There has been a lot of talk here, recently, about how to reform the party’s structures, and how ill fit for purpose they allegedly are, e.g. why are we a limited company? Some of the well-intentioned opinion here is just plain wrong, so, as a founder member, I thought I’d explain what the structures actually are, and how we got them.

 
There are three codes by which the party is run and governed: Constitution, Rule Book, and Articles of Association of UKIP Ltd (05090691). The most important of these is the constitution, and, then, as now, it was designed at least in part, to keep the leader and NEC from each other’s throats!

 
In the beginning, 1993, it was all gentleman’s agreements, Garden of Eden stuff, and no need for any formal rules – everyone knew everyone. During our first unsuccessful election of 1997, opinion differed as to whether our leader, Dr. Alan Sked, had fallen out with Sir James Goldsmith, founder of the Referendum Party, or vice versa. But after the election, and Sir James’s tragic death from cancer, one thing was clear: The majority of the Referendum Party were closet ‘Kippers, and now it had downgraded itself to a “movement”, they were up for grabs! A “coming together” meeting was arranged in Basingstoke by key NEC members Nigel Farage, David Lott and Michael Holmes. Alan Sked, under fire over an imminent “Cook Report” due to name a senior BNP mole on prime time TV, expelled them from the NEC, and after months of inaction, called a short-notice spoiler meeting in London. This could be regarded as our first EGM.

 
Within a month or so, Alan was gone, the gang of three were back, Craig Mackinlay (whatever happened to him? – Ed) was interim leader, and we were meeting in London to discuss Gerard Robert’s draft first constitution. The meeting got off to a poor start when I pointed out that for a large document, numbering the paragraphs would have been helpful. Matters went downhill when Surrey – then one of the biggest sections of the party – realised that our hard work and suggestions had been mislaid without having been studied. The meeting broke up with no agreement.

 
A few months later, we had a shiny new constitution, and, a new leader, Michael Holmes. Within two years, however, Michael had fallen out with the NEC, agreed to resign, and then changed his mind  (any sense of recent history repeating itself, folks?). The second day of our AGM in Birmingham was converted (by show of hands) to an EGM, and, with Nigel chairing, a vote of confidence was passed in Michael, and no confidence in the NEC. A core problem was that the NEC had lost of track of whose terms of office had expired, so they were technically and incurably inquorate. This was our first EGM to be named as such, but the NEC argued it was illegitimate because insufficient notice had been given. The resulting fallout produced in short order: two head offices (Regent St. and Salisbury), two membership databases, two years of prime material for Private Eye, and an EGM (the first to be agreed by all as a valid EGM) where a member died of a heart attack induced by stress. In due course, the NEC and leader were both deemed out of office. In the subsequent election, Michael Holmes declared he wouldn’t stand again – then promptly did. Why can’t leaders just, simply, resign and be done with it?

 
By now, 2017, we’re on our 4th (?) version of the constitution, and by my reckoning 4th EGM (2009, to change the articles of association), and you can see that when I opened by saying our constitution was partly designed to keep the NEC and leader from each other’s throats, I was only half joking.

 
The next big development in governance came in 2004. The party had realised in 2003 that the NEC were personally liable for any and all debts if the party foundered, and so Michael Greaves, then party secretary, was tasked with converting the party into a company limited by guarantee. It is important to understand that the company, as opposed to the party, also has a membership – essentially the elected NEC, leader and chairman, who serve as its directors, and it is this membership of 17 or so, rather than the ~30,000 ordinary members who bear the risk of £1 if the party founders.

 
They also risk gaol and/or fines if they make bad decisions, e.g. allowing the party to continue operating whilst insolvent due to say, immediately callable loans. This is why both the treasurer, John Bickley, and myself as a previous director, get so annoyed when talk about Chris Mills calling in his loans keeps arising. We’re not Turkeys voting for Christmas!

 
Nigel has, in the past, suggested that maybe our time as a limited company should end, and that there should be no need for NEC members to automatically serve as directors. This would, however, require constitutional change, and, clever people would need to explain who would be liable for the party’s debts in the event of failure.

 
The final part of our triumvirate is the Rule Book. This is designed to flesh out the missing detail in the constitution, and can be amended by a majority of the NEC. Any casting vote falls to the chairman, who will normally vote for the status quo, i.e. no change. Once Electronic Voting is up and running, it will be easy to consult the membership on changes, but, until then, we have to rely on the NEC. It is important to stress, however, that the constitution, as approved by the membership, is the more important document, and will always take priority where the wording clashes.

 
So: This is where we are, and why we are there. Everything has been done for good reasons and intentions, with the goal of learning lessons and improving on/safeguarding against repetition of past errors.
By all means discuss possible further improvement, but please bear in mind the history and origins when you do so, along with the risk of possible unforeseen consequences, which would be expensive to resolve.