<p><span>This paper develops a hybrid constitutional theory of UK company law in which disclosure is reconceptualised as the principal mechanism through which the fragmented corporate structure is functionally integrated. It argues that the corporate form is organised through a structural separation between title (vested in the company as a legal person), control (vested in directors), and residual governance rights (vested in shareholders). This separation generates a persistent informational asymmetry between managerial authority and residual claimants.</span></p> <p><span>&nbsp;</span></p> <p><span>On this basis, disclosure is understood not as a merely regulatory requirement or market transparency device, but as the informational infrastructure through which the corporate constitution is operationalised. It enables the exercise of shareholder governance rights, facilitates independent verification through audit, and constrains the concentration of informational power within the managerial organ. Disclosure thereby stabilises a governance architecture that would otherwise be vulnerable to informational dominance by directors.</span></p> <p><span>&nbsp;</span></p> <p><span>The paper further argues that the UK disclosure regime, while structurally indispensable across company law, financial regulation, and audit governance, remains institutionally incomplete. Its limitations—including information overload, standardised reporting practices, and shareholder passivity—reflect deeper structural tensions within the corporate form, rooted in its foundation in private property doctrine.</span></p> <p><span>&nbsp;</span></p> <p><span>By reframing disclosure as a constitutional mechanism, the paper integrates accounting, capital maintenance, market regulation, and audit into a unified account of the informational architecture of the modern corporation.</span></p> <p><span>&nbsp;</span></p>