ex996

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Bharat Masrani, Group President and Chief Executive Officer of The Toronto-Dominion

Bank, certify the following:

Review

: I have reviewed

the interim financial report and interim MD&A (together, the

"interim filings") of The Toronto-Dominion Bank (the "issuer") for the interim period

ended April 30, 2024.

No misrepresentations

: Based on my knowledge, having exercised reasonable

diligence, the interim filings do not contain any untrue statement

of a material fact or omit

to state a material fact required to be stated or that is necessary

to make a statement not

misleading in light of the circumstances under which it was

made, with respect to the

period covered by the interim filings.

Fair presentation

: Based on my knowledge, having exercised reasonable diligence,

the interim financial report together with the other financial

information included in the

interim filings fairly present in all material respects the financial condition,

financial

performance and cash flows of the issuer, as of the date of and for the periods

presented in the interim filings.

Responsibility

: The issuer's other certifying officer(s) and I are responsible for

establishing and maintaining disclosure controls and procedures

(DC&P) and internal

control over financial reporting (ICFR), as those terms are defined

in National Instrument

52-109

Certification of Disclosure in Issuers' Annual and Interim Filings

, for the issuer.

Design

: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the

issuer's other certifying officer(s) and I have, as at the end of the period covered

by the

interim filings

(a) designed DC&P,

or caused it to be designed under our supervision, to

provide

reasonable assurance that

(i) material information relating to the issuer is made known

to us by others,

particularly during the period in which the interim filings are being

prepared; and

(ii) information required to be disclosed by the issuer in its annual filings,

interim

filings or other reports filed or submitted by it under securities legislation

is recorded,

processed, summarized and reported within the time periods specified

in securities

legislation; and

(b) designed ICFR, or caused it to be designed under our supervision,

to provide

reasonable assurance regarding the reliability of financial

reporting and the preparation

of financial statements for external purposes in accordance with the

issuer's GAAP.

5.1

Control framework

: The control framework the issuer's other certifying officer(s)

and I used to design the issuer's ICFR is

based on criteria established in Internal Control

– Integrated Framework issued by the Committee of Sponsoring

Organizations of the

Treadway Commission (the COSO criteria) in 2013.

5.2

N/A

5.3

N/A

Reporting changes in ICFR

: The issuer has disclosed in its interim MD&A any

change in the issuer's ICFR that occurred during the period beginning

on February 1,

2024 and ended on April 30, 2024 that has materially affected, or is reasonably

likely to

materially affect, the issuer's ICFR.

Date: May 23, 2024

/s/ Bharat Masrani

Bharat Masrani

Group President and Chief Executive Officer