Why should Corporate Directors be concerned with ethics?

http://ethics.ubc.ca/index.php?p=misc&id=26

This article talks about ethics in business. In the section "Why Does This Concern The Board?" Larry Colero talks about why corperate executives should be worried about the ethics of themselves and their employes, and why they should do something about it.

P1: The board is generaly heald responsible for the actions of their company and it's employes.

P2: The typical business system breeds coruption.

P3: The Board has the power to make changes to their business model

C: The board should institute policies that promote ethical behavior.

Inductive, strong, cogent

With CEO's and the like being able to get away so easily with crimes and unjust practices, I wonder if they would actually have to worry?