Community Reinvestment Act Committee Charter
for City National Corporation (ticker symbol: CYN)
Reaffirmed December 15, 2009

I. Purpose

The Community Reinvestment Act (CRA) Committee is appointed by the Board of Directors to assist the Board in fulfilling its oversight responsibilities in respect of:

• The Corporation’s policy concerning CRA activities.
• The Corporation’s compliance with the CRA.

The CRA Committee has the authority to conduct investigations appropriate to fulfilling its responsibilities. The CRA Committee has the ability to retain, at the Corporation’s expense, special legal, accounting or other consultants or experts it deems necessary in the performance of its duties.

II. Composition and Meetings

The CRA Committee shall be comprised of three or more directors as determined by the Board of Directors. CRA Committee members, including a Chair, shall be appointed by the Board of Directors on recommendation of the Compensation, Nominating & Governance Committee and serve at the pleasure of the Board. If the CRA Committee Chair is not present at a meeting of the Committee, one of the other members of the Committee will preside at any meeting.

The Committee shall meet at least quarterly or more frequently as circumstances require. The Chair of the Committee or a majority of its members may call a meeting of the Committee in addition to regularly scheduled meetings. The CRA Committee shall fix its own rules of procedure which shall be consistent with the Corporation’s By-Laws and this Charter. The CRA Committee may form subcommittees for any purpose that it deems appropriate and may delegate to such subcommittees such power and authority as it deems appropriate.

III. Responsibilities and Duties

The CRA Committee shall:

1. Review and reassess the adequacy of this Charter periodically and not less than annually and recommend changes to the Board of Directors or any appropriate Committee of the Board when necessary;
2. Review the Bank’s overall policy and goals concerning CRA activities;
3. Review the Bank’s compliance with CRA laws, rules and regulations;
4. Receive and review the reports of examination of the Bank by regulatory authorities concerning CRA compliance, consider the responses of management with respect thereto and render a report to the Board with respect thereto;
5. Review examples of CRA-related community relationships and special initiatives in the communities in which the Bank operates;
6. Evaluate the Bank’s CRA performance quarterly;
7. Periodically review the Bank's assessment area to ensure that low-to-moderate income neighborhoods are not arbitrarily excluded;
8. Review and monitor the Bank's CRA performance in helping to meet the credit needs of all the communities the Bank serves;
9. Review and monitor the Bank's CRA investment and service performance;
10. Review and monitor the Bank's CRA outreach and marketing efforts;
11. Review comments from the public on the Bank's record in meeting its obligations under CRA;
12. Provide direction and oversight to Management's maintenance of a constructive dialogue with community groups and their members;
13. Maintain minutes of meetings and periodically report to the Board of Directors on significant results of the foregoing activities;
14. Perform any other activities consistent with this Charter and governing law as the Board of Directors shall specifically delegate to the CRA Committee;
15. Review the establishment, closure and relocation of branch offices;
16. Review the Bank’s multicultural initiative for potential CRA benefits.