Based on the provided legal document, the ratio decidendi of this judgment is as follows:

• Vicarious Liability in Criminal Law: There can be no vicarious liability under the Indian Penal Code (IPC) for offences committed by a company; consequently, a complaint is not maintainable against a Managing Director or an individual officer unless the company itself is arrayed as an accused, as there is no statutory provision creating such liability (!) (!) (!) (!) (!) (!) (!) (!) .
• Violation of Section 202 Cr.P.C.: When a private complaint is filed against an accused residing beyond the territorial jurisdiction of the Magistrate, the Magistrate is mandatorily required to postpone the issue of process and conduct an inquiry or direct an investigation to determine if there is sufficient ground for proceeding before issuing summons (!) (!) (!) (!) (!) (!) .
• Application of Mind and Sufficient Ground: The Magistrate must apply his mind to the facts and circumstances of the case at the stage of taking cognizance and issuing process under Section 204 Cr.P.C. to ensure there is sufficient ground for proceeding; an order that fails to reflect this application of mind or lacks specific reasons indicating the allegations constitute an offence is legally unsustainable (!) (!) (!) .
• Defamation of an Indeterminate Group: Defamation under Section 499 of the IPC and Explanation 2 thereto requires that the imputation be against a definite, identifiable, or determinate class of persons; there can be no criminal defamation of an indefinite mass or an indeterminate group (!) (!) (!) (!) .