141 of NI Act is not sufficient to prosecute a person vicariously but a statement how he/she as a Director of the company was responsible for the conduct of the business must be disclosed in the complaint. In the instant case, as per ROC record, the petitioner and her husband are the Directors of the First Accused Company. She in her reply had specifically claimed that she is not involved in the day to day affairs of the company. In the chief examination, the complainant had not disclosed how this petitioner was involved in the day to day affairs of the company and the issuance of the subject cheques. As laid by the Hon’ble Supreme Court in para 58.4 of S.P.Mani case to quash the complaint, the petitioner should have to place before the High Court some sterling incontrovertible material or acceptable circumstances to substantiate her contention. In this case the closure report of the Inspector of Police EOW, Chennai says, “on the written complaint of one Gaurav Goyal is relied by the petitioner wherein the Investigating Officer has categorically stated that, during the course of investigation, documents received from ROC reflects Directors as (1) Surendranath and (2) Anitha Kapoor. The documents relating to Registrar of Chits discloses only Surendranath, as Director and further investigation and statement recorded discloses only R.J.Surendranath
