The Association of Colleges said adequate rules already existed to prevent wrongdoing among members of college boards.
Former standards watchdog Lord Nolan proposed the criminal offence of "misuse of public office" for which public officials from civil servants to Ministers, police or judges could be jailed or fined if they seek advantage from their positions.
But an AOC submission to the Committee on Standards in Public Life said proposals for the new offence would not be a safeguard against anything not covered by existing rules.
The AOC argued a new offence would place extra risks on college governors and would "represent a further deterrent to recruitment".
Lord Nolan's proposals are designed to replace the current penalty of surcharging local government councillors and officials - but it would also apply to quangos and bodies like grant-maintained schools, training and enterprise councils, universities and housing associations, as well as colleges.
Speaking at the launch of the proposals in July he said: "We really felt there was a serious gap in the law. Surcharge in the past was only applicable to councils and we really believe it should apply across the board."
But AOC FE development director, John Brennan, said ministers already had the power to sack governors, who were also personally liable in the case of a college collapse. He said: "There are already a lot of statutory controls over the conduct of governors and to add another one seems to put governors at greater risk than other comparable public bodies. If the 'misuse of public office' replaced some other controls we would not have a problem with it.
"Nolan did not carry out a full investigation of the regulatory position of all the sectors. The committee looked at local government, came up with these proposals and decided to ask whether they should be applied more widely."
The AOC paper supports reform of bribery and corruption legislation, but argues that the Education Secretary already has the power to remove college board members, and stresses that colleges are already heavily regulated.
The submission comes amid close scrutiny of the standards of probity within the FE sector. Last month it emerged that John Hall, the AOC's former lawyer, resigned as the association's company secretary after expressing concerns about the organisation's openness.
AOC chief executive Roger Ward was also recalled to the House of Commons education sub-committee last month to explain why the association did not have the register of interests he earlier promised to show MPs; the first register of AOC board and senior staff interests was drawn up and released before Christmas. Full details are published below.
Questions have also been raised in recent months about the level of accountability in several colleges.