIA Index is heldby the Fund in close tolerance to its index weight so that theperformance of the Fund closely tracks the performance of theDJIA Index. The Fund strives to be fully invested, maintainingvery low levels of cash, by temporarily owning exchange-tradedfunds and transacting in specified derivative instruments, such as options, futures and forward contracts, whose value isbased on the DJIA Index. The Fund may hold money marketinstruments or cash to meet its obligations under thederivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In the twelve-month period ending July 13, 2011,International Business Machines Corporation (“IBM”) representedmore than 10% of the DJIA Index. The maximum percentagethat IBM represented of the DJIA Index during this twelve-monthperiod was 10.58%. As of July 13, 2011, IBM represented10.51% of the DJIA Index.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• foreign currency risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in commonshares of IBM. The maximum percentage of net assets of theFund invested in the securities of this issuer during thistwelve-month period was 10.55%. The Fund may haveexperienced increased concentration risk as a result ofthis investment.

These and other risks, which may also apply to the Fund,are described under the heading Fund-specific risks in thefirst part of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of U.S. blue-chip equities as

measured by the Dow Jones Industrial AverageSM

• are contributing to the growth component of a diversifiedportfolio

• can handle the ups and downs of the stock market

135

TD Mutual Funds TD Dow Jones Industrial AverageSM Index Fund

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.64 17.77 31.15 70.91

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe “Dow Jones Industrial AverageSM” is a product of Dow JonesIndexes, a licensed trademark of CME Group Index Services LLC(“CME”), and has been licensed for use. “Dow Jones®”, “DowJones Industrial AverageSM”, “DJIASM” and “Dow Jones Indexes”are service marks of Dow Jones Trademark Holdings, LLC(“Dow Jones”) and have been licensed to CME and have beensublicensed for use for certain purposes by TDAM. The Fund isnot sponsored, endorsed, sold or promoted by Dow Jones,CME or their respective affiliates. Dow Jones, CME and theirrespective affiliates make no representation or warranty, expressor implied, to the unitholders of the Fund or any member ofthe public regarding the advisability of investing in securitiesgenerally or in the Fund particularly. The only relationship ofDow Jones, CME or any of their respective affiliates to TDAM is the licensing of certain trademarks, trade names and servicemarks of Dow Jones and of the DJIASM, which is determined,composed and calculated by CME without regard to TDAM or the Fund. Dow Jones and CME have no obligation to takethe needs of TDAM or the unitholders of the Fund intoconsideration in determining, composing or calculating DJIASM.Dow Jones, CME and their respective affiliates are not

responsible for and have not participated in the determinationof the timing of, prices at, or quantities of the Fund to beissued or in the determination or calculation of the equation bywhich the Fund are to be converted into cash. Dow Jones, CMEand their respective affiliates have no obligation or liability inconnection with the administration, marketing or trading of theFund. Notwithstanding the foregoing, CME Group Inc. and itsaffiliates may independently issue and/or sponsor financialproducts unrelated to the Fund currently being issued byTDAM, but which may be similar to and competitive with theFund. In addition, CME Group Inc. and its affiliates may tradefinancial products which are linked to the performance of theDJIASM. It is possible that this trading activity will affect thevalue of the DJIASM and the Fund.

DOW JONES, CME AND THEIR RESPECTIVE AFFILIATES DO NOT GUARANTEE THE ACCURACY AND/OR THECOMPLETENESS OF THE DJIASM OR ANY DATA INCLUDEDTHEREIN AND DOW JONES, CME AND THEIR RESPECTIVEAFFILIATES SHALL HAVE NO LIABILITY FOR ANY ERRORS,OMISSIONS, OR INTERRUPTIONS THEREIN. DOW JONES, CMEAND THEIR RESPECTIVE AFFILIATES MAKE NO WARRANTY,EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BYTDAM, UNITHOLDERS OF THE FUND, OR ANY OTHER PERSONOR ENTITY FROM THE USE OF THE DJIASM OR ANY DATAINCLUDED THEREIN. DOW JONES, CME AND THEIR RESPECTIVEAFFILIATES MAKE NO EXPRESS OR IMPLIED WARRANTIES, ANDEXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITYOR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECTTO THE DJIASM OR ANY DATA INCLUDED THEREIN. WITHOUTLIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL DOWJONES, CME OR THEIR RESPECTIVE AFFILIATES HAVE ANYLIABILITY FOR ANY LOST PROFITS OR INDIRECT, PUNITIVE,SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES, EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF. THERE ARE NOTHIRD PARTY BENEFICIARIES OF ANY AGREEMENTS ORARRANGEMENTS BETWEEN CME AND TDAM, OTHER THANTHE LICENSORS OF CME.

136

TD Mutual Funds

TD U.S. Index FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on July 11, 1986.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD U.S. Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to provide long-termgrowth of capital by primarily purchasing U.S. equity securitiesto track the performance of The Standard & Poor’s 500 TotalReturn Index (“S&P 500 Index”).

The S&P 500 Index is comprised of 500 widely-held U.S.companies.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theS&P 500 Index. Each security in the S&P 500 Index is held bythe Fund in close tolerance to its index weight so that theperformance of the Fund closely tracks the performance of theS&P 500 Index. The number of securities comprising the S&P500 Index in which the Fund actually invests from time to timewill depend upon the size and value of the assets of the Fund.The Fund will therefore be rebalanced with a frequency anddegree of precision that seeks to track the S&P 500 Index asclosely as possible consistent with minimizing trading costs. The Fund strives to be fully invested, maintaining very low levelsof cash, by temporarily owning exchange-traded funds andtransacting in specified derivative instruments, such as options,futures and forward contracts, whose value is based on all, orpart, of the S&P 500 Index. The Fund may hold money marketinstruments or cash to meet its obligations under thederivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• foreign currency risk• large investor risk (as at June 28, 2011, one unitholder held

33.44% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a major U.S. equity index• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

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TD Mutual Funds TD U.S. Index Fund

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byStandard & Poor’s Financial Services LLC (“Standard & Poor’s”or “S&P”) or its third party licensors. Neither S&P nor its thirdparty licensors makes any representation or warranty, expressor implied, to the unitholders of the Fund or any member ofthe public regarding the advisability of investing in securitiesgenerally or in the Fund particularly or the ability of the S&P 500 Index to track general stock market performance.S&P’s and its third party licensor’s only relationship to TD Bankis the licensing of certain trademarks and trade names of S&Pand the third party licensors and of the S&P 500 Index which isdetermined, composed and calculated by S&P or its third partylicensors without regard to TD Bank or the Fund. S&P and itsthird party licensors have no obligation to take the needs ofTD Bank or the unitholders of the Fund into consideration indetermining, composing or calculating the S&P 500 Index.Neither S&P nor its third party licensors is responsible for, andhas not participated in, the determination of the prices andamount of the Fund’s units or the timing of the issuance or saleof the Fund’s units or in the determination or calculation of theequation by which the Fund’s units are to be converted intocash. S&P has no obligation or liability in connection with theadministration, marketing or offering of the Fund.

NEITHER S&P, ITS AFFILIATES NOR THEIR THIRD PARTYLICENSORS GUARANTEE THE ADEQUACY, ACCURACY,TIMELINESS OR COMPLETENESS OF THE S&P 500 INDEX ORANY DATA INCLUDED THEREIN OR ANY COMMUNICATIONS,INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTENCOMMUNICATIONS (INCLUDING ELECTRONICCOMMUNICATIONS) WITH RESPECT THERETO. S&P, ITSAFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BESUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS,OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS ORIMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALLWARRANTIES OF MERCHANTABILITY OR FITNESS FOR APARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS,THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN.WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENTWHATSOEVER SHALL S&P, ITS AFFILIATES OR THEIR THIRDPARTY LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL,INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES,INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADINGLOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEENADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHERIN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.

S&P is a trademark of Standard & Poor’s Financial Services LLCand has been licensed for use by TD Bank.

138

TD Mutual Funds

TD U.S. Index Currency Neutral FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on November 26, 1997.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50%* (excluding GST and HST)

* The Fund invests in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicatea fee payable by the underlying fund for the same service.

TD U.S. Index Currency Neutral Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth similar to the performance of one or more generally recognized U.S. equity market indices. TheFund also seeks to eliminate substantially the Fund’s foreigncurrency exposure.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in units of TDU.S. Index Fund (the “Underlying Fund”) and using derivativecontracts, on an ongoing basis, to hedge substantially theFund’s foreign currency exposure. This hedging strategy seeksto protect the Fund against losses from declines in the value offoreign currencies against the Canadian dollar. As a result ofthis strategy, the Fund will not benefit from increases in thevalue of foreign currencies against the Canadian dollar. Undercertain market conditions, cash and short-term securities maybe held within the portfolio.

The Fund may also use specified derivatives, such as futurescontracts, for non-hedging purposes to obtain investmentexposure pending paying amounts due under foreign currencyforward contracts.

The portfolio adviser of the Underlying Fund seeks to achievethe Underlying Fund’s fundamental investment objectiveprimarily by replicating The Standard & Poor’s 500 Total ReturnIndex (“S&P 500 Index”). The number of securities comprisingthe S&P 500 Index in which the Underlying Fund actuallyinvests from time to time will depend upon the size and valueof the assets of the Underlying Fund. The Underlying Fund willbe rebalanced with a frequency and degree of precision thatseeks to track the S&P 500 Index as closely as possible

consistent with minimizing trading costs. The Underlying Fundstrives to be fully invested, maintaining very low levels of cash,by temporarily owning exchange-traded funds and transactingin specified derivative instruments, such as options, futures andforward contracts, whose value is based on all, or part, of theS&P 500 Index. The Underlying Fund may hold money marketinstruments or cash to meet its obligations under thederivatives instruments.

For more information, see the Fund Profile for theUnderlying Fund.

A unitholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by unitholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• fund-of-funds risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

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TD Mutual Funds TD U.S. Index Currency Neutral Fund

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a major U.S. equity index• are contributing to the growth component of a diversified

portfolio without substantial foreign currency exposure• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

This Fund is generally intended to be held within a RegisteredPlan because most of its earnings are considered regular income,which is taxed at your highest marginal rate. Investors consideringinvesting outside of a Registered Plan should carefully considertheir tax situation before buying units of the Fund.

Distribution policyThe Fund distributes net income and net realized capital gains,if any, annually in December. The Fund reports all income and capital gains and losses from derivative instruments onincome account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.33 16.80 29.45 67.04

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byStandard & Poor’s Financial Services LLC (“Standard & Poor’s”or “S&P”) or its third party licensors. Neither S&P nor its thirdparty licensors makes any representation or warranty, expressor implied, to the unitholders of the Fund or any member ofthe public regarding the advisability of investing in securitiesgenerally or in the Fund particularly or the ability of theS&P 500 Index to track general stock market performance.S&P’s and its third party licensor’s only relationship to TD Bankis the licensing of certain trademarks and trade names of S&Pand the third party licensors and of the S&P 500 Index which isdetermined, composed and calculated by S&P or its third partylicensors without regard to TD Bank or the Fund. S&P and itsthird party licensors have no obligation to take the needs ofTD Bank or the unitholders of the Fund into consideration indetermining, composing or calculating the S&P 500 Index.Neither S&P nor its third party licensors is responsible for, andhas not participated in, the determination of the prices andamount of the Fund’s units or the timing of the issuance or saleof the Fund’s units or in the determination or calculation of theequation by which the Fund’s units are to be converted intocash. S&P has no obligation or liability in connection with theadministration, marketing or offering of the Fund.

NEITHER S&P, ITS AFFILIATES NOR THEIR THIRD PARTYLICENSORS GUARANTEE THE ADEQUACY, ACCURACY,TIMELINESS OR COMPLETENESS OF THE S&P 500 INDEX ORANY DATA INCLUDED THEREIN OR ANY COMMUNICATIONS,INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTENCOMMUNICATIONS (INCLUDING ELECTRONICCOMMUNICATIONS) WITH RESPECT THERETO. S&P, ITSAFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BESUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS,OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS ORIMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALLWARRANTIES OF MERCHANTABILITY OR FITNESS FOR APARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS,THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN.WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENTWHATSOEVER SHALL S&P, ITS AFFILIATES OR THEIR THIRDPARTY LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL,INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES,INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADINGLOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEENADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHERIN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.

S&P is a trademark of Standard & Poor’s Financial Services LLCand has been licensed for use by TD Bank.

140

TD Mutual Funds

TD Nasdaq® Index FundFund details

Fund type U.S. Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on October 5, 1999.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD Nasdaq® Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is to providelong-term capital appreciation similar to the performance of theNasdaq-100 Index®.

The Nasdaq-100 Index® is comprised of the largest and mostactively traded companies on the Nasdaq stock market.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theNasdaq-100 Index® in US$ terms. The Nasdaq-100 Index® iscomprised of the largest and most actively traded companieson the Nasdaq stock market and is heavily weighted intechnology stocks. Each security in the Nasdaq-100 Index® isheld by the Fund in close tolerance to its index weight so thatthe performance of the Fund closely tracks the performance ofthe Nasdaq-100 Index® (US$). The Fund uses foreign currencyforward contracts to hedge the currency exposure. The Fundstrives to be fully invested, maintaining low levels of cash, bytemporarily owning exchange-traded funds and transacting inspecified derivative instruments, such as options, futures andforward contracts, whose value is based on the Nasdaq-100Index®. The Fund may hold money market instruments or cashto meet its obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

In the twelve-month period ending July 13, 2011, AppleInc. represented more than 10% of the Nasdaq-100 Index®.The maximum percentage that Apple Inc. represented of the

Nasdaq-100 Index® during this twelve-month period was22.60%. As of July 13, 2011, Apple Inc. represented 12.76%of the Nasdaq-100 Index®.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• concentration risk• derivatives risk• equity risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk• tracking risk

In the twelve-month period ending July 13, 2011, more than10% of the net assets of the Fund were invested in commonshares of Apple Inc. The maximum percentage of net assetsof the Fund invested in the securities of this issuer during thistwelve-month period was 20.60%. The Fund may haveexperienced increased concentration risk as a result ofthis investment.

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a technology-focused index• are seeking exposure to U.S. equity markets

141

TD Mutual Funds TD Nasdaq® Index Fund

• are contributing to the growth component of a diversifiedportfolio

• are very comfortable with the ups and downs of the stockmarket

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund distributes net income and net realized capital gains, if any, annually in December. The Fund reports all incomeand capital gains and losses from derivative instruments onincome account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted by The NASDAQ OMX Group, Inc. or its affiliates (NASDAQ OMX,with its affiliates, are referred to as the “Corporations”). TheCorporations have not passed on the legality or suitability of, or the accuracy or adequacy of descriptions and disclosuresrelating to, the Fund. The Corporations make no representationor warranty, express or implied to the unitholders of the Fundor any member of the public regarding the advisability ofinvesting in securities generally or in the Fund particularly, orthe ability of the Nasdaq-100 Index® to track general stockmarket performance. The Corporations’ only relationship toTDAM is in the licensing of the Nasdaq®, OMX®, Nasdaq-100®,and Nasdaq-100 Index® registered trademarks, and certain

trade names of the Corporations and the use of the Nasdaq-100Index® which is determined, composed and calculated byNASDAQ OMX without regard to TDAM or the Fund. NASDAQOMX has no obligation to take the needs of TDAM or theunitholders of the Fund into consideration in determining,composing or calculating the Nasdaq-100 Index®. TheCorporations are not responsible for and have not participatedin the determination of the timing of, prices at, or quantities of the Fund’s units to be issued or in the determination orcalculation of the equation by which the Fund’s units are to be converted into cash. The Corporations have no liability inconnection with the administration, marketing or offering ofthe Fund.

THE CORPORATIONS DO NOT GUARANTEE THEACCURACY AND/OR UNINTERRUPTED CALCULATION OFTHE NASDAQ-100 INDEX® OR ANY DATA INCLUDEDTHEREIN. THE CORPORATIONS MAKE NO WARRANTY,EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINEDBY TDAM, UNITHOLDERS OF THE FUND, OR ANY OTHERPERSON OR ENTITY FROM THE USE OF THE NASDAQ-100INDEX® OR ANY DATA INCLUDED THEREIN. THECORPORATIONS MAKE NO EXPRESS OR IMPLIEDWARRANTIES, AND EXPRESSLY DISCLAIM ALLWARRANTIES OF MERCHANTABILITY OR FITNESS FOR APARTICULAR PURPOSE OR USE WITH RESPECT TO THENASDAQ-100 INDEX® OR ANY DATA INCLUDED THEREIN.WITHOUT LIMITING ANY OF THE FOREGOING, IN NOEVENT SHALL THE CORPORATIONS HAVE ANY LIABILITYFOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL,PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES,EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCHDAMAGES.

142

TD Mutual Funds

TD International Index FundFund details

Fund type International Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on May 12, 1997.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD International Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to track the MSCIEurope, Australasia and Far East Index (“MSCI EAFE Index”).

The MSCI EAFE Index is a broadly diversified index consistingof equity securities of companies domiciled in developedmarkets outside the U.S. and Canada.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by using a stratified samplingindexing technique on the MSCI EAFE Index. This methodinvolves the selection of a subset of securities from the MSCIEAFE Index so that the overall attributes of the portfolio areclosely matched to the MSCI EAFE Index. The Fund strives to be fully invested, maintaining very low levels of cash, bytemporarily owning exchange-traded funds, closed-end countryfunds and equity securities, and by transacting in specifiedderivative instruments, such as options, futures and forwardcontracts, based on all or part of the MSCI EAFE Index. TheFund may hold money market instruments or cash to meet itsobligations under the derivatives instruments.

Only stocks within, or to be added to, the MSCI EAFE Index,will be purchased; however, the number of stocks purchased,and the proportion of each, will be chosen to optimizeperformance tracking while minimizing costs having regardto the size of the Fund.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk (as at June 28, 2011, one unitholder held

27.51% of the units of the Fund)• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of an international index• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

143

TD Mutual Funds TD International Index Fund

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byMSCI, any of its affiliates, any of its information providers orany other party involved in, or related to, compiling, computingor creating any MSCI Indexes (collectively, the “MSCI Parties”).The Fund has not been passed on by any of the MSCI Parties asto its legality or suitability with respect to any person or entity.None of the MSCI Parties makes any warranties or bears anyliability with respect to the Fund. Without limiting the foregoing,none of the MSCI Parties makes any representation or warranty,express or implied, to the unitholders of the Fund or any memberof the public regarding the advisability of investing in fundsgenerally or in the Fund particularly or the ability of any MSCIIndexes to track corresponding stock market performance.MSCI or its affiliates are the licensors of certain trademarks,service marks and trade names and of the MSCI Indexes whichare determined, composed and calculated by MSCI withoutregard to the Fund, the issuer of the Fund, the unitholders ofthe Fund or any other person or entity. None of the MSCIParties has any obligation to take the needs of the issuer orunitholders of the Fund or any other person or entity intoconsideration in determining, composing or calculating theMSCI Indexes. None of the MSCI Parties is responsible for orhas participated in the determination of the timing of, prices at, or quantities of the Fund’s units to be issued or in thedetermination or calculation of the equation by which theFund’s units are redeemable for cash. Further, none of the MSCIParties has any obligation or liability to the issuers of the Fund,

the unitholders of the Fund or any other person or entity inconnection with the administration, marketing or offering ofthe Fund.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FORINCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCIINDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE,NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THEORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OFANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS ORIMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE FUND, UNITHOLDERS OF THE FUND OR ANY OTHERPERSON OR ENTITY FROM THE USE OF ANY MSCI INDEX ORANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIESSHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCIINDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIEDWARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBYEXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES (INCLUDING,WITHOUT LIMITATION, THE IMPLIED WARRANTIES OFMERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE)WITH RESPECT TO ANY MSCI INDEX AND ANY DATA INCLUDEDTHEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NOEVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITYFOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIALOR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IFNOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

No purchaser, seller or holder of any units of the Fund, orany other person or entity, should use or refer to any MSCItrade name, trademark or service mark to sponsor, endorse,market or promote the Fund without first contacting MSCI todetermine whether MSCI’s permission is required. Under nocircumstances may any person or entity claim any affiliationwith MSCI without the prior written permission of MSCI.

144

TD Mutual Funds

TD International Index Currency Neutral FundFund details

Fund type International Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on November 26, 1997.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50%* (excluding GST and HST)

* The Fund invests in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicatea fee payable by the underlying fund for the same service.

TD International Index Currency Neutral Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth similar to the performance of one ormore generally recognized international equity market indices.The Fund also seeks to eliminate substantially the Fund’s foreigncurrency exposure.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in units of TD International Index Fund (the “Underlying Fund”) and using derivative contracts, on an ongoing basis, to hedgesubstantially the Fund’s foreign currency exposure. This hedgingstrategy seeks to protect the Fund against losses from declinesin the value of foreign currencies against the Canadian dollar.As a result of this strategy, the Fund will not benefit fromincreases in the value of foreign currencies against theCanadian dollar. Under certain market conditions, cash andshort-term securities may be held within the portfolio.

The Fund may also use specified derivatives, such as futurescontracts, for non-hedging purposes to obtain investmentexposure pending paying amounts due under foreign currencyforward contracts.

The portfolio adviser of the Underlying Fund seeks to achievethe fundamental investment objective of the Underlying Fundby using a stratified sampling indexing technique on the MSCIEurope, Australasia and Far East Index (“MSCI EAFE Index”).This method involves the selection of a subset of securities from the MSCI EAFE Index so that the overall attributes of the portfolio are closely matched to the MSCI EAFE Index. TheUnderlying Fund strives to be fully invested, maintaining verylow levels of cash, by temporarily owning exchange-tradedfunds, closed-end country funds and equity securities, and bytransacting in specified derivative instruments, such as options,

futures and forward contracts, based on all or part of the MSCI EAFE Index. The Underlying Fund may hold moneymarket instruments or cash to meet its obligations under thederivatives instruments.

Only stocks within, or to be added to, the MSCI EAFE Index,are purchased by the Underlying Fund; however, the number ofstocks purchased, and the proportion of each, will be chosen tooptimize performance tracking while minimizing costs havingregard to the size of the Underlying Fund.

For more information, see the Fund Profile for theUnderlying Fund.

A unitholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by unitholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• fund-of-funds risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

145

TD Mutual Funds TD International Index Currency Neutral Fund

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of an international index• are contributing to the growth component of a diversified

portfolio without substantial foreign currency exposure• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

This Fund is generally intended to be held within a RegisteredPlan because most of its earnings are considered regular income,which is taxed at your highest marginal rate. Investors consideringinvesting outside of a Registered Plan should carefully considertheir tax situation before buying units of the Fund.

Distribution policyThe Fund distributes net income and net realized capital gains, ifany, annually in December. The Fund reports all income and capitalgains and losses from derivative instruments on income account.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.43 17.13 30.02 68.33

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted by MSCI,any of its affiliates, any of its information providers or any otherparty involved in, or related to, compiling, computing or creatingany MSCI Indexes (collectively, the “MSCI Parties”). The Fund hasnot been passed on by any of the MSCI Parties as to its legalityor suitability with respect to any person or entity. None of the

MSCI Parties makes any warranties or bears any liability withrespect to the Fund. Without limiting the foregoing, none of theMSCI Parties makes any representation or warranty, express orimplied, to the unitholders of the Fund or any member of thepublic regarding the advisability of investing in funds generally or in the Fund particularly or the ability of any MSCI Indexes to track corresponding stock market performance. MSCI or itsaffiliates are the licensors of certain trademarks, service marksand trade names and of the MSCI Indexes which are determined,composed and calculated by MSCI without regard to the Fund,the issuer of the Fund, the unitholders of the Fund or any otherperson or entity. None of the MSCI Parties has any obligation to take the needs of the issuer or unitholders of the Fund or any other person or entity into consideration in determining,composing or calculating the MSCI Indexes. None of the MSCIParties is responsible for or has participated in the determinationof the timing of, prices at, or quantities of the Fund’s units to beissued or in the determination or calculation of the equation bywhich the Fund’s units are redeemable for cash. Further, none of the MSCI Parties has any obligation or liability to the issuers of the Fund, the unitholders of the Fund or any other person or entity in connection with the administration, marketing oroffering of the Fund.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FORINCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCIINDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE,NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THEORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OFANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS ORIMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE FUND, UNITHOLDERS OF THE FUND OR ANY OTHERPERSON OR ENTITY FROM THE USE OF ANY MSCI INDEX ORANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIESSHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCIINDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIEDWARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBYEXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES (INCLUDING,WITHOUT LIMITATION, THE IMPLIED WARRANTIES OFMERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE) WITH RESPECT TO ANY MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THEFOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIESHAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL,PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES(INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THEPOSSIBILITY OF SUCH DAMAGES.

No purchaser, seller or holder of any units of the Fund, orany other person or entity, should use or refer to any MSCItrade name, trademark or service mark to sponsor, endorse,market or promote the Fund without first contacting MSCI todetermine whether MSCI’s permission is required. Under nocircumstances may any person or entity claim any affiliationwith MSCI without the prior written permission of MSCI.

146

TD Mutual Funds

TD European Index FundFund details

Fund type European Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on March 30, 1998.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD European Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to track theperformance of the MSCI Europe Gross Dividend Index (“MSCIEurope Index”).

The MSCI Europe Index is a diversified index of about 600widely held companies in the developed countries in Europe.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theMSCI Europe Index. Each security in the MSCI Europe Index isheld by the Fund in close tolerance to its index weight so thatthe performance of the Fund closely tracks the performance ofthe MSCI Europe Index. The Fund strives to be fully invested,maintaining very low levels of cash, by temporarily owningexchange-traded funds and transacting in specified derivativeinstruments, such as options, futures and forward contracts,whose value is based on all, or part, of the MSCI Europe Index.The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of the document.

The risk rating of the Fund is medium. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• want to track the returns of a major European equity index• are contributing to the growth component of a diversified

portfolio• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

147

TD Mutual Funds TD European Index Fund

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byMSCI, any of its affiliates, any of its information providers orany other party involved in, or related to, compiling, computingor creating any MSCI Indexes (collectively, the “MSCI Parties”).The Fund has not been passed on by any of the MSCI Parties asto its legality or suitability with respect to any person or entity.None of the MSCI Parties makes any warranties or bears anyliability with respect to the Fund. Without limiting the foregoing,none of the MSCI Parties makes any representation or warranty,express or implied, to the unitholders of the Fund or any memberof the public regarding the advisability of investing in fundsgenerally or in the Fund particularly or the ability of any MSCIIndexes to track corresponding stock market performance.MSCI or its affiliates are the licensors of certain trademarks,service marks and trade names and of the MSCI Indexes whichare determined, composed and calculated by MSCI withoutregard to the Fund, the issuer of the Fund, the unitholders ofthe Fund or any other person or entity. None of the MSCIParties has any obligation to take the needs of the issuer orunitholders of the Fund or any other person or entity intoconsideration in determining, composing or calculating theMSCI Indexes. None of the MSCI Parties is responsible for orhas participated in the determination of the timing of, prices at, or quantities of the Fund’s units to be issued or in thedetermination or calculation of the equation by which theFund’s units are redeemable for cash. Further, none of the MSCI

Parties has any obligation or liability to the issuers of the Fund,the unitholders of the Fund or any other person or entity inconnection with the administration, marketing or offering ofthe Fund.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FORINCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCIINDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE,NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THEORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OFANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUEROF THE FUND, UNITHOLDERS OF THE FUND OR ANY OTHERPERSON OR ENTITY FROM THE USE OF ANY MSCI INDEX ORANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIESSHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCIINDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIEDWARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBYEXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES (INCLUDING,WITHOUT LIMITATION, THE IMPLIED WARRANTIES OFMERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE) WITH RESPECT TO ANY MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THEFOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIESHAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL,PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES(INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THEPOSSIBILITY OF SUCH DAMAGES.

No purchaser, seller or holder of any units of the Fund, orany other person or entity, should use or refer to any MSCItrade name, trademark or service mark to sponsor, endorse,market or promote the Fund without first contacting MSCI todetermine whether MSCI’s permission is required. Under nocircumstances may any person or entity claim any affiliationwith MSCI without the prior written permission of MSCI.

148

TD Mutual Funds

TD Japanese Index FundFund details

Fund type Japanese Equity

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – November 1, 2000

The Fund was formed on March 30, 1998.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.50% (excluding GST and HST)

TD Japanese Index Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to track the performanceof the MSCI Japan Cap Weighted Gross Dividend Index (“MSCIJapan Index”).

The MSCI Japan Index is comprised of a large number ofwidely held Japanese companies.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by replicating theMSCI Japan Index. Each security in the MSCI Japan Index is heldby the Fund in close tolerance to its index weight so that theperformance of the Fund closely tracks the performance of the MSCI Japan Index. The Fund strives to be fully invested,maintaining very low levels of cash, by temporarily owningexchange-traded funds and transacting in specified derivativeinstruments, such as options, futures and forward contracts,whose value is based on all, or part of, the MSCI Japan Index.The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• concentration risk• derivatives risk• equity risk• foreign currency risk• international market risk• large investor risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want to track the returns of a major Japanese equity index• are contributing to the growth component of a diversified

portfolio• are comfortable with the ups and downs of the stock

market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

149

TD Mutual Funds TD Japanese Index Fund

Distribution policyThe Fund distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

F-Series ($) 5.54 17.45 30.58 69.62

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

Additional informationThe Fund is not sponsored, endorsed, sold or promoted byMSCI, any of its affiliates, any of its information providers orany other party involved in, or related to, compiling, computingor creating any MSCI Indexes (collectively, the “MSCI Parties”).The Fund has not been passed on by any of the MSCI Parties asto its legality or suitability with respect to any person or entity.None of the MSCI Parties makes any warranties or bears anyliability with respect to the Fund. Without limiting the foregoing,none of the MSCI Parties makes any representation or warranty,express or implied, to the unitholders of the Fund or any memberof the public regarding the advisability of investing in fundsgenerally or in the Fund particularly or the ability of any MSCIIndexes to track corresponding stock market performance.MSCI or its affiliates are the licensors of certain trademarks,service marks and trade names and of the MSCI Indexes whichare determined, composed and calculated by MSCI withoutregard to the Fund, the issuer of the Fund, the unitholders ofthe Fund or any other person or entity. None of the MSCIParties has any obligation to take the needs of the issuer orunitholders of the Fund or any other person or entity intoconsideration in determining, composing or calculating theMSCI Indexes. None of the MSCI Parties is responsible for orhas participated in the determination of the timing of, prices at, or quantities of the Fund’s units to be issued or in thedetermination or calculation of the equation by which the

Fund’s units are redeemable for cash. Further, none of the MSCIParties has any obligation or liability to the issuers of the Fund,the unitholders of the Fund or any other person or entity inconnection with the administration, marketing or offering ofthe Fund.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FORINCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCIINDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE,NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THEORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OFANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS ORIMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE FUND, UNITHOLDERS OF THE FUND OR ANY OTHERPERSON OR ENTITY FROM THE USE OF ANY MSCI INDEX ORANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIESSHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCIINDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIEDWARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBYEXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES (INCLUDING,WITHOUT LIMITATION, THE IMPLIED WARRANTIES OFMERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE) WITH RESPECT TO ANY MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THEFOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIESHAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL,PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES(INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THEPOSSIBILITY OF SUCH DAMAGES.

No purchaser, seller or holder of any units of the Fund, orany other person or entity, should use or refer to any MSCItrade name, trademark or service mark to sponsor, endorse,market or promote the Fund without first contacting MSCI todetermine whether MSCI’s permission is required. Under nocircumstances may any person or entity claim any affiliationwith MSCI without the prior written permission of MSCI.

150

TD Mutual Funds

TD Target Return Conservative FundFund details

Fund type Tactical Balanced

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – Not available to the public prior to the date of this prospectus

The Fund was formed on July 25, 2011.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 0.75%* (excluding GST and HST)

* The Fund may invest in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by any underlying funds for the same service.

TD Target Return Conservative Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievea total return that exceeds that of Government of Canada91-day Treasury Bills over a 5-year period regardless of marketconditions, with a focus on income and some potential forcapital growth.

The Fund may invest directly in, or provide exposure to,investments including, but not limited to, any of the following:money market securities, debt and debt-like instruments,preferred shares, exchange-traded funds and/or equity and equity-like instruments of Canadian, U.S. and/orinternational markets. More often than not, the Fund will havea greater exposure to money market, debt/debt-like instrumentsand defensive strategies than direct equity exposure.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in, or providingexposure to, one or more asset classes of any type including,but not limited to: money market, debt and debt-likeinstruments, preferred shares, exchange-traded funds and/orequity and equity-like instruments of Canadian, U.S. and/orinternational markets. The portfolio adviser may dynamicallyshift between any asset classes and markets and may usedefensive strategies such as derivatives to modify the returnand risk profile of the Fund. The Fund may have significantexposure to money market securities for long periods of time.

The Fund utilizes these strategies to seek to achieve anaverage annual compound return of Government of Canada91-day Treasury Bills plus 3% over a 5-year period before feesand expenses, which will reduce returns to investors.

The Fund has obtained permission from Canadiansecurities regulatory authorities to invest up to 10% of theFund’s assets, taken at the time of purchase, in goldexchange-traded funds (“Gold ETFs”), which seek to replicatethe performance of gold bullion. The risks associated withinvestments in Gold ETFs are primarily commodity risk andspecialization risk.

The Fund may, from time to time, invest in other fundsmanaged by TDAM when the portfolio adviser believes that aninvestment in other funds is a more efficient or cost-effectiveway of achieving the Fund’s investment objective.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments

without actually investing in them directly (including when owning the derivative investment is more efficient or less costly than owning the fixed income or equityinstrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more securities

to which the Fund has exposure

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

151

TD Mutual Funds TD Target Return Conservative Fund

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs and complexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since the Fundis a new Fund, we have used the recommended risk rating forglobal fixed income funds determined by the Fund RiskClassification Task Force of the Investment Funds Institute of Canada. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium-term investors who:• are seeking a return similar to that of a bond fund• are seeking an investment to diversify a portfolio of funds

with traditional benchmarks• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income, if any, quarterly or atother times and distributes net income and net realized capitalgains, if any, annually in December.

Fund expenses indirectly borne by investorsThis information is not applicable as the Fund had notcommenced operations as at the date of this simplifiedprospectus.

152

TD Mutual Funds

TD Target Return Balanced FundFund details

Fund type Tactical Balanced

Securities offered Units of a mutual fund trust:F-Series

Start date F-Series – Not available to the public prior to the date of this prospectus

The Fund was formed on July 25, 2011.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee F-Series – Up to 1.00%* (excluding GST and HST)

* The Fund may invest in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by any underlying funds for the same service.

TD Target Return Balanced Fund

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve atotal return that exceeds that of Government of Canada 91-dayTreasury Bills over a 5-year period regardless of market conditions,through a balanced approach of capital growth and income.

The Fund may invest directly in, or provide exposure to, investments including, but not limited to, any of thefollowing: money market securities, debt and debt-likeinstruments, preferred shares, exchange-traded funds and/orequity and equity-like instruments of Canadian, U.S. and/orinternational markets.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders, given at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by investing in, or providingexposure to, one or more asset classes of any type including,but not limited to: money market, debt and debt-likeinstruments, preferred shares, exchange-traded funds and/orequity and equity-like instruments of Canadian, U.S. and/orinternational markets. The portfolio adviser may dynamicallyshift between any asset classes and markets and may usedefensive strategies such as derivatives to modify the returnand risk profile of the Fund. The Fund may have significantexposure to money market securities for long periods of time.

The Fund utilizes these strategies to seek to achieve anaverage annual compound return of Government of Canada91-day Treasury Bills plus 5% over a 5-year period before feesand expenses, which will reduce returns to investors.

The Fund has obtained permission from Canadian securitiesregulatory authorities to invest up to 10% of the Fund’s assets,taken at the time of purchase, in gold exchange-traded funds(“Gold ETFs”), which seek to replicate the performance of gold

bullion. The risks associated with investments in Gold ETFs areprimarily commodity risk and specialization risk.

The Fund may, from time to time, invest in other fundsmanaged by TDAM when the portfolio adviser believes that aninvestment in other funds is a more efficient or cost-effectiveway of achieving the Fund’s investment objective.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments

without actually investing in them directly (including when owning the derivative investment is more efficient or less costly than owning the fixed income or equityinstrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more securities

to which the Fund has exposure

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

TDAM may vary the percentage of the Fund’s holdings inany mutual fund or asset class, or change the securities inwhich the Fund invests, in each case, without notice tounitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of the

153

TD Mutual Funds TD Target Return Balanced Fund

underlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since theFund is a new Fund, we have used the recommended riskrating for global balanced funds determined by the Fund RiskClassification Task Force of the Investment Funds Institute of Canada. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a return similar to that of a balanced fund• are seeking an investment to diversify a portfolio of funds

with traditional benchmarks• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income, if any, quarterly or atother times and distributes net income and net realized capitalgains, if any, annually in December.

Fund expenses indirectly borne by investorsThis information is not applicable as the Fund had notcommenced operations as at the date of this simplifiedprospectus.

154

TD Mutual Funds

TD Advantage Balanced Income PortfolioFund details

Fund type Canadian Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series, F-Series, T-Series and S-Series – September 15, 2009

The Fund was formed on July 20, 2009.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.70%* (excluding GST and HST)F-Series – Up to 0.85%* (excluding GST and HST)T-Series – Up to 1.70%* (excluding GST and HST)S-Series – Up to 0.85%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)T-Series – 0.12% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by any underlying funds for the same service.

TD Advantage Balanced Income Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to earn incomewith some potential for long-term capital growth by primarilymaking investments in, or gaining exposure to, securities withincome-generating potential.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser invests the majority of the Fund’s assets insecurities of other mutual funds, primarily TD Mutual Funds, withan emphasis on mutual funds with income-generating potential.The portfolio adviser may also invest the Fund’s assets in any ofthe following securities: exchange-traded funds, guaranteedinvestment certificates, money market instruments, bonds issuedby the Canadian federal or provincial governments, corporatebonds, strip bonds, preferred shares, dividend-paying commonshares and other income-generating securities.

The portfolio adviser uses strategic asset allocation to seekto achieve the fundamental investment objective of the Fund.The Fund’s neutral asset mix will generally provide exposure to70% fixed income and 30% equities. The asset allocation willgenerally be maintained within a range of 10% above or belowthe neutral weighting for the asset class. In calculating the Fund’sasset mix, benchmarks of any underlying funds, as published bysuch funds, may be used by TDAM.

The portfolio adviser:• establishes target asset mix allocations and monitors

allocations to holdings, including to any underlying funds;and

• considers, when determining the Fund’s asset allocationamong mutual funds, factors which include its own marketexpectations, the underlying funds’ investment objectivesand strategies, past performance and historical volatility inthe context of a diversified holding of mutual funds suitablefor the Fund.

The Fund may have exposure to foreign securities to an extentthat will vary from time to time and may be up to 49% of itsnet assets at the time that such exposure to foreign securities is obtained. In calculating the Fund’s exposure to foreignsecurities, benchmarks of any underlying funds, as published by such funds, may be used by TDAM.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments

without actually investing in them directly (including when owning the derivative investment is more efficient or less costly than owning the fixed income or equityinstrument itself)

• reduce the risk associated with currency fluctuations• provide downside risk protection for one or more securities

to which the Fund has exposure

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TD Mutual Funds TD Advantage Balanced Income Portfolio

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to be voted by unitholders of the Fund. However, given the costsand complexity of doing so, TDAM may not arrange for a flow-through of voting rights.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since the Fundhas been in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation,we have used the recommended risk rating for Canadianbalanced funds determined by the Fund Risk Classification TaskForce of the Investment Funds Institute of Canada. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium-term investors who:• prefer to have professional managers determine the

selection and composition of their investments, as well asprovide ongoing monitoring services

• want mostly income combined with a moderate amount ofcapital growth

• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyIn the case of Advisor Series and F-Series units, the Fund may distribute net income quarterly or at other times. In thecase of T-Series and S-Series units, the Fund intends to make a distribution monthly that may consist of net income, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund may make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and(iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 19.58 61.72 108.18 246.24

F-Series ($) 8.41 26.50 46.44 105.72

T-Series ($) 19.78 62.36 109.31 248.82

S-Series ($) 8.82 27.79 48.71 110.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

156

TD Mutual Funds

TD Advantage Balanced PortfolioFund details

Fund type Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series, F-Series, T-Series and S-Series – September 15, 2009

The Fund was formed on July 20, 2009.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85%* (excluding GST and HST)F-Series – Up to 0.90%* (excluding GST and HST)T-Series – Up to 1.85%* (excluding GST and HST)S-Series – Up to 0.90%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)T-Series – 0.12% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by any underlying funds for the same service.

TD Advantage Balanced Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to earn interestand/or dividend income while also providing the opportunity for moderate long-term capital growth by primarily makinginvestments in, or gaining exposure to, securities with income-generating potential.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders at a meeting calledfor that purpose.

Investment strategies

The portfolio adviser invests the majority of the Fund’s assets insecurities of other mutual funds, primarily TD Mutual Funds, withan emphasis on mutual funds with income-generating potential.The portfolio adviser may also invest the Fund’s assets in any ofthe following securities: exchange-traded funds, guaranteedinvestment certificates, money market instruments, bonds issuedby the Canadian federal or provincial governments, corporatebonds, strip bonds, preferred shares, dividend-paying commonshares and other income-generating securities.

The portfolio adviser uses strategic asset allocation to seekto achieve the fundamental investment objective of the Fund.The Fund’s neutral asset mix will generally provide exposure to55% fixed income and 45% equities. The asset allocation willgenerally be maintained within a range of 10% above or belowthe neutral weighting for the asset class. In calculating the

Fund’s asset mix, benchmarks of any underlying funds, aspublished by such funds, may be used by TDAM.

The portfolio adviser:• establishes target asset mix allocations and monitors

allocations to holdings, including to any underlying funds;and

• considers, when determining the Fund’s asset allocationamong mutual funds, factors which include its own marketexpectations, the underlying funds’ investment objectivesand strategies, past performance and historical volatility inthe context of a diversified holding of mutual funds suitablefor the Fund.

The Fund may have exposure to foreign securities to an extentthat will vary from time to time and may be up to 49% of itsnet assets at the time that such exposure to foreign securities is obtained. In calculating the Fund’s exposure to foreignsecurities, benchmarks of any underlying funds, as published by such funds, may be used by TDAM.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owning the derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• provide downside risk protection for one or more securities

to which the Fund has exposure

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The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

A unitholder of the Fund does not have ownership rights insecurities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fundin which the Fund has invested, TDAM will not exercise theright to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since the Fundhas been in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation,we have used the recommended risk rating for Canadianbalanced funds determined by the Fund Risk Classification TaskForce of the Investment Funds Institute of Canada. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium-term investors who:• prefer to have professional managers determine the selection

and composition of their investments, as well as provideongoing monitoring services

• want moderate growth of capital combined with someincome

• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyIn the case of Advisor Series and F-Series units, the Fund may distribute net income quarterly or at other times. In thecase of T-Series and S-Series units, the Fund intends to make a distribution monthly that may consist of net income, net realized capital gains and/or return of capital. If thedistributions in a year are less than the Fund’s net income andnet realized capital gains for the year, the Fund may make anadditional distribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 20.60 64.95 113.84 259.14

F-Series ($) 9.12 28.76 50.41 114.74

T-Series ($) 20.71 65.27 114.41 260.43

S-Series ($) 8.71 27.47 48.14 109.58

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

158

TD Mutual Funds

TD Advantage Balanced Growth PortfolioFund details

Fund type Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-SeriesT-SeriesS-Series

Start date Advisor Series, F-Series, T-Series and S-Series – September 15, 2009

The Fund was formed on July 20, 2009.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.90%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)T-Series – Up to 1.90%* (excluding GST and HST)S-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)T-Series – 0.12% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by any underlying funds for the same service.

TD Advantage Balanced Growth Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to generatelong-term capital growth while also providing the opportunityto earn some interest and/or dividend income by primarilymaking investments in, or gaining exposure to, securities with apotential for long-term capital growth.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser invests the majority of the Fund’s assets insecurities of other mutual funds, primarily TD Mutual Funds,with an emphasis on mutual funds investing in equities forpotential long-term capital growth. The portfolio adviser mayalso invest the Fund’s assets in any of the following securities:exchange-traded funds, preferred shares, common shares,guaranteed investment certificates, money market instruments,bonds issued by the Canadian federal or provincialgovernments, corporate bonds, strip bonds and otherincome-generating securities.

The portfolio adviser uses strategic asset allocation to seekto achieve the fundamental investment objective of the Fund.The Fund’s neutral asset mix will generally provide exposure to40% fixed income and 60% equities. The asset allocation willgenerally be maintained within a range of 10% above or belowthe neutral weighting for the asset class. In calculating the

Fund’s asset mix, benchmarks of any underlying funds, aspublished by such funds, may be used by TDAM.

The portfolio adviser:• establishes target asset mix allocations and monitors

allocations to holdings, including to any underlying funds;and

• considers, when determining the Fund’s asset allocationamong mutual funds, factors which include its own marketexpectations, the underlying funds’ investment objectivesand strategies, past performance and historical volatility inthe context of a diversified holding of mutual funds suitablefor the Fund.

The Fund may have exposure to foreign securities to an extentthat will vary from time to time and may be up to 60% of itsnet assets at the time that such exposure to foreign securities is obtained. In calculating the Fund’s exposure to foreignsecurities, benchmarks of any underlying funds, as published by such funds, may be used by TDAM.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• provide downside risk protection for one or more securities

to which the Fund has exposure

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TD Mutual Funds TD Advantage Balanced Growth Portfolio

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to be voted by unitholders of the Fund. However, given the costsand complexity of doing so, TDAM may not arrange for a flow-through of voting rights.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• capital depreciation risk• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is low to medium. Since the Fundhas been in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation,we have used the recommended risk rating for Canadianbalanced funds determined by the Fund Risk Classification TaskForce of the Investment Funds Institute of Canada. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• prefer to have professional managers determine the

selection and composition of their investments, as well asprovide ongoing monitoring services

• want long-term growth of capital, and income• can handle changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyIn the case of Advisor Series and F-Series units, the Fund may distribute net income quarterly or at other times. In thecase of T-Series and S-Series units, the Fund intends to make a distribution monthly that may consist of net income, netrealized capital gains and/or return of capital. If distributions in a year are less than the Fund’s net income and net realizedcapital gains for the year, the Fund may make an additionaldistribution in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.04 69.47 121.77 277.19

F-Series ($) 9.23 29.08 50.97 116.03

T-Series ($) 21.94 69.15 121.20 275.90

S-Series ($) 9.43 29.73 52.11 118.61

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

160

TD Mutual Funds

TD Advantage Growth PortfolioFund details

Fund type Global Balanced

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 15, 2009

The Fund was formed on July 20, 2009.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by any underlying funds for the same service.

TD Advantage Growth Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to generatelong-term capital growth with the potential for earning somedividend and/or interest income by primarily making investmentsin, or gaining exposure to, securities with a potential for long-term capital growth.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders at a meetingcalled for that purpose.

Investment strategies

The portfolio adviser invests the majority of the Fund’s assets insecurities of other mutual funds, primarily TD Mutual Funds,with an emphasis on mutual funds investing in equities forpotential long-term capital growth. The portfolio adviser mayalso invest the Fund’s assets in any of the following securities:exchange-traded funds, common shares, preferred shares,guaranteed investment certificates, money market instruments,bonds issued by the Canadian federal or provincialgovernments, corporate bonds, strip bonds and otherincome-generating securities.

The portfolio adviser uses strategic asset allocation to seekto achieve the fundamental investment objective of the Fund.The Fund’s neutral asset mix will generally provide exposure to20% fixed income and 80% equities. The asset allocation willgenerally be maintained within a range of 10% above or belowthe neutral weighting for the asset class. In calculating theFund’s asset mix, benchmarks of any underlying funds, aspublished by such funds, may be used by TDAM.

The portfolio adviser:• establishes target asset mix allocations and monitors

allocations to holdings, including to any underlying funds;and

• considers, when determining the Fund’s asset allocationamong mutual funds, factors which include its own marketexpectations, the underlying funds’ investment objectivesand strategies, past performance and historical volatility inthe context of a diversified holding of mutual funds suitablefor the Fund.

The Fund may have exposure to foreign securities to an extentthat will vary from time to time and may be up to 70% of itsnet assets at the time that such exposure to foreign securities is obtained. In calculating the Fund’s exposure to foreignsecurities, benchmarks of any underlying funds, as publishedby such funds, may be used by TDAM.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• provide downside risk protection for one or more securities

to which the Fund has exposure

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

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TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to bevoted by unitholders of the Fund. However, given the costs and complexity of doing so, TDAM may not arrange for a flow-through of voting rights.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Due to the Fund’sinvestment strategies, TDAM has classified the Fund’s risk ratingas higher than the recommended risk rating for global balancedfunds determined by the Fund Risk Classification Task Force ofthe Investment Funds Institute of Canada. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• prefer to have professional managers determine the selection

and composition of their investments, as well as provideongoing monitoring services

• want long-term growth of capital with only a modest levelof income

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.45 70.77 124.04 282.34

F-Series ($) 9.94 31.34 54.94 125.06

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

162

TD Mutual Funds

TD Advantage Aggressive Growth PortfolioFund details

Fund type Global Equity

Securities offered Units of a mutual fund trust:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 15, 2009

The Fund was formed on July 20, 2009.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

* The Fund invests in underlying funds which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, would duplicate afee payable by any underlying funds for the same service.

TD Advantage Aggressive Growth Portfolio

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to generatelong-term capital growth by primarily making investments in, orgaining exposure to, securities with a potential for long-termcapital growth.

The fundamental investment objective may only be changedwith the approval of a majority of unitholders at a meeting calledfor that purpose.

Investment strategies

The portfolio adviser invests the majority of the Fund’s assets insecurities of other mutual funds, primarily TD Mutual Funds,with an emphasis on mutual funds investing in equities forpotential long-term capital growth. The portfolio adviser mayalso invest the Fund’s assets in any of the following securities:exchange-traded funds, common shares, preferred shares,guaranteed investment certificates, money market instruments,bonds issued by the Canadian federal or provincialgovernments, corporate bonds, strip bonds and otherincome-generating securities.

The portfolio adviser uses strategic asset allocation to seekto achieve the fundamental investment objective of the Fund.The Fund’s neutral asset mix will generally provide exposure to100% equities. However, the Fund may, from time to time, forup to 10% of its net assets, invest in or have exposure to fixedincome and/or money market securities. In calculating theFund’s asset mix, benchmarks of any underlying funds, aspublished by such funds, may be used by TDAM.

The portfolio adviser:• establishes target asset mix allocations and monitors

allocations to holdings, including to any underlying funds;and

• considers, when determining the Fund’s asset allocationamong mutual funds, factors which include its own marketexpectations, the underlying funds’ investment objectivesand strategies, past performance and historical volatility inthe context of a diversified holding of mutual funds suitablefor the Fund.

The Fund may have exposure to foreign securities to an extentthat will vary from time to time and may be up to 80% of itsnet assets at the time that such exposure to foreign securities is obtained. In calculating the Fund’s exposure to foreignsecurities, benchmarks of any underlying funds, as published by such funds, may be used by TDAM.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owningthe derivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• provide downside risk protection for one or more securities

to which the Fund has exposure

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

TDAM may vary the percentage of the Fund’s holdings in anymutual fund or asset class, or change the securities in whichthe Fund invests, in each case, without notice to unitholders.

A unitholder of the Fund does not have ownership rights in securities of any underlying fund held by the Fund. WhereTDAM is the manager of both the Fund and an underlying fund in which the Fund has invested, TDAM will not exercisethe right to vote that is attributable to the securities of theunderlying fund. TDAM may arrange for these securities to be

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TD Mutual Funds TD Advantage Aggressive Growth Portfolio

voted by unitholders of the Fund. However, given the costs andcomplexity of doing so, TDAM may not arrange for a flow-through of voting rights.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation,we have used the recommended risk rating for global equityfunds determined by the Fund Risk Classification Task Force ofthe Investment Funds Institute of Canada. For moreinformation, see Investment risk classification methodologyin Your guide to understanding the Fund Profile in the firstpart of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• prefer to have professional managers determine the selection

and composition of their investments, as well as provideongoing monitoring services

• want long-term growth of capital• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe Fund may distribute net income quarterly or at other timesand distributes net income and net realized capital gainsannually in December.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in units of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series units during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.65 71.41 125.17 284.92

F-Series ($) 10.05 31.67 55.50 126.34

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

164

TD Mutual Funds

TD Short Term Investment ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Specialty

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.00% (excluding GST and HST)F-Series – Up to 0.75% (excluding GST and HST)

TD Short Term Investment Class

What does the Fund invest in?Investment objectives

The fundamental investment objective is to seek to preservecapital and maintain liquidity by primarily providing exposure tohigh-quality debt securities such as money market and short-term fixed income securities issued by Canadian federal andprovincial governments and corporations.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund primarily by obtainingexposure to debt securities of Canadian federal and provincialgovernments and corporations. Such exposure may be obtainedin one or more of the following ways, and in any combination:• by investing in Canadian equity securities and entering into

forward contracts, swaps or other derivatives under which it will forward-sell the equity securities in exchange for thetotal return of an investment in units of TD EmeraldCanadian Short Term Investment Fund (the “ReferenceFund”), less costs of the contracts;

• by investing directly in units of the Reference Fund;• by investing directly in such securities.

When the Fund enters into forward contracts, the value of eachforward contract will be determined with reference to the totalinvestment return of units of the Reference Fund. In other words,under the terms of each forward contract, at the contract’smaturity, the Fund may elect to deliver the equity securities in return for a cash payment equal to the total return of aninvestment in the Reference Fund (less costs of the contract).The equity securities subject to a forward contract are agreedto between the Fund and the forward counterparty and will bepledged to the forward counterparty as security for the Fund’sobligations under the forward contract.

Where the Fund obtains exposure to debt securities throughthe use of forward contracts, the Fund expects that the

investment return derived from the exposure will be treated ascapital gains.

The Fund may use specified derivatives, such as options,futures, forward contracts and swaps, as permitted by Canadiansecurities laws to, among other things:• gain exposure to fixed income instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income instrument itself)

• hedge against losses associated with rising interest rates• hedge a portion or all of the foreign currency exposure for

significant periods of time• swap credit risk

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

Subject to receiving approval from securities regulatoryauthorities, the Fund may enter into derivative contracts wherethe counterparty under such derivative contracts is TD Bank orany of its affiliates or associates, each a related party (“RelatedCounterparty”), provided that:• TDAM engages an independent internationally recognized

accounting firm (the “Contract Auditor”) or the independentreview committee (“IRC”) to review and assess the pricing andterms of derivative contracts to which a Related Counterpartyis a counterparty (“TD Contracts”) and compare such pricingand terms with the then-current pricing and terms of derivativecontracts between the Related Counterparty and other third-party mutual funds (“Arm’s Length Contracts”) which aresimilar in size to the Fund;

• the Contract Auditor provides TDAM with a Contract Auditor’sopinion or the IRC provides its confirmation that the pricingand terms of the TD Contracts are at least as favourable as thepricing and terms of the Arm’s Length Contracts; and

• the Contract Auditor or the IRC reconsiders and reassessesthe TD Contracts whenever the prospectus for the Fund isrenewed and whenever it is proposed to amend the pricingand terms of the TD Contracts.

165

TD Mutual Funds TD Short Term Investment Class

The Fund may also apply for exemptive relief from the conflictsof interest provisions to permit the Fund to forward-sell equitysecurities to a Related Counterparty pursuant to the derivativesinstruments.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Reference Fund

The Reference Fund aims to achieve its investment objective byinvesting primarily in high-quality debt securities that generallymature in not more than one year. Investments include debtobligations issued, or guaranteed, by, Canadian federal,provincial or municipal governments, Canadian chartered banks,Canadian or provincial trust companies and/or Canadiancorporations. The Reference Fund only invests in investment-grade bonds and buys only R1-rated (or its equivalent)commercial paper or higher.

The Reference Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

The Reference Fund’s portfolio turnover rate, which may begreater than 70% in a year, indicates how actively the portfolioadviser manages the Reference Fund’s portfolio. The higher theportfolio turnover rate in a year, the greater the trading costspayable by the Reference Fund in the year, and the greater thechance of an investor receiving taxable distributions in the year.There is not necessarily a relationship between a high turnoverrate and the performance of the Reference Fund, or of theFund. For more information, see Income tax considerationsfor investors in the first part of this document.

For more information on the Reference Fund, see its fundprofile in the TD Emerald Pooled Funds simplified prospectus.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• credit risk• derivatives risk• fund-of-funds risk• interest rate risk• international market risk• large investor risk• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• tracking risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document. Investors in the Fund face the additional

risk that a change in tax laws could eliminate the tax-relatedbenefits associated with the Fund. If there is a change in taxlaws that affect the tax-related benefits of the Fund, the Fundmay be terminated.

The risk rating of the Fund is low. Since the Fund has beenin existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for short to medium-term investorswho:• are looking for conservative investment exposure similar to

that of a fund holding high-quality Canadian debt securitiesthat generally mature in no more than one year

• are investing outside a registered plan and want the flexibilityof switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle small changes in the value of their investment

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 9.94 31.34 54.94 125.06

F-Series ($) 7.69 24.23 42.48 96.69

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

166

TD Mutual Funds

TD Dividend Growth ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Canadian Dividend

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85%* (excluding GST and HST)F-Series – Up to 0.85%* (excluding GST and HST)

Administration fee Advisor Series – 0.08% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Dividend Growth Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to provide steadygrowth and the potential for dividend income by investingprimarily in, or gaining exposure to, high-quality, high-yieldequity securities and other income-producing instruments ofCanadian issuers.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to high-quality, high-yield Canadian equities and otherincome-producing securities. Such exposure may be obtained inone or more of the following ways, and in any combination:• by investing in units of TD Dividend Growth Fund (the

“Underlying Fund”);• by investing directly in such equities and/or other income-

producing securities;• through the use of derivatives to gain exposure to such

equities and/or other income-producing securities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• hedge against losses associated with rising interest rates• gain exposure to fixed income and equity instruments without

actually investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the fixed income or equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

167

TD Mutual Funds TD Dividend Growth Class

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by purchasingpredominantly large-capitalization common equities that haveeither an above-average yield or the prospect of an attractivelow-risk total return. Equity investments will tend to beconcentrated in the financial services, pipeline, and utilitysectors of the market, but will also include large-capitalizationspecial situations. Investments in real estate investment trusts,bonds, preferred shares and exchange-traded funds may alsobe held by the Underlying Fund.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may invest in foreign securities to an extent that will vary from time to time but is not typicallyexpected to exceed 30% of its net assets at the time thatforeign securities are purchased.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• concentration risk• credit risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• interest rate risk• large investor risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are more interested in growth than income• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 21.63 68.18 119.51 272.03

F-Series ($) 9.12 28.76 50.41 114.74

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

168

TD Mutual Funds

TD Canadian Blue Chip Equity ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Canadian Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Canadian Blue Chip Equity Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in, or gainingexposure to, equity securities of large-capitalization issuers, amajority of which will be issuers in Canada.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposure primarilyto stocks of large, industry-leading Canadian companies. Suchexposure may be obtained in one or more of the followingways, and in any combination:• by investing in units of TD Canadian Blue Chip Equity Fund

(the “Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing directly in equities, the Fund considers issuersto be in Canada if: (a) the issuer derives significant revenuefrom goods produced, sales made or services rendered inCanada, (b) the principal trading market for the securities ofthe issuer is in Canada, (c) the issuer is organized under thelaws of Canada or a jurisdiction in Canada, or (d) the issuer hassignificant assets or a principal office in Canada.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:

• gain exposure to equity instruments without actuallyinvesting in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 49% of its net assets at the time that foreign securitiesare purchased.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

169

TD Mutual Funds TD Canadian Blue Chip Equity Class

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by targetingcompanies with above-average growth prospects and below-average risk. Stock selection is biased towards large-capitalizationcompanies that are industry leaders, with strong management,an earnings track record and limited financial leverage. Stocksare purchased with a long-term horizon, based on a valuationapproach of growth at a reasonable price. Research is doneinternally, using fundamental analysis that is updated throughregular management interviews. While the majority of its assetswill be invested in Canadian issuers, the Underlying Fund mayalso invest in issuers in other countries around the world. TheUnderlying Fund may also invest in exchange-traded funds.

The Underlying Fund considers issuers to be in Canada if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in Canada, (b) the principaltrading market for the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or ajurisdiction in Canada, or (d) the issuer has significant assets or a principal office in Canada.

The Underlying Fund may use specified derivatives, such asoptions, futures and forward contracts, as permitted by Canadiansecurities laws, in the same manner as the Fund.

The Underlying Fund may invest in foreign securities to an extent that will vary from time to time but is not typicallyexpected to exceed 49% of its net assets at the time thatforeign securities are purchased.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, one shareholder

held 17.66% of the shares of the Fund)• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a high-quality, large-cap equity investment• are seeking some exposure to foreign equities• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 23.78 74.97 131.40 299.10

F-Series ($) 9.23 29.08 50.97 116.03

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

170

TD Mutual Funds

TD Canadian Equity ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Canadian Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85%* (excluding GST and HST)F-Series – Up to 0.90%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Canadian Equity Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective of the Fund is to seek toachieve long-term capital appreciation by investing primarily in,or gaining exposure to, high-quality equity securities issuedprincipally by Canadian corporations judged to offer highgrowth potential.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposure primarilyto high-quality equities of Canadian companies. Such exposuremay be obtained in one or more of the following ways, and inany combination:• by investing in units of TD Canadian Equity Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Underlying Fund by emphasizing growth, while atthe same time containing investment risk. This is addressed byfocusing on the quality of management of individual companiesand the long-term prospects for individual industries.

171

TD Mutual Funds TD Canadian Equity Class

In general, superior return on equity and a sound balancesheet are important criteria in the individual security selection process. The Underlying Fund may invest in exchange-traded funds.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may invest in foreign securities to an extent that will vary from time to time but is not typicallyexpected to exceed 30% of its net assets at the time thatforeign securities are purchased.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

The Underlying Fund’s portfolio turnover rate, which may begreater than 70% in a year, indicates how actively the portfolioadviser manages the Underlying Fund’s portfolio. The higher theportfolio turnover rate in a year, the greater the trading costspayable by the Underlying Fund in the year, and the greater thechance of an investor receiving taxable distributions in the year.There is not necessarily a relationship between a high turnoverrate and the performance of the Underlying Fund, or of theFund. For more information, see Income tax considerationsfor investors in the first part of this document.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed the

standard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to a well-diversified portfolio of

Canadian growth companies• are seeking some exposure to foreign equities• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the

flexibility of switching to other Classes of TD Mutual FundsCorporate Class Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.55 71.09 124.60 283.63

F-Series ($) 9.12 28.76 50.41 114.74

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

172

TD Mutual Funds

TD Canadian Value ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Canadian Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 1.85%* (excluding GST and HST)F-Series – Up to 0.90%* (excluding GST and HST)

Administration fee Advisor Series – 0.12% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Canadian Value Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital appreciation by investing primarily in, or gainingexposure to, securities of mostly Canadian companies which theportfolio adviser determines have strong appreciation potentialthat is not reflected in the trading price of such securities.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to Canadian companies that are viewed to haveupside potential and are currently undervalued or out-of-favour.Such exposure may be obtained in one or more of thefollowing ways, and in any combination:• by investing in units of TD Canadian Value Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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TD Mutual Funds TD Canadian Value Class

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by investing incompanies that are viewed to have upside potential and arecurrently undervalued or out-of-favour. Preferred companiespossess solid or improving business models and capablemanagement teams. The Underlying Fund invests primarily in Canadian companies as investment opportunities presentthemselves, and may also invest in foreign securities. It may also invest in exchange-traded funds.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may invest in foreign securities to an extent that will vary from time to time but is not typicallyexpected to exceed 30% of its net assets at the time thatforeign securities are purchased.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information about the Underlying Fund, see itsFund Profile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, three shareholders

held 13.91%, 11.96% and 11.82%, respectively, of theshares of the Fund)

• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking exposure to Canadian equities with value

characteristics• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 22.86 72.06 126.30 287.50

F-Series ($) 9.12 28.76 50.41 114.74

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

174

TD Mutual Funds

TD Canadian Small-Cap Equity ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Canadian Small-Cap Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Canadian Small-Cap Equity Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in, or gainingexposure to, equity securities of small or medium-sized issuersin Canada.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to equity securities of small or medium-sized Canadiancompanies. Such exposure may be obtained in one or more ofthe following ways, and in any combination:• by investing in units of TD Canadian Small-Cap Equity Fund

(the “Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing directly in equities, the Fund considers issuersto be in Canada if: (a) the issuer derives significant revenuefrom goods produced, sales made or services rendered inCanada, (b) the principal trading market for the securities ofthe issuer is in Canada, (c) the issuer is organized under thelaws of Canada or a jurisdiction in Canada, or (d) the issuer has significant assets or a principal office in Canada.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:

• gain exposure to equity instruments without actually investingin them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

The Fund may invest in foreign securities to an extent thatwill vary from time to time but is not typically expected toexceed 30% of its net assets at the time that foreign securitiesare purchased.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

175

TD Mutual Funds TD Canadian Small-Cap Equity Class

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by selectingsecurities based on company fundamentals, including theprospect for growth in sales and profitability, as well as therelative attractiveness of the securities’ price. Both growth andvalue stocks will be purchased, consistent with an overallgrowth-at-a-reasonable-price orientation. The Underlying Fundmay invest in foreign securities from time to time, but will becomprised primarily of Canadian securities.

The Underlying Fund considers issuers to be in Canada if: (a) the issuer derives significant revenue from goods produced,sales made or services rendered in Canada, (b) the principaltrading market for the securities of the issuer is in Canada, (c) the issuer is organized under the laws of Canada or ajurisdiction in Canada, or (d) the issuer has significant assets or a principal office in Canada.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may invest in foreign securities to an extent that will vary from time to time but is not typicallyexpected to exceed 30% of its net assets at the time thatforeign securities are purchased.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• large investor risk (as at June 28, 2011, one shareholder

held 11.82% of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium to high. Since theFund has been in existence for less than 3 years, and hencethere is insufficient data to calculate a meaningful standard

deviation (which is used as a measure of risk), TDAM hasreviewed the standard deviation of the Underlying Fund todetermine the risk rating of the Fund. For more information,see Investment risk classification methodology in Yourguide to understanding the Fund Profile in the first part ofthis document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking to enhance the growth potential of their portfolio

through exposure to small and medium-sized companies• investing outside a registered plan and want the flexibility of

switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 9.23 29.08 50.97 116.03

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

176

TD Mutual Funds

TD U.S. Large-Cap Value ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type U.S. Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD U.S. Large-Cap Value Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to providelong-term growth of capital by investing primarily in, or gainingexposure to, common stocks of established companies.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining at least 65%exposure to equity securities of issuers in the United States.Such exposure may be obtained in one or more of the followingways, and in any combination:• by investing in units of TD U.S. Large-Cap Value Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing directly in equities, the Fund considers issuers tobe in the United States if: (a) the issuer derives significant revenuefrom goods produced, sales made or services rendered in theUnited States, (b) the principal trading market for the securities ofthe issuer is in the United States, (c) the issuer is organized underthe laws of a jurisdiction in the United States, or (d) the issuer hassignificant assets or a principal office in the United States.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations

• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Underlying Fund by investing at least 65% oftotal assets in equity securities of issuers in the United States.The Underlying Fund will normally invest at least 80% of itstotal assets in common stocks, with 65% in the common stocksof well-established companies paying above-average dividends.

The Underlying Fund considers issuers to be in the UnitedStates if: (a) the issuer derives significant revenue from goodsproduced, sales made or services rendered in the United States,(b) the principal trading market for the securities of the issuer isin the United States, (c) the issuer is organized under the laws

177

TD Mutual Funds TD U.S. Large-Cap Value Class

of a jurisdiction in the United States, or (d) the issuer hassignificant assets or a principal office in the United States.

While most assets will be invested in U.S. common stocks,the Underlying Fund may also invest in international stocks,futures and options, in keeping with its fundamentalinvestment objectives.

The portfolio adviser typically employs a “value” approach inselecting investments by seeking companies that appear to beundervalued by various measures and may be temporarily outof favour, but have good prospects for capital appreciation anddividend growth.

In selecting investments, the portfolio adviser generally looksfor companies with the following:• an established operating history;• above-average dividend yield relative to that of the

S&P 500 Index;• low price/earnings ratio relative to that of the S&P 500 Index;• a sound balance sheet and other positive financial

characteristics; and• low stock price relative to a company’s underlying value as

measured by assets, cash flow, or business franchises.

In pursuing the Underlying Fund’s investment objective, theportfolio adviser has the discretion to purchase some securitiesthat do not meet its normal investment criteria, as describedabove, when it perceives an unusual opportunity for gain.These special situations might arise when the portfolio adviserbelieves a security could increase in value for a variety ofreasons, including a change in management, an extraordinarycorporate event, or a temporary imbalance in the supply of or demand for the securities. The Underlying Fund may sellsecurities for a variety of reasons, such as to secure gains, limitlosses, or redeploy assets into more promising opportunities.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking long-term growth of capital through well-

established, high-quality U.S. companies with valuecharacteristics

• are seeking a core U.S. holding in the growth component ofa diversified portfolio

• are investing outside a registered plan and want the flexibilityof switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.32 79.81 139.90 318.44

F-Series ($) 11.58 36.51 64.00 145.68

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

178

TD Mutual Funds

TD U.S. Mid-Cap Growth ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type U.S. Small and Mid-Cap Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD U.S. Mid-Cap Growth Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital growth by investing primarily in, or gaining exposureto, equity securities of medium-sized issuers in the United States.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Fund by obtaining at least 65% exposure tocommon stocks of medium-sized companies in the United States.Such exposure may be obtained in one or more of the followingways, and in any combination:• by investing in units of TD U.S. Mid-Cap Growth Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing in equities directly, the Fund considers issuers tobe in the United States if: (a) the issuer derives significant revenuefrom goods produced, sales made or services rendered in theUnited States, (b) the principal trading market for the securities ofthe issuer is in the United States, (c) the issuer is organized underthe laws of a jurisdiction in the United States, or (d) the issuer hassignificant assets or a principal office in the United States.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually investing

in them directly (including when owning the derivativeinvestment is more efficient or less costly than owning theequity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the first partof this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fund has invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAM mayarrange for these securities to be voted by shareholders of theFund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by investing at least65% of total assets in a diversified portfolio of common stocksof medium-sized U.S. companies whose earnings the portfolioadviser expects to grow at a faster rate than the averagecompany. The portfolio adviser defines mid-cap companies asthose whose market capitalization falls within the range of eitherthe S&P MidCap 400 Total Return Index or the Russell Midcap

179

TD Mutual Funds TD U.S. Mid-Cap Growth Class

Growth Index at the time of purchase. Stock selection favourscompanies with proven products or services, above-averageearnings growth, demonstrated potential to sustain earningsgrowth, operations in industries experiencing increasing demand,or stock prices that appear to undervalue their growth prospects.While most assets will be invested in U.S. common stocks, othersecurities may also be purchased, including international stocks,preferred stocks, hybrids, convertible securities and warrants.

The Underlying Fund considers issuers to be in the UnitedStates if: (a) the issuer derives significant revenue from goodsproduced, sales made or services rendered in the United States,(b) the principal trading market for the securities of the issuer isin the United States, (c) the issuer is organized under the laws ofa jurisdiction in the United States, or (d) the issuer has significantassets or a principal office in the United States.

In pursuing the Underlying Fund’s investment objective, theportfolio adviser has the discretion to purchase some securitiesthat do not meet its normal investment criteria, as describedabove, when it perceives an unusual opportunity for gain. Thesespecial situations might arise when the portfolio adviser believes asecurity could increase in value for a variety of reasons, includinga change in management, an extraordinary corporate event, or atemporary imbalance in the supply of or demand for the securities.The Underlying Fund may sell securities for a variety of reasons,such as to secure gains, limit losses, or redeploy assets into morepromising opportunities.

The Underlying Fund may use specified derivatives, such asoptions, futures and forward contracts, as permitted by Canadiansecurities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may invest aportion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the first partof this document.

The risk rating of the Fund is medium to high. Since the Fundhas been in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho are:• seeking exposure to mid-sized growth companies, primarily in

the U.S.• contributing to the growth component of a diversified

portfolio• investing outside a registered plan and want the flexibility of

switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• comfortable with the ups and downs of the stock market

For more information about how TDAM has determined the levelof investor risk tolerance that would be appropriate for investmentin the Fund, see Who should invest in the Fund? in Yourguide to understanding the Fund Profile in the first part ofthis document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in May andcapital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, based onthese assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 25.42 80.14 140.46 319.73

F-Series ($) 11.28 35.54 62.30 141.82

See Fees and expenses in the first part of this document formore information on the costs of investing in the Fund that arenot included in the calculation of the MER.

180

TD Mutual Funds

TD Global Growth ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Global Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.00%* (excluding GST and HST)F-Series – Up to 1.00%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Global Growth Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital appreciation by investing primarily in, orgaining exposure to, equity securities of companies fromanywhere in the world, including companies considered to beglobal leaders in their respective industries.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to equity securities of companies from anywhere inthe world. Such exposure may be obtained in one or more ofthe following ways, and in any combination:• by investing in units of TD Global Growth Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by investingprimarily in a diversified portfolio of equity investments acrossvarious industries in developed markets and may also invest, toa lesser extent, in emerging markets. The investment processincludes conducting fundamental analysis of a company’sfinancial statements, management structure, operations andproduct development, and considers factors affecting theindustry of which the issuer is a part. The portfolio adviserconsiders overall and relative economic conditions in global

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TD Mutual Funds TD Global Growth Class

markets, and seeks broad portfolio diversification in differentcountries to help moderate the risks of foreign investing.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, one shareholder

held 30.41% of the shares of the Fund)• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• are seeking a core global equity fund with wide geographic

diversification and some foreign currency exposure• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.65 84.01 147.26 335.20

F-Series ($) 11.58 36.51 64.00 145.68

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

182

TD Mutual Funds

TD Global Multi-Cap ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Global Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.10%* (excluding GST and HST)F-Series – Up to 1.10%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Global Multi-Cap Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital appreciation by investing primarily in, or gainingexposure to, equity securities of companies from anywhere inthe world.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to a diversified portfolio of global stocks. Suchexposure may be obtained in one or more of the followingways, and in any combination:• by investing in units of TD Global Multi-Cap Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by investingprimarily in a diversified portfolio of global stocks that covervarious industries in developed markets and, to a lesser extent,emerging markets. Stocks may be purchased anywherethroughout the market capitalization spectrum. Investmentopportunities are assessed in a global sector context using agrowth investing approach. Investments are chosen based onone or more of the following characteristics: leading marketposition, attractive business niche, strong franchise, earningsgrowth, cash flow sufficient to support growing dividends,healthy balance sheets, sound management team, andreasonable stock price valuation.

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TD Mutual Funds TD Global Multi-Cap Class

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

The Underlying Fund’s portfolio turnover rate, which may begreater than 70% in a year, indicates how actively the portfolioadviser manages the Underlying Fund’s portfolio. The higherthe portfolio turnover rate in a year, the greater the tradingcosts payable by the Underlying Fund in the year, and thegreater the chance of an investor receiving taxable distributionsin the year. There is not necessarily a relationship between ahigh turnover rate and the performance of the UnderlyingFund, or of the Fund. For more information, see Income taxconsiderations for investors in the first part of this document.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, one shareholder

held 35.79% of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• are seeking a diversified global equity fund• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.65 84.01 147.26 335.20

F-Series ($) 12.71 40.07 70.23 159.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

184

TD Mutual Funds

TD Global Sustainability ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Global Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.10%* (excluding GST and HST)F-Series – Up to 1.10%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Global Sustainability Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital appreciation by investing primarily in, or gainingexposure to, equity securities of companies around the globethat are viewed as contributing to the world’s future sustainability.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to equity securities of companies around the worldthat are considered to be contributing to the world’s futuresustainability. Such exposure may be obtained in one or moreof the following ways, and in any combination:• by investing in units of TD Global Sustainability Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund may use specified derivatives, such as options, futuresand forward contracts, as permitted by Canadian securities lawsto, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by investingprimarily in companies from around the world that are viewedas (i) best-in-class with respect to environmental stewardship,stakeholder management and/or corporate governancefactors, each as determined in accordance with criteriaestablished by TDAM; and/or (ii) companies with innovativeapproaches to clean energy technology, clean water andresource efficiency. The criteria used by TDAM to identifycompanies for investment may include the company’s track

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TD Mutual Funds TD Global Sustainability Class

record with respect to sustainable practices, environmentalreporting, resource efficiency, emission reduction, human rights,employment standards, community relations, shareholder rights,board independence, industry-specific criteria and other factors.

In addition to large-capitalization companies, the UnderlyingFund may also invest to a lesser extent in small- and mid-capitalization companies in developed markets, and emergingmarket companies.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, two shareholders held

41.77% and 11.74%, respectively, of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there isinsufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who:• want to invest in companies whose business activities reflect

an interest in the world’s future sustainability• are contributing to the growth component of a diversified

portfolio• are investing outside a registered plan and want the flexibility

of switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 26.45 83.37 146.13 332.62

F-Series ($) 12.71 40.07 70.23 159.87

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

186

TD Mutual Funds

TD International Growth ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type International Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.15%* (excluding GST and HST)F-Series – Up to 1.15%* (excluding GST and HST)

Administration fee Advisor Series – 0.30% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD International Growth Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achieve long-term capital growth by investing primarily in, or gaining exposureto, stocks and other securities of, or with exposure to, companiesoutside Canada and the United States.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to stocks and other securities of companies outsideCanada and the United States. Such exposure may be obtainedin one or more of the following ways, and in any combination:• by investing in units of TD International Growth Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing directly in equities, the Fund considers issuersto be outside of Canada and the United States if: (a) the issuerderives significant revenue from goods produced, sales made orservices rendered outside Canada and the United States, (b) theprincipal trading market for securities of the issuer is outsideCanada and the United States, (c) the issuer is organized underthe laws of a jurisdiction other than Canada and the UnitedStates, or (d) the issuer has significant assets or a principaloffice outside Canada and the United States.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• obtain the desired foreign currency exposure• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

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TD Mutual Funds TD International Growth Class

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Underlying Fund by using a well-diversified portfolio primarily consisting of stocks and othersecurities of, or with exposure to, companies in the markets ofEurope, Australasia, and the Far East, and may also includethose in emerging market countries. The portfolio adviser usesa growth-oriented approach, seeking to identify companieswith solid management and sustainable competitive advantagesthat are supported by a strong balance sheet and exhibit anattractive price/earnings ratio that doesn’t reflect their earningsgrowth potential.

The Underlying Fund considers issuers to be outside of Canadaand the United States if: (a) the issuer derives significant revenuefrom goods produced, sales made or services rendered outsideCanada and the United States, (b) the principal trading marketfor securities of the issuer is outside Canada and the UnitedStates, (c) the issuer is organized under the laws of a jurisdictionother than Canada and the United States, or (d) the issuer hassignificant assets or a principal office outside Canada and theUnited States.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, two shareholders held

54.73% and 11.81%, respectively, of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• small company risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is medium. Since the Fund hasbeen in existence for less than 3 years, and hence there is

insufficient data to calculate a meaningful standard deviation(which is used as a measure of risk), TDAM has reviewed thestandard deviation of the Underlying Fund to determine the riskrating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for medium to long-term investorswho:• already have sufficient Canadian and U.S. investments and

are seeking geographic diversification outside of NorthAmerica

• are contributing to the growth component of a diversifiedportfolio

• are investing outside a registered plan and want the flexibilityof switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• can handle the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 28.29 89.18 156.32 355.83

F-Series ($) 13.33 42.01 73.63 167.60

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

188

TD Mutual Funds

TD Asian Growth ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Asia ex-Japan Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.25%* (excluding GST and HST)F-Series – Up to 1.25%* (excluding GST and HST)

Administration fee Advisor Series – 0.35% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Asian Growth Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in, or gainingexposure to, equity securities of issuers in Asia and Australasia,excluding Japan.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to equity securities of issuers in Asia and Australasia,excluding Japan. Such exposure may be obtained in one ormore of the following ways, and in any combination:• by investing in units of TD Asian Growth Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

When investing directly in equities, the Fund considers issuersto be in Asia or Australasia, other than Japan, if: (a) the issuerderives significant revenue from goods produced, sales made orservices rendered in that area, (b) the principal trading marketfor the securities of the issuer is in that area, (c) the issuer isorganized under the laws of a jurisdiction in that area, or(d) the issuer has significant assets or a principal office in that area.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:

• gain exposure to equity instruments without actuallyinvesting in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser of the Underlying Fund employs a growth-at-a-reasonable-price style in order to add value over the longer

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TD Mutual Funds TD Asian Growth Class

term. Investments are subjected to a rigorous analysis using aframework based on four key factors: quality, growth, value andpositive change. This framework is used to identify mispricedsecurities with improving or deteriorating fundamentals. Thisprocess constantly identifies investments for the UnderlyingFund that can be evaluated on a consistent basis. To assist in the management of risk and to provide a framework forportfolio construction, the portfolio adviser also employs a top-down country selection overlay within the investment process.

The Underlying Fund considers issuers to be in Asia orAustralasia, other than Japan, if: (a) the issuer derives significantrevenue from goods produced, sales made or services renderedin that area, (b) the principal trading market for the securities ofthe issuer is in that area, (c) the issuer is organized under the lawsof a jurisdiction in that area, or (d) the issuer has significantassets or a principal office in that area.

The Underlying Fund may use specified derivatives, such as options, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

The Underlying Fund’s portfolio turnover rate, which may begreater than 70% in a year, indicates how actively the portfolioadviser manages the Underlying Fund’s portfolio. The higherthe portfolio turnover rate in a year, the greater the tradingcosts payable by the Underlying Fund in the year, and thegreater the chance of an investor receiving taxable distributionsin the year. There is not necessarily a relationship between ahigh turnover rate and the performance of the UnderlyingFund, or of the Fund. For more information, see Income taxconsiderations for investors in the first part of this document.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, two shareholders held

45.18% and 27.97%, respectively, of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk• specialization risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. Since the Fund has beenin existence for less than 3 years, and hence there is insufficientdata to calculate a meaningful standard deviation (which isused as a measure of risk), TDAM has reviewed the standarddeviation of the Underlying Fund to determine the risk rating of the Fund. For more information, see Investment riskclassification methodology in Your guide to understandingthe Fund Profile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to the economies of Asia (other than Japan)

and/or Pacific nations• contributing to the growth component of a diversified

portfolio• investing outside a registered plan and want the flexibility of

switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• very comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 30.14 95.00 166.51 379.03

F-Series ($) 14.45 45.56 79.86 181.78

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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TD Emerging Markets ClassA Class of TD Mutual Funds Corporate Class Ltd.

Fund details

Fund type Emerging Markets Equity

Securities offered Shares of a class of a mutual fund corporation:Advisor SeriesF-Series

Start date Advisor Series and F-Series – September 7, 2010

The Fund was formed on July 19, 2010.

Portfolio adviser TD Asset Management Inc. (TDAM)

Management fee Advisor Series – Up to 2.25%* (excluding GST and HST)F-Series – Up to 1.25%* (excluding GST and HST)

Administration fee Advisor Series – 0.35% (excluding GST and HST)

* The Fund may invest in an underlying fund which may pay a management fee. However, no management fees are payable by the Fund that, to a reasonable person, wouldduplicate a fee payable by the underlying fund for the same service.

TD Emerging Markets Class

What does the Fund invest in?

Investment objectives

The fundamental investment objective is to seek to achievelong-term capital growth by investing primarily in, or gainingexposure to, equity securities of issuers in emerging countries.

The fundamental investment objective may only be changedwith the approval of a majority of shareholders, given at ameeting called for that purpose.

Investment strategies

The portfolio adviser seeks to achieve the fundamentalinvestment objective of the Fund by obtaining exposureprimarily to equity securities of growth-oriented companies inemerging markets. Such exposure may be obtained in one ormore of the following ways, and in any combination:• by investing in units of TD Emerging Markets Fund (the

“Underlying Fund”);• by investing directly in such equities;• through the use of derivatives to gain exposure to such

equities.

The Fund determines, from time to time, which countriesconstitute an emerging country. Currently, it considers anemerging country to be a country within the MSCI EmergingMarkets Index. This may be changed by the Fund from time totime without notice or approval.

When investing directly in equities, the Fund considersissuers to be in an emerging country if: (a) the issuer derivessignificant revenue from goods produced, sales made orservices rendered in an emerging country, (b) the principaltrading market for the securities of the issuer is in an emergingcountry, (c) the issuer is organized under the laws of anemerging country, or (d) the issuer has significant assets or aprincipal office in an emerging country.

The Fund may use specified derivatives, such as options,futures and forward contracts, as permitted by Canadiansecurities laws to, among other things:• gain exposure to equity instruments without actually

investing in them directly (including when owning thederivative investment is more efficient or less costly thanowning the equity instrument itself)

• reduce the risk associated with currency fluctuations• enhance income• provide downside risk protection for one or more stocks

The Fund may hold money market instruments or cash to meetits obligations under the derivatives instruments.

In some market conditions, the Fund may invest a portion ofits assets in short-term or other debt securities.

The Fund may engage in securities lending, repurchase orreverse repurchase transactions in a manner consistent with itsinvestment objectives and as permitted by Canadian securitiesregulatory authorities. For more information, see Securitieslending, repurchase and reverse repurchase transactions inYour guide to understanding the Fund Profile in the firstpart of this document.

A shareholder of the Fund does not have ownership rights insecurities of the Underlying Fund. Where TDAM is the managerof both the Fund and the Underlying Fund in which the Fundhas invested, TDAM will not exercise the right to vote that isattributable to the securities of the Underlying Fund. TDAMmay arrange for these securities to be voted by shareholders ofthe Fund. However, given the costs and complexity of doing so,TDAM may not arrange for a flow-through of voting rights.

We may change the Fund’s investment strategies at ourdiscretion without notice or approval.

Information about the Underlying Fund

The portfolio adviser seeks to achieve the fundamental investmentobjective of the Underlying Fund by investing primarily in growth-

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oriented equity securities in emerging markets. The investmentapproach combines top-down country allocation with bottom-up stock selection. Investment selection criteria include attractivegrowth characteristics, reasonable valuations and managementthat has a strong shareholder value orientation. The UnderlyingFund invests in equity securities by purchasing common andpreferred shares and may hold fixed income securities as anequity substitute when debt is the preferred way to access amarket. The Underlying Fund will be managed so as to beinvested in a diversified portfolio of securities of issuers inemerging countries. Under normal conditions, at least 65% ofthe Underlying Fund’s total assets will be invested in securitiesof issuers in emerging countries. However, in some marketconditions, it may also hold short-term securities.

The Underlying Fund determines, from time to time, whichcountries constitute an emerging country. Currently, it considersan emerging country to be a country within the MSCI EmergingMarkets Index. This may be changed by the Underlying Fundfrom time to time without notice or approval.

The Underlying Fund considers issuers to be in an emergingcountry if: (a) the issuer derives significant revenue from goodsproduced, sales made or services rendered in an emergingcountry, (b) the principal trading market for the securities ofthe issuer is in an emerging country, (c) the issuer is organizedunder the laws of an emerging country, or (d) the issuer hassignificant assets or a principal office in an emerging country.

The Underlying Fund may use specified derivatives, such asoptions, futures and forward contracts, as permitted byCanadian securities laws, in the same manner as the Fund.

The Underlying Fund may engage in securities lending,repurchase or reverse repurchase transactions in the samemanner as the Fund.

In some market conditions, the Underlying Fund may investa portion of its assets in short-term or other debt securities.

For more information on the Underlying Fund, see its FundProfile.

What are the risks of investing in the Fund?Risks of investing in the Fund may include:• commodity risk• derivatives risk• equity risk• foreign currency risk• fund-of-funds risk• international market risk• large investor risk (as at June 28, 2011, one shareholder

held 24.27% of the shares of the Fund)• liquidity risk• multi-class risk• repurchase and reverse repurchase agreements risk• securities lending risk• series risk

These and other risks, which may also apply to the Fund, aredescribed under the heading Fund-specific risks in the firstpart of this document.

The risk rating of the Fund is high. Since the Fund has been inexistence for less than 3 years, and hence there is insufficientdata to calculate a meaningful standard deviation (which is usedas a measure of risk), TDAM has reviewed the standard deviationof the Underlying Fund to determine the risk rating of the Fund.For more information, see Investment risk classificationmethodology in Your guide to understanding the FundProfile in the first part of this document.

Who should invest in the Fund?The Fund may be suitable for long-term investors who are:• seeking exposure to developing economies and currencies

around the globe• contributing to the growth component of a diversified

portfolio• willing to accept some short-term volatility for potentially

higher long-term returns• investing outside a registered plan and want the flexibility of

switching to other Classes of TD Mutual Funds CorporateClass Ltd. without realizing capital gains

• very comfortable with the ups and downs of the stock market

For more information about how TDAM has determined thelevel of investor risk tolerance that would be appropriate forinvestment in the Fund, see Who should invest in the Fund?in Your guide to understanding the Fund Profile in the firstpart of this document.

Distribution policyThe year end of TD Mutual Funds Corporate Class Ltd. is May 31. Ordinary dividends, if any, are paid annually in Mayand capital gains dividends, if any, are paid annually within 60 days of year end.

Fund expenses indirectly borne by investorsMutual funds pay for some expenses out of fund assets. Thatmeans investors in a mutual fund indirectly pay for theseexpenses through lower returns.

The following table is intended to help you compare thecumulative cost of investing in this Fund with the cost ofinvesting in other mutual funds. This example assumes that: (i) you invest $1,000 in shares of the Fund for the time periodsindicated; (ii) your investment has an annual 5% return; and (iii) the Fund’s MER for the Series shares during the 10-year periodremains the same as that incurred in its last financial year.

Although your actual costs may be higher or lower, basedon these assumptions, your costs would be:

1 year 3 years 5 years 10 years

Advisor Series ($) 29.52 93.06 163.12 371.30

F-Series ($) 14.35 45.24 79.29 180.49

See Fees and expenses in the first part of this documentfor more information on the costs of investing in the Fund thatare not included in the calculation of the MER.

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Glossary

American Depository Receipts (ADRs)See depository receipt.

asset-backed commercial paper (ABCP)A short-term debt obligation issued by a special purpose vehicle(such as a trust) that is backed by specific pools of assets suchas trade or credit receivables, equipment leases, mortgages orpersonal lines of credit. Bank-sponsored ABCP, while notguaranteed by the sponsoring bank, typically has “global-style”liquidity and transparency. It is generally not leveraged and isbacked by mainly traditional assets as listed above. By contrast,non-bank-sponsored ABCP is sponsored by third-party conduitsoperated by non-bank financial institutions, tends to be highlyleveraged and is backed by a mix of traditional and non-traditional assets.

bankers’ acceptanceThese are short-term promissory notes issued by corporationswith the unconditional guarantee of a major Canadianchartered bank. They are sold at a discount to mature at par value.

benchmarkBenchmarks are widely recognized indices that are used tocompare portfolio or mutual fund returns to a given market.

bondAny interest-bearing government or corporate security thatobligates the issuer to pay the bondholder interest at apredetermined rate, usually at specific intervals, and to repaythe principal amount of the security at maturity.

bottom-up investingAn investment approach that focuses on the analysis ofindividual stocks before considering the impact of economictrends or market cycles. Stocks that are considered attractivedespite economic trends or market cycles, are purchased basedon this analysis.

closed-end fundsA type of fund that has a fixed number of shares or units thatare bought and sold on stock exchanges or over the countermarkets, and may trade above or below their net asset value.Unlike open-end mutual funds, closed-end funds do not issueand redeem shares or units on a continuous basis.

commercial paperShort-term obligations issued by corporations that are generallynot secured by company assets. They are sold at a discount tomature at par value.

common share (stock)A security that represents ownership in a corporation. Ownerstypically are entitled to vote on the selection of directors andother important matters as well as to receive dividends, whendeclared, on their holdings. In the event that a corporation isliquidated, the claims of secured and unsecured creditors andowners of bonds and preferred stock take precedence over theclaims of those who own common shares.

convertible securityA security that can be converted into another security. Forexample, convertible bonds or preferred shares can beconverted into a set number of common shares of the samecompany at a given price.

counterpartyThe opposite side or party in a derivative transaction.

country fundA fund that restricts its holdings to the investment instrumentsavailable in a single country.

debentureA bond unsecured by any pledge of property. It is supported bythe general credit of the issuing corporation.

debt instrumentWritten promise to pay a debt; for example, a bill, note, bond,banker’s acceptance, certificate of deposit, or commercialpaper.

depository receiptA negotiable financial instrument issued by a bank to represent aforeign company’s publicly traded securities. The trust companyor bank (depository) issues depository receipts against thesecurities, and these are traded as depository receipts in thedepository’s home market. They allow investors to avoid theinconvenience of dealing with foreign markets and currencyexchanges. The most common types are American DepositoryReceipts (ADRs), which trade in the United States.

derivativesA contract whose value is based on the performance of an underlying financial asset, index or other investment.Derivatives, such as an option or future, are available based onthe performance of assets, interest rates, currency exchangerates, and various domestic and foreign indices.

diversificationManaging risk by putting assets in several different investmentswith a view to reducing the impact of any one security in aportfolio. For example, you may diversify by investing indifferent asset classes such as stocks, bonds and money marketinstruments or investing in several different countries.

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dividendA per share payment designated by a company’s board ofdirectors to be distributed among shareholders.

equityStocks or shares representing an ownership interest in acorporation.

exchange-traded fund (ETF)A non-redeemable investment fund that holds the samesecurities as those included in a particular index, and in thesame proportion. ETFs are traded like stocks on an exchangeand can experience price changes during the day as they arebought and sold.

forward contractAn agreement to buy or sell a specific quantity of a commodity,government security, foreign currency, or other financialinstrument at a specified price on a future specified date.Forward contracts are not traded on a public commodityexchange.

futures contractSimilar to a forward contract, except it has standard terms andconditions and is traded on a public commodity exchange.

global fundA fund that invests in the securities of companies locatedanywhere in the world, including Canada and the United States.

guaranteed investment certificate (GIC)A deposit instrument most commonly available from Canadianbanks, trust companies and other financial institutions, requiringa minimum investment and paying a predetermined rate ofinterest for a stated term.

hedgeA strategy used with a view to offsetting or reducing aninvestment risk. For instance, the use of forward contracts tolock in exchange rates for converting a foreign currency.

hybrid investment or securityInvestment that combines the characteristics of two differenttypes of investments. For example, a structured note, which is aform of a bond, may have the interest rate it pays tied to therise and fall of the price of a commodity or an equity security.

indexA statistical measure of a portfolio of stocks or bondsrepresenting a particular market or a portion of it.

index participation securitiesSecurities of a fund that trade on a major securities exchange.Like index mutual funds, index participation securities aredesigned to track the performance of a certain index byinvesting in the constituent companies included in that index.Like the stocks in which they invest, shares can be tradedthroughout the trading day.

international fundA fund that invests primarily in the securities of companieslocated anywhere in the world outside of Canada and theUnited States.

liquidityThe ease with which an investment may be converted to cashat a reasonable price.

money market securitiesShort-term debt securities maturing in one year or less. Theseinclude treasury bills, bankers’ acceptances, commercial paper,discount notes and guaranteed investment certificates.

mortgageA contract in which the borrower of money pledges real estateas collateral for the loan.

mortgage-backed security (MBS)A debt security that gives you a share of the payments from apool of mortgages. An MBS pays monthly income, which is acombination of interest and a portion of the principal of theunderlying mortgages.

National Instrument(s) 81-10(_)A series of rules and policies issued by the Canadian SecuritiesAdministrators that regulate all prospectused mutual funds inCanada. For more information, please seehttp://www.osc.gov.on.ca.

noteUnsecured written promise to pay a specified amount to acertain entity on demand or on a specified date with or without interest.

optionA derivative giving the holder the right, but not the obligation,to buy or sell an asset at a predetermined price within a fixedperiod of time. In exchange for that right, the option holder (orbuyer) pays the option writer (or seller) a premium. If the rightis not exercised by the specified date, the option expires andthe buyer forfeits the premium.

portfolio adviserThe person or entity with responsibility for investing the assetsor providing investment advice to a mutual fund.

preferred shareA security of a company which entitles the owner to certainspecified rights (notably the right to receive dividends) “inpreference” to the rights of holders of common shares.

private placementThe issuance and sale of securities without a prospectus to agroup of investors, such as life insurance companies, trustcompanies, pension funds, mutual funds, and venture capitalcompanies.

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real return bondA bond that provides the investor with a real rate of returnafter giving effect to inflation. The “real rate of return” is thedifference between the rate of inflation and the nominalinterest rate on the investment. Accordingly, a real return bondis different from a conventional bond in that the “real” yield tomaturity is known at the time the bond is issued. The nominalyield and cash flow amounts are unknown, as they are adjustedto take into account the rate of inflation throughout the life of the bond. For example, an investor who purchases a realreturn bond with a 4% real interest rate would receive interestpayments equal to 6% if the applicable inflation rate was 2%.

standard deviationA calculation used to determine how much a set of numbersvaries from the average of those numbers. In the context ofmutual fund performance, standard deviation indicates howoften a fund’s three (or five) year performance differs from the fund’s historical average return. A low standard deviationindicates that fund performance is typically close to the fund’saverage performance. Conversely, a high standard deviationindicates that a fund’s performance can vary quite a bit.

start dateThe date that a particular series of securities of a Fund is firstavailable for sale to the investing public.

strategic asset allocationAn investment strategy that involves taking a medium- to long-term view on the markets and rebalancing a fund’s/portfolio’sweights in various asset classes periodically with a view toobtaining a target asset mix.

swapAgreement between two or more parties to exchange paymentobligations of two (or more) securities without exchanging theunderlying securities.

top-down investingAn investment approach that begins with an analysis of trendsin the general economy before specific industries or sectors areconsidered. Stocks that are considered attractive within selectedindustries or sectors are purchased based on this analysis.

treasury billA short-term government debt security, also referred to as a “T-bill”. Treasury bills are sold at a discount and then mature attheir par value. The difference between the issue price and thepar value is in effect the interest payment.

warrantA type of derivative security, usually issued together with bonds or preferred shares, that entitles the holder to buy aproportionate amount of common stock at a specified priceover a specified period.

yield curveA graphic line chart that shows the relationship among yields ofsimilar bonds with different maturity dates.

Additional information about the Funds is available in the Funds’ Annual Information Form, fund facts, management reports offund performance and financial statements. These documents are incorporated by reference into this Simplified Prospectus, whichmeans that they legally form part of this document just as if they were printed as a part of this document.

You can obtain these documents, free of charge, by calling your Financial Advisor; TDAM toll-free at 1-800-588-8054; or bysending an e-mail to tdadvisor@td.com.

These documents and other information about the Funds, such as information circulars and material contracts, are also availableat www.tdassetmanagement.com or at www.sedar.com.

MANAGER OF TD MUTUAL FUNDS:TD Asset Management Inc.Toronto Dominion Bank TowerToronto-Dominion CentreP.O. Box 100Toronto, OntarioM5K 1G8

Tel: 1-800-588-8054

598122 (07/11)

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®/ The TD logo and other trade-marks are the property of The Toronto-Dominion Bankor a wholly-owned subsidiary, in Canada and/or other countries.

TD MUTUAL FUNDS