Highlands & Lowlands

Directorate Change

Highlands & Lowlands Berhad
17 August 2004

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  *     Company name                                     :    Highlands & Lowlands Berhad ('H&L')
  *     Stock name                                       :    H&L
  *     Stock code                                       :    2402
  *     Contact person                                   :    Megat Nazirudin
  *     Designation                                      :    Company Secretary
  *     Contact number                                   :    03-20902635
        E-mail address                                   :    megat.naziruddin@guthrie.com.my

  *      Date of change                               :    06/30/2004
  *      Type of change                               :    Others
  :                                                        Member of Audit Committee
  *      Directorate                                  :    Independent & Non Executive
  *      Name                                         :    Datuk Khoo Eng Choo
  Age                                                 :    61
  :                                                        Malaysian
  *      Qualifications                               :    Chartered Accountant, U.K.

                                                           Honarary MBA - University of Bath, U.K
  *      Working experience and occupation            :    1. Presently, he is:
                                                           i) Executive Chairman, eckhoo Associates Sdn. Berhad
                                                           ii) Chairman of Malaysian Institute of Management
                                                           iii) Member of Institute of Strategic & International Studies
                                                           iv) Member of Malaysian Business Council

                                                           2. Had served for over a decade prior to 2002 in key         
                                                           leadership positions in Priwaterhouse and Priwaterhouse      
                                                           Coopers in Malaysia, Asia and its world firm.

                                                           3. Also held significant appointments that were made by the  
                                                           Malaysian Government to the Board of Putrajaya Corporation   
                                                           and was involved in the resuscitation and turnaround of      
                                                           financial institutions such as United Asian Bank, Development
                                                           & Commercial Bank, Pan Global Insurance, as well as
                                                           special assignments for government-related entities including
                                                           Yayasan Sabah, Bakun Hydroelectric Corporation and Perwaja   

                                                           4. Had also served as:

                                                           i) Council Member of the Malaysian Association of Certified  
                                                           Public Accountants.

                                                           ii) Council Member of the Malaysian Institute of Accountants 
                                                           and also the Chairman of its Accounting and Auditing         
                                                           Standards Committee and Ethics Committee

                                                           iii) Chairman of Asian Association of Management             
                                                           Organisations comprising
                                                           Management Institutes in Asia, Australia and New Zealand.
  *      Directorship of public companies (if any)    :    1. Powertek Berhad
                                                           2. Kontena Nasional Berhad
                                                           3. MNI Holdings Berhad
                                                           4. Tanjong Public Limited Company
                                                           5. Ranhill Berhad
                                                           6. Kumpulan Guthrie Berhad
                                                           7. Guthrie Property Development Holding Berhad
Family relationship with any director and/or major
shareholder of the listed issuer
  :                                                        No family relationship/not related to any director and/or    
                                                           major shareholder of H&L, except as an independent Director  
                                                           of Kumpulan Guthrie Berhad ('KGB') and a minority shareholder
                                                           of KGB, and does not have any conflict of
                                                           interest with H&L.
  *      Details of any interest in the securities of :    Holds 2,000 shares in KGB, the holding company of H&L.
         the listed issuer or its subsidiaries

  *      Composition of Audit Committee (Name and     :    1. Tan Sri Datuk Chang Min Tat (Chairman) - Independent
         Directorate of members after change)              2. Datuk Mohamed Fadzil Mohd. Yunus - Non-Independent
                                                           3. Datuk Khoo Eng Choo - Independent
                                                           4. Tuan Haji Johari Muhamad Abbas - Independent
  *      Compliance of the Audit Committee with           Yes
         Paragraph 15.10 (1) (c) of the Listing
         Requirements (after change)

         Remarks                                      :

Reference is made to the Company's earlier announcement on 21 April 2004 wherein
it was announced that the majority of the Audit Committee members of the Company
did not comprise independent directors.  However, in relation to the
re-designation of YBhg. Datuk Khoo Eng Choo as an independent Director of H&L
with effect from 30 June 2004 (following the cessation of Datuk Khoo Eng Choo as
a nominee Director of KGB with effect from that date), the Audit Committee of H&
L is in compliance with Paragraph 15.10(1)(b) of the Listing Requirements.

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