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5. In rejoinder, the petitioner company has submitted that its specific case set up in the petition is that the loan of Rs.20 lacs on 23-8-2010 did not relate to the e-mail of 18-8-2010 but, was founded following negotiations on an oral contract, only for a period of one month and to carry interest @ 36% p.a. Thus neither the notice under Section 433(e) of the Act of 1956 was premature, nor was the laying of the winding up petition making it liable to be dismissed. It has been submitted that Alok Pareek's e-mail dated 18- 8-2010, seeking funds for the respondent company's smooth running of business does not partake the character of more than a cry for help. It was not a proposal. In the said e-mail Alok Pareek, merely stated that in the event of the respondent company being provided funds by the petitioner company it would be repaid before 31-12-2010. No amount to be availed as loan was referred to. Nor was the rate of interest which was definitely chargeable as the petitioner company is in business where there is cost to money and not in charity, was mentioned. He submitted that the Contract Act, 1872 defines a proposal as obtaining when a person signifies to another his willingness to do one thing or abstain to do anything with a view to obtaining the assent of that other to such act or abstinence. Further when the person to whom the proposal is made signifies his assent thereto, the proposal is said to be accepted. A proposal, when accepted, becomes a binding contract. The e-mail dated 18-8-2010 is not even remotely an expression of the respondent company's readiness to do or to abstain from doing anything. It is neither certain nor definite--an essential characteristic of a proposal. No acceptance could possibly be made thereof. It was not. No contract could have thus been formed--as was not. It has been submitted that however the petitioner company following the request for financial help by the respondent company in Alok Pareek's e-mail of 18-8-2010 on the basis of oral negotiations made over as loan to the respondent company by way of RTGS a sum of Rs.20 lacs credited to its bank account with IDBI Jaipur on 23-8-2010. As orally agreed the term of the loan was one month and it was to carry interest @ 36% p.a. Mr. Sandeep Taneja submitted that the defence set up by the respondent company on the notice dated 17-11-2010 and the winding up petition being premature is on its own ipse dixit, false and completely without merit.

"Dear AKJ ji, Refer to our telecom, we need funds for smooth working for Ask as market is slowing down. I propose you to arrange for funds on interest basis intention showed during one of our meetings. This fund will be returned before 31-12-10.
Warm Regards Alok"

18. Quite clearly the said e-mail does not partake character of a proposal in law acceptance of which as has been alleged could entail a binding contract. The e-mail does not even state the loan amount/ fund sought. It does not offer to do an act or abstinence by the respondent company for a consideration. It cannot even remotely be considered to have intended to create by itself a legal relationship between the respondent company and the petitioner company. No contract in law could emanate from the acceptance thereof if there indeed was any. And there could not be nor was in fact. The date of 31-12-2010 mentioned in the e-mail of Alok Pareek sent to the petitioner company on 18-8-2010 is thus of no avail. The e-mail cannot relate to the contract of loan coming into force on 23-8- 2010 with the transfer of Rs.20 lacs by the petitioner company to the bank account of the respondent company. The defence of the respondent company that the loan amount of Rs.20 lacs was not payable before 31-12-2010 rendering both the notice of 17-11- 2010 and winding up petition consequentially filed on 21-12-2010 premature is without substance and liable to be rejected . As this is.