General and special proxies at a creditors' meeting

Reviewed by EXAD · Reviewed against the law on 5 October 2026 · Last updated 7 October 2026

General information about Australian insolvency law, not legal advice. The practitioner handling the matter decides how it applies.

What is a proxy

A proxy is someone that a creditor chooses to vote on their behalf at the meeting of creditors.

Why would someone appoint a proxy

The two common scenarios where a proxy is appointed are:

If the creditor is a company, it must appoint a person to vote on the company's behalf, or
If the creditor doesn't plan to attend the meeting of creditors, it can nominate a proxy to attend on their behalf.

Do I need to appoint a proxy

ASIC's guides say that creditors who are companies will have to nominate a person as proxy (ASIC INFO 45; ASIC INFO 74), whereas a creditor that is an individual does not need to nominate a proxy if they plan to attend the meeting of creditors in person.

Who should I appoint as proxy

The insolvency rules state that a proxy must be an individual (IPR (Corporations) r 75-150(1); IPR (Bankruptcy) r 75-150(1)).

Whilst the choice of proxy is up to the creditor, commonly the appointed proxy is either:

An employee of the creditor,
The solicitor of the creditor, or
The chairperson of the meeting.

The chairperson of the meeting is regularly nominated as a proxy if the creditor wishes to vote, but does not plan to attend the meeting of creditors.

What are the types of proxy

There are two types of proxies:

Special Proxy: when nominating the proxy, the creditor chooses how the proxy will exercise their votes.
General Proxy: the proxy is allowed to choose how to exercise their votes.

When using EXAD, an email will automatically be sent to your general proxy with a link for them to vote.

How do I appoint a proxy

The rules say that a proxy must be appointed in the approved form (IPR (Corporations) r 75-150(1); IPR (Bankruptcy) r 75-150(1)) and the notice of an upcoming meeting should include enough information explaining how to appoint a proxy (IPR (Corporations) r 75-25(aa)).

When using EXAD, you will be given the option to appoint a proxy when you open the voting screen.

What can my proxy do at the meeting

Your proxy has the same right to speak and vote at the meeting as you would have, subject to anything your proxy form says (IPR (Corporations) r 75-150(2); IPR (Bankruptcy) r 75-150(2)).

A special proxy must vote the way you directed and cannot change your vote at the meeting (ASIC INFO 45; ASIC INFO 74). A general proxy decides for themselves how to vote (ASIC INFO 45; AFSA, Trustee's fees).

If the wording of a resolution is changed after you have directed your special proxy, ASIC says the special proxy's vote on it should not be counted, because you have not said how you would vote on the changed resolution (ASIC INFO 45; ASIC INFO 74).

When does my proxy need to be lodged

Your proxy cannot speak or vote until the proxy form, or a copy of it, has been given to the external administrator (in a bankruptcy, the trustee) or to the person named in the notice of meeting (IPR (Corporations) r 75-150(3); IPR (Bankruptcy) r 75-150(3)).

In a company insolvency, the notice of meeting states the date and time by which proofs of debt and proxies are to be submitted (IPR (Corporations) r 75-40(2)(e); IPR (Corporations) r 75-225(2)(b)(vii)). In a bankruptcy, AFSA says the completed proxy form is given to the trustee at or before the meeting (AFSA, About meetings of creditors).

When using EXAD, your proxy is lodged as soon as you submit the voting screen. EXAD creates the appointment of proxy as a PDF and saves it to your record, where the practitioner can see it.

EXAD does not stop you nominating a proxy after the time given in the notice of meeting. Whether a late proxy can be used is a decision for the practitioner.

How does a general proxy vote in EXAD

When you appoint a person as your general proxy, EXAD emails them a link to the portal. On their own page they see every creditor who has appointed them as general proxy, and they vote once on each open poll. Their vote is recorded for each of those creditors.

Until your proxy votes on a poll, no vote is counted for you on it. If they have already voted on a poll for another creditor before you appoint them, the same vote is recorded for you.

How does a special proxy vote in EXAD

When you appoint a special proxy, you choose For, Against or Abstain on each open poll on the voting screen, and EXAD records your votes as soon as you submit. Your proxy is emailed a link so they can attend the meeting, but they cannot change your votes.

What happens if I appoint the chairperson

You can appoint the chairperson as either a special or a general proxy (ASIC INFO 45; ASIC INFO 74).

Special Proxy: your own votes are recorded, exactly as you chose them.
General Proxy: your vote on each poll is the chairperson's vote, which the practitioner sets for each poll in EXAD. If the practitioner changes it later, your vote changes with it.

Either way, you are counted as attending the meeting, and your dashboard shows Attended by Chairperson as Proxy.

Can a general proxy vote on the practitioner's fees

No, not in their own favour. A person holding a general proxy must not vote in favour of a resolution that would put them, their partner or their employer in a position to be paid out of the company's assets, other than as a creditor (IPR (Corporations) r 75-97). So a practitioner who holds general proxies cannot use them to approve their own fees; they need a special proxy for that, and a special proxy must be voted as directed, even against the fees (ASIC INFO 85). The same applies to anyone the practitioner appoints to stand in for them at the meeting (IPR (Corporations) r 75-152(2)(b)).

In a bankruptcy, a trustee holding a creditor's proxy cannot vote it on the trustee's own fees unless the proxy form expressly allows it (IPR (Bankruptcy) r 75-160; AFSA, Trustee's fees).

When using EXAD, the practitioner chooses the chairperson's vote on each poll, because EXAD cannot tell a resolution about fees from any other. On a resolution about the practitioner's fees, the practitioner chooses Abstain. Every creditor who gave the chairperson a general proxy is then counted as abstaining, none is counted in favour, and the result is the same as if those proxies had not been used.

Who votes for a company

A company can appoint an individual as its representative to act for it at meetings of creditors, and only one representative can act for it at a time (Corporations Act s 250D(1), (3)). In practice, most companies nominate a person as their proxy (ASIC INFO 45; ASIC INFO 74).

When using EXAD, a creditor recorded as a company does not see the option to vote as The Creditor personally. It must nominate a representative or the chairperson before it can mark its attendance at a meeting.

Can I use a power of attorney instead

Yes. A creditor can attend and vote through their attorney, once the power of attorney has been produced to the external administrator or trustee (IPR (Corporations) r 75-155; IPR (Bankruptcy) r 75-155).

EXAD does not offer an attorney as one of the choices on the voting screen, so send the power of attorney to the practitioner directly.

What is different in a bankruptcy

The bankrupt cannot be appointed as a proxy; naming them has no effect (IPR (Bankruptcy) r 75-150(4)).
A proxy must disclose whether they have received any financial incentive to vote a particular way (AFSA, About meetings of creditors).
On a bankruptcy matter, the voting screen is the APPOINTMENT OF PROXY form. Answering Yes to Are you directing how the proxy is to vote on any matters? makes it a special proxy, and No makes it a general proxy. The form also asks the Details of financial incentive questions.

Can I change my proxy

Yes. Submit the voting screen again with your new choice. It replaces your earlier nomination and your votes on any polls that are still open, and your old proxy no longer sees you on their page.

Your nomination covers each meeting listed on the voting screen when you submit it. If the practitioner adds another meeting later, you will need to nominate a proxy for that meeting too.

Where staff see a creditor's proxy

On the poll page, the Votes section shows each creditor's Nominated Proxy, Proxy Name, Proxy Type and Meeting Attendance. The appointment of proxy PDF is under Documents on the creditor's page.

When a named proxy marks their attendance, it counts for every creditor who appointed them for that meeting, shown as Attended by Proxy (see Recording Attendance). A proxy's vote is worth the creditor's admitted amount or, until one is entered, the amount claimed (see Admitting Proof of Debts).

What EXAD does not check

These are left to the practitioner running the meeting:

EXAD does not stop a named general proxy voting in their own favour, for example on fees where the proxy works for the practitioner (IPR (Corporations) r 75-97).
EXAD does not close nominations at the time given in the notice of meeting.
EXAD does not decide whether a nomination is a valid appointment for the meeting, or whether its PDF meets the approved form.
EXAD does not set aside a special proxy's votes if a resolution is changed after creditors have voted.
EXAD does not stop a creditor naming the bankrupt as their proxy (IPR (Bankruptcy) r 75-150(4)).
EXAD does not decide whether a proxy given to the trustee expressly allows a vote on the trustee's fees (IPR (Bankruptcy) r 75-160).

Good to know

In a receivership, the receiver does not have to call meetings of unsecured creditors, so there is usually no proxy to appoint (ASIC INFO 54).
The steps for creditors are in Exercising Votes, and setting the chairperson's vote is in Adding a New Poll.