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TD Securities
 

Legal and Disclaimers

Terms of Use

General

 

TD Securities means collectively TD Securities Inc., TD Securities (USA) LLC, TD Securities Limited, and certain investments and corporate banking activities of The Toronto-Dominion Bank. References to we, our or us are references to TD Securities. This site is operated by TD Securities. By using or accessing this site, you accept and agree to be bound by and comply with these terms of use. If you do not accept these terms of use do not use or access this site. TD Securities reserves the right, in its sole discretion, to change or update these terms of use at any time and you agree to be bound by such changes and updates. Your continued use or access of this site means that you agree to any changes or updates.

 

Use of Site

 

We not represent or warrant that this website will be accessible at all times and that access will not be interrupted, or that this website will be free of defects, errors, viruses or other harmful components.

 

Links to other websites from this site are for convenience only. No endorsement of any third party products, services or information is expressed or implied by any information, material or content referred to or included on, or linked from or to this site. We are not responsible for any damages you incur in connection with linking to another website.

 

Liability Waiver

 

We are not responsible in any manner for direct, indirect, special or consequential damages, however caused, arising out of your use of this site and/or any web browser, even if we have been advised of the possibility of these damages, including any damages you may suffer if you transmit confidential or sensitive information to us or if we communicate such information to you at your request over the Internet. Your use of the site is not intended to and will not create a legal relationship of any kind between yourself and TD Securities, and will not amend or vary any existing legal relationship.

 

Disclaimer

 

Although the information contained in this site has been obtained from sources that we believe to be reliable, we do not guarantee its accuracy, and as such, the information may be incomplete or condensed. All opinions, estimates and other information included in this site constitute our judgment as of the date hereof. We may change the information and content included in this site at any time without notifying you, and we have no duty to update or correct any information or content included on this site. Information, estimates and opinions on this website are for informational purposes only and is not intended to provide financial, legal, accounting or tax advice and should not be relied upon in that regard. No information or opinion provided on this site is an offer to sell or a solicitation of an offer to buy securities, take any deposits or provide any financing. Our products and services are subject to the terms of any applicable agreement, including applicable disclaimers, restrictions and disclosures.

 

TD Securities and/or affiliated companies or persons may participate in an underwriting of, have a position in, or make a market in, the securities mentioned in this website, including options, futures or other derivative instruments thereon, and may, as principal or agent, buy and sell such products. TD Securities will furnish upon request publicly available information on which the research reports contained within this site are based.

 

Local Laws

 

The site contains material regarding our products and services, and such material, depending on the jurisdiction, may not be applicable or available in all jurisdictions. Every jurisdiction (including every Canadian province and every state in the U.S.) has specific laws regarding the types of products that may be offered to its residents, therefore not all products and services shown on this site may be available in all jurisdictions. Accordingly, we make no representations that material found on this site is appropriate for use in all jurisdictions, or that transactions, securities, products, instruments, services or other offerings discussed on this site are available or appropriate for sale or use in all jurisdictions, or by all investors or counterparties. Please be aware of the laws of your country or that otherwise apply to you in respect of any of the matters described on this site. If you access this site you do so of your own initiative, and are responsible for compliance with the laws that are applicable in your jurisdiction. Users of this site may not necessarily be able to deal directly with all entities whose material is available on this site. No software or information on this site may be downloaded or otherwise exported in contravention of any applicable laws or regulations, including all applicable export control laws and regulations.

 

To Canadian residents: if you wish to effect transactions in any security discussed, please do so through a qualified salesperson of TD Securities Inc. or The Toronto-Dominion Bank, as required by statute. TD Securities Inc. accepts responsibility for the contents of any TD Securities (USA) LLC research reports appearing in this site.

 

To U.S. residents: if you wish to effect a transaction in any security discussed, please do so through a qualified salesperson of TD Securities (USA) LLC or The Toronto-Dominion Bank, as required by statute. TD Securities (USA) LLC accepts responsibility for the contents of any TD Securities Inc. research reports appearing in this site.

 

To European residents: if you wish to effect transactions in any security discussed, please do so through an approved person of TD Securities Limited.

 

To Australia and New Zealand residents: if wishing to effect transactions in any security discussed should do so through a qualified salesperson of The Toronto-Dominion Bank, Australia Branch.

 

Information in this site issued in the U.K. and Europe has been reviewed and approved for issuance by TD Securities Limited and is being issued only to persons who (i) are persons falling within Article 19(5) ("Investment professional") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (e) ("High net worth companies, unincorporated associations, etc.") of the Financial Promotion Order, or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any security discussed may otherwise lawfully be communicated or caused to be communicated. No recipient may pass on the information contained in this site to any person without the prior written consent of TD Securities. TD Securities Inc., TD Securities (USA) LLC, and TD Securities Limited are wholly owned subsidiaries of The Toronto-Dominion Bank. TD Commodity & Energy Trading Inc. is a wholly owned subsidiary of TD Securities Inc. TD Securities Limited is authorised and regulated by the Financial Services Authority. TD Securities Inc. is a Member of the Canadian Investor Protection Fund.

 

Email Disclaimer

 

Email communication including any information transmitted with it is intended only for the use of the addressee(s) and is confidential. If you are not an intended recipient or responsible for delivering the message to an intended recipient, any review, disclosure, conversion to hard copy, dissemination, reproduction or other use of any part of this communication is strictly prohibited, as is the taking or omitting of any action in reliance upon this communication. If you receive a communication in error or without authorization please notify us immediately by return email or otherwise and permanently delete the entire communication from any computer, disk drive, or other storage medium.

 

Trade-marks and Copyright

 

Certain names, words, titles, phrases, logos, icons, graphics or designs in the pages of this web site may constitute trade names, registered or unregistered trade-marks or service marks ("Trade-marks") of The Toronto-Dominion Bank ("TD Bank Group"), other members of the TD Bank Group or of third parties and used under license by TD Bank Group or TD Securities. However, the display of Trade-marks on pages at this site does not imply that any license has been granted to any third party.

 

All information in this site is protected under the copyright laws of Canada and/or other applicable countries. Otherwise, no one has permission to copy, redistribute, reproduce or republish, in any form, any information found in the pages of this site.

 

Any unauthorized downloading, re-transmission, or other copying or modification of Trade-marks or other contents of this site may be a violation of statutory or common law rights which could subject the violator to legal action.

 

Reuters Data

 

Reuters Content is the intellectual property of Reuters Limited. Any copying, re-publication or re-distribution of Reuters Content, including by caching, framing or similar means, is expressly prohibited without the prior written consent of Reuters. Reuters shall not be liable for any errors or delays in content, or for any actions taken in reliance thereon.

 

Reuters, Reuters Dotted Logo and the Sphere Logo are trademarks and registered trademarks of the Reuters Group of companies around the world.

 

For additional information on other Reuters Services please visit the Reuters public website www.reuters.com.

 

Goldman Sachs Methodologies

 

The methodologies and applied algorithmic processes as described herein are patent pending to Goldman, Sachs & Co. TD Securities Inc. is not an affiliate of Goldman, Sachs & Co.

 

Applicable Law

 

TD Securities administers this site from Toronto, Canada. These terms of use shall be governed by the laws of the province of Ontario and the federal laws of Canada applicable therein. You submit and attorn to the exclusive jurisdiction of the courts of the Province of Ontario to finally adjudicate or determine any suit, action or proceeding arising out of or in connection with your use of this site.

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Foreign Account Tax Compliance Act ("FATCA")

> Foreign Account Tax Compliance Act ("FATCA")

 

 

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Europe & Asia-Pacific Regulatory Notices

European Union

 

The Capital Requirements Directive ("CRD") of the European Union establishes a revised regulatory capital framework across Europe governing the amount and nature of capital credit that institutions and investment firms must maintain. In order to ensure adequate transparency of their remuneration structures and the associated risk, Pillar 3 of the CRD requires that institutions disclose general information about the basic characteristics of their remuneration policies and practices and disclose aggregate amounts for staff whose professional activities have a material impact on the institution’s risk profile. In accordance with this requirement, click on TD Global Finance to view the Remuneration Disclosure for TD Global Finance (Ireland).

 

> TD Global Finance - 2016

> TD Global Finance - 2015

> TD Global Finance - 2014

> TD Global Finance - 2013

> TD Global Finance - 2012

> TD Global Finance - 2011

 

Investment Recommendations


Article 20 of the European Union’s Market Abuse Regulation ("MAR") requires market participants who produce or disseminate investment recommendations or other information recommending or suggesting an investment strategy to take reasonable care that such information is objectively presented, and to disclose their interests or indicate conflicts of interest.

 

In accordance with these requirements, click the following links below for relevant information:

> TD Securities disclaimer information

> TD Securities Fixed Income disclosure information

> TD Securities Equities disclosure information (link to TD Securities Equity Research portal login)

 

United Kingdom

 

In the United Kingdom, the Capital Requirements Directive has been implemented by the Financial Conduct Authority ("FCA"). The FCA's predecessor the Financial Services Authority ("FSA") issued Policy Statement PS 10/20 in December 2010 that outlines provisions of the requirement to publicly disclose a firm’s approach to linking its remuneration policy and practices in the promotion of sound and effective risk management. The revised remuneration code incorporates the remuneration provision in CRD 3 and CEBS Guidelines into the UK financial regulatory framework. In accordance with these requirements, click on TD Securities UK to view the respective Remuneration Disclosures. 2011-2015 versions can be accessed below under the TD Securities Limited and TD Bank Europe Limited links. 

 

> TD Securities UK - 2016

 

> TD Securities Limited - 2015

> TD Securities Limited - 2014

> TD Securities Limited - 2013

> TD Securities Limited - 2012

> TD Securities Limited - 2011

 

> TD Bank Europe Limited - 2015

> TD Bank Europe Limited - 2014

> TD Bank Europe Limited - 2013

> TD Bank Europe Limited - 2012

> TD Bank Europe Limited - 2011

 

The Financial Conduct Authority ("FCA") requires that certain policies are made available to clients of UK-regulated firms. In accordance with these requirements, click on the links below to view relevant policies in relation to The Toronto-Dominion Bank, London Branch, TD Bank Europe Limited and TD Securities Limited:

 

> Conflicts Policy

> Terms of Business

> Best Execution Policy

 

Hong Kong

 

> TD Securities - Hong Kong Branch - 2016

> TD Securities - Hong Kong Branch - 2015

 

 

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Compliance with Economic and Trade Sanctions

TD Bank Group ("TD"), including all branches and subsidiaries is committed to complying with all laws and regulations governing its operations in jurisdictions where it does business. These include economic and trade sanctions, imposed against individuals and entities and countries/regions, administered by competent authorities, namely Global Affairs, Canada; the U.S. Treasury's Office of Foreign Assets Control ("OFAC"); EU Council (and national authorities in applicable EU member states) and other sanctions setting bodies in countries where TD operates.

 

Sanctions prohibit or restrict TD from engaging in activities involving sanctioned individuals and entities (commonly referred to as designated persons or specially designated nationals) and sanctioned countries and regions. Depending on the nature of the sanctions and internal policy, TD may be required to take action including but not limited to, rejecting/declining to process transactions and/or restricting access to certain products and services. In some cases TD may be required by law to freeze assets if they are owned, controlled by, or for the benefit of a sanctioned individual and entity.

 

TD takes reasonable and appropriate steps to ensure its products and services are not used to violate or circumvent applicable economic and trade sanctions and expects its customers to comply with applicable laws and regulations, and not knowingly contravene sanctions through their activities with TD, or through TD products or services. Should TD become aware that products or services have been, or are being, used to conduct or facilitate any prohibited or unlicensed activity, we will take steps to prevent such activity, including termination of a customer relationship.

 

 

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U.S. Regulatory Notices

Notice Regarding TD Securities' Customer Identification Program

 

To help the government fight the funding of terrorism and money laundering activities, federal law requires TD Securities (USA) LLC ("TD Securities USA") to obtain, verify and record information that identifies each person who opens an account. When you an open an account, we will ask for your name, address, tax identification number, date of birth (as applicable) and other information, including certain identifying documents, that will allow us to identify you. We may also ask to seek to obtain or verify certain information about you from third parties. Any failure to fully comply with, or consent to, such requirements may lead to failure to establish, or the termination of, an account or service relationship.

 

Notice Regarding the Unlawful Internet Gambling Enforcement Act of 2006

 

The Unlawful Internet Gambling Enforcement Act of 2006 (“UIGEA”) and the Federal Reserve Board’s Regulation GG prohibit any person engaged in the business of betting or wagering from knowingly accepting payments in connection with the participation of another person in unlawful Internet gambling.  The term “unlawful internet gambling,” as used in this Notice, shall have the meaning set forth in 12 C.F.R. Section 233.2(bb). Transactions prohibited by UIGEA (“restricted transactions”) generally include, but are not limited to, those transactions or transmittals in which credit, electronic fund transfers, checks, drafts or wire payments are accepted by gambling businesses in connection with the participation of others in Internet gambling.  Restricted transactions are prohibited from being processed in or through your account or relationship with TD Securities USA.  TD Securities USA reserves the right to stop payment and/or to suspend or terminate your account or relationship if you attempt to process restricted transactions in or through your account or relationship, or if TD Securities USA has reason to believe such activity is occurring.

 

Notice Regarding Section 311 of the USA PATRIOT Act

 

Pursuant to U.S. regulations issued under Section 311 of the USA PATRIOT Act, 31 C.F.R. Chapter X, Part 1010.651 through and including Part 1010.670, TD Securities USA is prohibited from establishing, maintaining, administering or managing an account for, or on behalf of any prohibited financial institutions as determined by FinCEN. In addition, TD Securities USA will not conduct business with any financial institutions for which FinCEN has issued proposed rules with respect to including such entities on the prohibited financial institutions list. 

 

The Section 311 Special Measures regulations also require that TD Securities USA notify you that your correspondent account with our financial institution may not be used to provide access or services to any of the jurisdictions or financial institutions, their branches, offices, or subsidiaries in any jurisdiction, listed below. If we become aware that any of the jurisdictions or financial institutions, their branches, offices, or subsidiaries in any jurisdiction listed below is directly or indirectly using the correspondent account you hold at our financial institution, we will be required to take appropriate steps to prevent such access, including, where necessary, terminating your account.

 

The most recent listing of prohibited financial institutions promulgated by FinCEN, as of July 7, 2017, is as follows: 

  • Banco Delta Asia (including its subsidiaries Delta Asia Credit Limited and Delta Asia Insurance Limited)
  • Commercial Bank of Syria (including its subsidiary Syrian Lebanese Commercial Bank)
  • Any Burmese banking institution (except to the extent permitted by 31 C.F.R. 1010.651(b)(3))
  • FBME Bank Ltd. (formerly known as Federal Bank of the Middle East, Ltd.)
  • Any bank or financial institution of the Democratic People’s Republic of Korea

There are proposed rules pending that seek to include the following financial institutions on the above referenced list of prohibited financial institutions promulgated by FinCEN:

  • Halawi Exchange Co.
  • Any banking institution of the Islamic Republic of Iran
  • Kassem Rmeiti & Co. For Exchange (including Rmaiti Group SAL and Societe Rmail SARL (STE Rmeiti))
  • Bank of Dandong

TD Securities USA may, from time to time, update this notice to include jurisdictions or entities that are added to this list as new restrictions are proposed or issued. Current listings of entities subject to final or proposed rules under Section 311 can be found on the FinCEN website.

 

> TD's USA PATRIOT Act Certification

> TD's Wolfsberg Questionnaire

> TD's AML Statement

> TD's Annual Information Form

 

 

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Business Continuity Plan Disclosure (FINRA Rule 4370)

TD Securities (USA) LLC is required to disclose to its customers how it plans to address the possibility of a significant business disruption and how TD Securities (USA) LLC plans to respond.

 

> TD Securities (USA) LLC Business Continuity Plan Disclosure - (FINRA Rule 4370)

 

 

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Statement on Routing of Customer Orders (SEC Rule 606)

TD Securities (USA) LLC is required to make publicly available, on a quarterly basis, a report of its routing of U.S. equity and option orders.

 

> TD Securities (USA) LLC Statement on Routing of Customer Orders - (SEC Rule 606)

 

 

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Information Concerning TD's Settlement with OFAC

On January 13, 2017, The Toronto-Dominion Bank ("TD") reached an agreement with the U.S. Treasury's Office of Foreign Asset Control ("OFAC") regarding alleged violations that occurred between 2003 and 2011 of certain U.S. sanctions programs relating to Iran and Cuba. The settlement resolves OFAC’s investigation into apparent violations stemming from transactions which occurred within TD's Trade Finance, Commercial and Retail Banking businesses in Canada, and within its European Wealth businesses (wholly owned subsidiaries Internaxx Bank SA and TD Waterhouse Investment Services (Europe) Limited). These matters exclusively involved TD Operations outside of the United States and did not involve any of TD's businesses other than those referenced above and in the settlement agreement.

 

TD voluntarily self-disclosed the historic transactions, undertaken by TD customers, after they were identified as part of a proactive internal compliance review. At all times TD cooperated fully with OFAC in their investigation. The activity was specifically not considered egregious and OFAC publicly acknowledged that TD took a “robust remedial response.” The total settlement agreement amount of US$516,105 fully resolves OFAC’s concerns.

 

TD takes compliance very seriously and has a robust global sanctions compliance program, including policies, procedures and controls aimed at mitigating risk and detecting such issues. Shortly before identifying these issues, TD took steps to enhance its sanctions compliance function in all jurisdictions where it operates.

 

Detailed information concerning TD's settlement with OFAC can be found here:

 

> TD's Settlement with OFAC

 

Information concerning TD's AML and Sanctions Compliance Program is available here:

 

> TD's AML Statement

 

A copy of TD's Wolfsberg Questionnaire is available here:

 

> TD's Wolfsberg Questionnaire

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August 20, 2017
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