I'm always skeptical when Congress legislates process. They are almost always better off sticking to outcomes. In this case, hold the execs responsible for company fraud, but let them figure out how to make sure their company stays legal.
Sure, they'll be caught eventually and punished, but the damage is done.
It was also suggested on this thread that a carrot-and-stick (fines for the less compliant, tax reduction for the more compliant) would be pretty clever.
There, you have a mechanism for private individuals to suing companies and directory for siphoning profits away from the business and essentially force officers and directors to think long terms.
I don't know if this would work but it seems better than any scheme I've heard.
The execs are responsible if they commit fraud via the company. I think that making the board of directors as responsible as the management is a good idea, since it requires the board to police the company, instead of turn a blind eye to the management team's fraud when it's producing positive returns. The individual shareholders though, should not be liable for the actions of an often distant management.