Proxy form template for a members meeting

In short

A proxy form lets a member who is entitled to attend and vote at a members meeting appoint someone else to attend and vote on their behalf. Section 250A of the Corporations Act sets out how a member appoints a proxy, and the form records the appointment, any voting directions, and the meeting it applies to.

Citation: s250A Corporations Act 2001 (Cth)

Proxy form template for a members meeting

A proxy form is how a member who cannot attend a members meeting in person appoints someone to attend and vote for them. Section 250A of the Corporations Act provides for the appointment of a proxy by a member entitled to attend and vote at a meeting of the company members. The form makes the appointment clear and lets the member give voting directions if they choose.

When a member uses a proxy

A member uses a proxy when they are entitled to attend and vote but will not be at the meeting, or want their vote cast in a particular way. The proxy can be the chair of the meeting or another person. A member may give the proxy a direction on how to vote on a resolution, or leave the vote to the proxy discretion. The form is lodged with the company before the deadline stated in the notice of meeting.

How the proxy is appointed

The appointment is made by a document that identifies the member, the proxy, and the meeting. Under section 250A the appointment is valid if it contains the information the Act requires and is signed or otherwise authenticated as permitted. The notice of meeting tells members how and by when to lodge the proxy. The company checks proxies against the register of members before the meeting.

Key fields in the template

- The company name and the meeting it applies to - The member name and address - The name of the appointed proxy, or the chair of the meeting - Voting directions for each resolution, or a note that the proxy may vote at discretion - The member signature and date - The lodging deadline and how to lodge

A sample structure

Proxy form for the [meeting] of [Company] to be held on [date].

I, [member], of [address], being a member entitled to attend and vote, appoint [proxy name or the chair of the meeting] as my proxy to attend and vote on my behalf.

Voting directions:

Resolution 1: [for / against / abstain / proxy discretion]

Resolution 2: [for / against / abstain / proxy discretion]

Signed: [member], date.

Good practice

Send the proxy form with the notice of meeting and state the lodging deadline clearly. Let members give directions for each resolution. Check lodged proxies against the register of members before the meeting, and record the proxy votes in the count. Keep the lodged proxies with the meeting records.

Generate this in Quorum

Quorum produces the proxy form for a members meeting, sends it with the notice, records lodged proxies against the register of members, and includes the proxy votes in the meeting record. It tracks the lodging deadline so you never miss it. This helps you comply with the proxy requirements and supports your obligations. The company remains responsible for compliance.

Part of the Cohiva platform

Quorum is part of the Cohiva platform. Learn more at [www.cohiva.com](https://www.cohiva.com). [Cohiva Sign](https://www.cohiva.com) provides e-signatures on board resolutions and related documents.

Frequently asked questions

Who can be appointed as a proxy?
A member can appoint the chair of the meeting or another person to attend and vote on their behalf.
Can a member direct how the proxy votes?
Yes. A member can give voting directions for each resolution or leave the vote to the proxy discretion.
When must a proxy be lodged?
By the deadline stated in the notice of meeting, lodged in the manner the notice describes.
How are proxies checked?
The company checks lodged proxies against the register of members before the meeting and records the proxy votes in the count.
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