Mike, let me be the first "whack-a-mole" to pop my head up on this:
The way I see this, your question is moot: Vice Directors, notwithstanding the oft-used "heartbeat away" characteristic, are, without any doubt at all, for so long as they are Vice Directors, not members of the Board of Directors. This is clear not only from Connecticut non-profit statutes but also from our own Articles and Bylaws. We can argue a lot about our very unique concept of Vice Directors and the circumstances under which they act on behalf of an absent Director, but it is not reasonable as I see it to equate the liability of a Director for an action taken by the Board with the liability of a Vice Director for actions taken by the Board of Directors of which the Vice Director is not a member.
73, Chris W3KD