• The Board of Directors find the proposals are fundamentally without merit and remains fully committed to act in the best interests of all Shareholders.
• Your Board unanimously recommends that Shareholders VOTE AGAINST all of the Requisitioned Resolutions as soon as possible.

• ✓Has overseen strong performance, with 167% total return in NAV and 220% total return in share price since the current joint fund managers were appointed in October 2015.
• ✓Believes Manulife | CQS and the joint fund managers, who are widely recognised as being leading investors in their field, are the team best placed to continue this strong performance in natural resources sector you have chosen to invest in.
• ✓Is fully independent and has deep experience in investment trusts, natural resources, the UK investment management sector, finance and accounting, and as directors of quoted companies.
• ✓In line with the highest standards of corporate governance, maintains an annual continuation vote, which facilitates 100% cash return should that be the wish of the majority of Shareholders voting.
• ✓Is committed to creating and preserving value for ALL Shareholders.

• ✗Have failed to state how much cash they will return to you.
• ✗Are expected to appoint themselves as manager, as set out in their statement to Shareholders, we believe for their own economic gain.
• ✗Are expected to propose to change your Company's investment policy from the strategy that you selected, to an approach of investing in other trusts for which no track record has been provided.
• ✗Have failed to narrow the discounts of the funds that they have taken control of in the US, compared with their long-term averages, and your investment may become trapped at a long-term discount.
• ✗Have proposed directors who we do not believe to be independent of Saba, with no experience in natural resources and who, despite Saba's misleading claims, appear to have no experience of directing investment trusts.

• Saba (which has built a holding of 29.07%) has requested that CYN convene a general meeting and have invited Shareholders to consider resolutions to remove the current Board of Directors of the Company, and appoint Paul Kazarian of Saba and Marc Loughlin as new directors in their stead.
• The CYN Board considers these proposals to be fundamentally without merit and remains fully committed to act in the best interests of ALL Shareholders.
• All Shareholders are encouraged to VOTE AGAINST the Requisitioned Resolutions to be proposed at the Requisitioned General Meeting and, if the Shareholders do not hold their shares directly, to arrange for their nominee to vote against the Requisitioned Resolutions on their behalf.

• If Saba is successful in this undertaking, it will remove the current Board of Directors and appoint two directors with no apparent experience in the natural resources sector in their stead. It is expected that they will propose Saba as the investment manager in order to introduce a new investment strategy (as outlined in their statement to Shareholders).
• This strategy has not been outlined in detail, but it is expected that Saba intend to change the Company's investment policy away from natural resources to investing in other investment trusts, likely investing outside the sector you chose.
• Saba's potential proposals means that after an initial provision of liquidity, the majority of your investment could be locked in what might become a highly illiquid fund.
• It is highly uncertain that Saba's interests are aligned with long term Shareholders, and introduces a new level of risk for retail investors.

• Your Board has always been, and continues to be, committed to the interests of all Shareholders. A key area of attention is delivering Shareholder value and ensuring the strongest corporate governance and transparency.
• Regular and transparent communication, share buybacks, and a continuation vote provide Shareholders with the tools they need to make an informed investment decision and a voice for the future of their fund.
• The Board is currently reviewing the following:
  • Maintaining the current investment policy and management arrangements, given the best practice annual continuation vote, together with providing liquidity to Shareholders by means of buybacks, tenders and other similar actions;
  • Introducing an increased dividend, to be funded in part by capital growth;
  • Pursuing further discount management mechanisms;
  • Providing a full cash exit at NAV for all Shareholders; and
  • If a suitable partner can be identified, to negotiate terms of a combination with another investment trust or open-ended investment company that would provide an ongoing investment opportunity with a natural resources and energy focus, together with the option of a full cash exit at NAV for all Shareholders.
• Your Board expects to announce the outcome of its current review during the course of the Company's current financial year i.e. by 30 June 2025 at the latest.
• Importantly, your Board believes that implementing any one, or any combination, of these options will represent a much better outcome for Shareholders as a whole, rather than accepting Saba's proposals.

• Saba are manager of two closed-end funds quoted on the NYSE following a similar campaign in July 2020 – Saba Capital Income & Opportunities Fund (“SIOF”), and in November 2023 – Saba Capital Income & Opportunities Fund II (“SIOF-II”).
• It is clear that Saba's proposals in the US have not led to a long-term narrowing of the discount. The liquidity offered through the tenders and net demand for the shares afterwards were inadequate to prevent the discounts reverting to the average.

All Shareholders are encouraged to VOTE AGAINST the Requisitioned Resolutions to be proposed at the Requisitioned General Meeting. Investors who hold their Shares through an investment platform provider or nominee are encouraged to contact their investment platform provider or nominee as soon as possible to arrange for VOTE AGAINST each of the Requisitioned Resolutions to be lodged on their behalf. The Association of Investment Companies' guidance on how to vote through investment platforms can be found on its website (https://www.theaic.co.uk/how-to-vote-your-shares).

Shareholders are requested to complete and return proxy appointments to the Registrar by one of the following means:

1. by completing and signing the Form of Proxy for use in relation to the Requisitioned General Meeting in accordance with the instructions printed thereon and returning it by post, courier or (during normal business hours only) by hand to the Registrar at Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA;
2. by appointing a proxy electronically via the Registrar's online proxy voting service at www.shareview.co.uk (you will need to create an online portfolio using your Shareholder Reference Number on your Form of Proxy);
3. in the case of certain institutional shareholders, by using the Proxymity platform at proxymity.io; or
4. in the case of CREST members, by using the CREST electronic voting service by CREST Proxy Instruction to the Registrar (CREST Participant IDRA19) in accordance with the procedures set out in the notes to the Notice of the Requisitioned General Meeting.

In each case, to be valid the proxy appointments must be completed in accordance with the instructions accompanying it and transmitted so received by the Registrar as soon as possible and, in any event, by no later than 11 a.m. on 31 January 2025.

If you are in any doubt as to the action you should take, you are recommended to seek your own financial and/or legal advice immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser authorised under FSMA if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser.

• If Shareholders do not vote, the resolutions will likely be passed by Saba's 29.07% minority shareholding. In accordance with these resolutions, the Board of Directors will be replaced by two Saba candidates, Paul Kazarian and Marc Loughlin, who have no apparent experience of directing investment trusts and may not be deemed to be independent if they appoint Saba as investment managers.
• It is unclear what strategy they will employ once these changes are effected and introduces a new level of risk to Shareholders.
• The Board of Directors urge you to VOTE AGAINST these proposals.

• The Requisitioned Resolutions will be proposed as ordinary resolutions. Accordingly, in order to be passed, each Requisitioned Resolution will require more than 50% of the votes cast in person or by proxy to be voted in favour of it.
• If Shareholders don't vote against the Saba proposals, its 29.07% position is likely to bulldoze the vote in their favour.
• Shareholders are strongly encouraged to VOTE AGAINST to ensure that Saba's resolutions are not carried as a result of Shareholder inaction.

• The meeting will be held at 11 a.m. on 4 February 2025, at the offices of Dentons UK and Middle East LLP at 1 Fleet Place, London EC4M 7RA, in accordance with the Companies Act 2006 s304.
• Your proxy must be lodged by no later than 11 a.m. on 31 January 2025 in order to be considered valid.
• All Shareholders are encouraged to VOTE AGAINST the Requisitioned Resolutions to be proposed at the General Meeting and, if the Shareholders do not hold their shares directly, to arrange for their nominee to vote against the Requisitioned Resolutions on their behalf.

Timetable:

• Please contact:
  Craig Cleland, Head of Product Development, Investment Trusts,
  Manulife | CQS Investment Management
  craig.cleland@cqsm.com
• You will also be able to ask questions in person at the meeting.

• Visit our website: NCIM – City Natural Resources High Yield Trust – Fund Page
• This includes an archive of trust fact sheets outlining monthly performance against both benchmarks