Result of AGM

City Merchants High Yield Trust Limited

Result of AGM

Result of the Annual General Meeting of City Merchants High Yield Trust Limited held on

14 June 2016:

All of the resolutions put to shareholders at the Meeting were passed on a show of hands.

Proxy votes lodged with the Registrar in respect of each resolution were as follows:

Resolution	Votes For (including votes at the discretion of the Chairman	Votes Against	Votes Withheld
Ordinary Resolution
1	16,169,819	3,500	1,200
2	16,132,814	18,790	22,915
3	16,169,096	5,423	0
4	16,155,796	13,386	5,337
5	16,162,033	7,149	5,337
6	16,160,389	8,793	5,337
7	16,160,431	7,784	6,304
8	16,160,389	14,130	0
9	16,172,443	2,076	0
10	16,168,340	2,577	3,602
Special Resolution
11	16,142,278	17,786	14,455
12	16,137,340	15,997	21,182
13	15,717,622	454,455	2,442

Total Voting Rights were 87,617,459.

The full text of the resolutions passed was as follows:

Ordinary Resolutions:

The following Ordinary Resolutions were passed at the Annual General Meeting held on 14 June 2016:

1. To receive the Annual Financial Report for the year ended 31 December 2015.

2. To approve the Report on Directors’ Remuneration and Interests.

3. To approve the Company’s Dividend Payment Policy to pay four quarterly dividends to

shareholders in May, August, November and February in respect of each accounting year.

4. To re-elect Mr Clive Nicholson a Director of the Company.

5. To re-elect Mr Philip Taylor a Director of the Company.

6. To re-elect Mr Philip Austin a Director of the Company.

7. To re-elect Mr John Boothman a Director of the Company.

8. To re-elect Mrs Winifred Robbins Director of the Company.

9. To appoint PricewaterhouseCoopers LLP as the Company’s auditor and authorise the Audit Committee to determine their remuneration.

10.  THAT, in accordance with Article 158 of the Company’s Articles of Association, the Directors of the Company be and they are hereby released from their obligation pursuant to such Article to convene a general meeting of the Company within six months of the AGM at which a special resolution would be proposed to wind up the Company.

Special Resolutions:

11. THAT, pursuant to Article 14.1 of the Company’s Articles of Association, the Directors be and are hereby empowered to issue shares, up to 10% of the existing shares in issue at the time of the AGM, without pre-emption.

12. THAT, pursuant to Article 8.2 of the Company’s Articles of Association and Article 57 of the Companies (Jersey) Law 1991 as amended (the Law), the Company be generally and unconditionally authorised:

  (a) to make purchases of its issued ordinary shares of no par value (Shares) to be cancelled or held as treasury shares provided that:

          (i) the maximum number of Shares hereby authorised to be purchased shall be 14.99% of the Company’s issued ordinary shares, this being 13,133,857 on the date of the Annual General Meeting;

                   (ii) the minimum price which may be paid for a Share is 1p;

      (iii) the maximum price, exclusive of expenses, which may be paid for a Share is an amount equal to 105% of the average of the middle market quotations for a Share taken from the London Stock Exchange Daily Official List for the five business days immediately preceding the day on which the Share is purchased; and

      (iv) the authority hereby conferred shall expire on the earlier of the conclusion of the next AGM of the Company held after passing of this resolution or 15 months from the date of the passing of this resolution, whichever is the earlier.

13. THAT, the period of notice required for general meetings of the Company (other than AGMs) shall not be less than 14 days.

15 June 2016

Contact:

Hilary Jones

R&H Fund Services (Jersey) Limited

Telephone: [phone]