L. NARASIMHA REDDY, J. ( 1 ) THIS is an appeal by the unsuccessful plaintiff. The appellant filed os. No. 774/1996 in the Court of the v Additional Judge, City Civil Courts. Hyderabad, for specific performance of the purported agreement of sale dated 6-6-1983. According to the appellant, the respondent is the owner of vacant land admeasuring about 600 square yards adjoining the house bearing No. l6-2-146/a/l, Judges Colony. New Malakpet, Hyderabad. She offered to sell the same quoting the rate at Rs. 600- per square yard. The appellant offered to purchase it at the rate quoted by the respondent and accordingly paid an amount of Rs. 10,000/- towards advance/ earnest money, through cheque dt. 6-6-1983. Having received the same, the respondent issued receipt dated 6-6-1983. In that receipt, apart from acknowledging receipt of the amount of Rs. 10,000/-, the respondent had also stipulated the rate to be paid i. e. , Rs. 600/- per square yard and that the area to be sold would be after excluding the portion acquired for widening of the road. Thereafter, the appellant approached the respondent number of times offering to pay the balance of consideration and requested her to execute the sale deed. On one pretext or the other the respondent was avoiding to execute the same. Ultimately, the appellant got issued advocate s notice dated 19-8-1985 calling upon the respondent to receive the balance of consideration and execute the sale deed within 3 days from the date of receipt of the notice. The respondent got issued a reply dated 7-9-1985 through her advocate wherein it was stated that the amount of Rs. 10,000/- received by her was only as a token pending execution of agreement of sale incorporating various terms, such as, area to be sold, schedule of payments, the consequences of any default, etc, that with a view to pave the way for execution of the sale, she applied to the ulc authorities to accord permission and since the same was not accorded, it was not possible for her to execute the agreement of sale and as such the question of execution of sale deed does not arise. In view of the same, the appellant filed the suit seeking a decree for specific performance ot the purported agreement or in the alternative decree for Rs. 1,50,000/- towards damages together with a sum of Rs. In view of the same, the appellant filed the suit seeking a decree for specific performance ot the purported agreement or in the alternative decree for Rs. 1,50,000/- towards damages together with a sum of Rs. 10,000/- for refund of the earnest money with interest thereon. ( 2 ) THE respondent filed her written statement, almost reiterating the contentions raised by her in the reply notice dated 7-9-1985. In addition to that, she has also stated that since there was no agreement of sale, the question of not performing her part of contract does not arise. She has also raised a plea as to limitation as well as insufficiency of Court fees. Based on the pleadings, the trial Court framed the following issues:" (1) Whether the plaintiff is entitled for directions to the defendant to execute the sale deed duly registered in respect of the suit schedule property as prayed for? (2) Whether the plaintiff in the alternative is entitled to a decree for Rs. 1,50,000/- as damages together with Rs,10,000/- earnest money and interest thereon? (3) Whether the Court fee paid is not sufficient? (4) To what relief"on behalf of the appellant/plaintiff, PWs. 1 and 2 were examined and documents- exs. A-1 to A-6 were marked. PW. 1 is the gpa holder of the appellant while PW. 2 is the person who mediated the transaction. Ex. A-1 is the GPA dated 19-9-1985; Ex. A-2 is the Receipt dated 6-6-1983, which is purported to be the agreement of sale: ex. A-3 is the legal notice got issued by the appellant; Ex. A-4 is the postal acknowledgment; Ex,a-5 is the reply to the notice and Ex. A-6 is the Certificate issued by the State Bank of India, showing the existence of some amount in the account of the wife of the appellant. On behalf of the respondent/defendant, the respondent s husband was examined, as DW. 1 and ex. B-1 was marked. Ex. B-1 is a copy of the proceedings of the ULC authorities dated 23-11-1983 stating that the permission sought for, cannot be granted. ( 3 ) ON consideration of the oral and documentary evidence, the trial Court rejected the relief of specific performance, and however, passed a decree for refund of rs. 10,000/- with interest at 12% per annum from the date of the suit. Thus arises the appeal. ( 3 ) ON consideration of the oral and documentary evidence, the trial Court rejected the relief of specific performance, and however, passed a decree for refund of rs. 10,000/- with interest at 12% per annum from the date of the suit. Thus arises the appeal. ( 4 ) SRI A. Pulla Reddy, the learned counsel for the appellant, submits that the receipt dated 6-6-1983 has all the ingredients of an agreement and since its execution was admitted, the trial Court ought to have ordered specific performance of the agreement. He states that because there was escalation of prices subsequent to the agreement, the respondent has resiled from her obligation to execute the sale deed and that the appellant has always been ready and willing to perform his part of the contract. ( 5 ) SRI E. S. Ramchandra Murthy, the learned counsel for the respondent, apart from supporting the judgment and decree of the trial Court, has stated that the appellant was represented in the trial Court through the GPA and the document constituting PW. l as the GPA of the appellant was not properly stamped and executed and, as such, the very initiation of the suit defective. He also strenuously argued that the document having been executed on 6-6-1983, the suit filed on 22-7-1986 was clearly barred by limitation. ( 6 ) IN view of the submissions of the learned counsel for the appellant and the respondent, the following issues/points arise for consideration: (1) Whether PW. 1 was properly constituted as GPA of the plaintiff? (2) Whether the suit was barred by limitation? (3) Whether the document dt. 6-6-1983 (Ex. A-2) can be treated as an agreement of sale? (4) If so, whether the appellant is entitled for specific performance of the same? And (5) Whether the appellant is entitled for damages? ( 7 ) THE appellant is the resident of USA. He executed a Power of Attorney in favour of Sri G. Satti Reddy. The suit was instituted and prosecuted by the GPA on behalf of the appellant. In fact it is he who deposed as pw. And (5) Whether the appellant is entitled for damages? ( 7 ) THE appellant is the resident of USA. He executed a Power of Attorney in favour of Sri G. Satti Reddy. The suit was instituted and prosecuted by the GPA on behalf of the appellant. In fact it is he who deposed as pw. l. The objection raised by the learned counsel for the respondent is that the document of GPA was executed in the united States and proper steps should have been taken under the provisions of the stamp Act for payment of the deficit stamp duty and the same not having been done, the GPA cannot be acted upon and the suit instituted on the basis of such a defective gpa was not all maintainable. This question or objection should not detain us for long. The question as to the nature and validity of the document of GPA, whether it was necessary for any further steps to be taken in India for the GPA to become effective and whether in fact any steps were taken, are all questions, which have to be specifically pleaded. Unless such facts are pleaded, the appellant does not have any opportunity to meet them. A reading of the written statement does not indicate that any plea in this regard was raised and in the absence of such a plea, the trial Court also did not frame an issue. Therefore, the same cannot be permitted to be raised for the first time in the appeal, that too, without seeking any amendment to the pleadings. Hence, we reject the same. ( 8 ) ON the question of limitation, the submission of the learned counsel for the respondent is that since the document dated 6-6-1983 cannot be treated as an agreement of sale, Article 54 of the limitation Act does not apply to it. According to him, Article 113 of the limitation Act is the relevant provision under which the limitation is three years from the date when the right to sue accrues. When the suit itself was for specific performance of agreement of sale, the answer to the issue on limitation should not await the adjudication on the nature of the document. Whether or not the document constitutes an agreement of sale is a question, which has a bearing on the grant of relief. When the suit itself was for specific performance of agreement of sale, the answer to the issue on limitation should not await the adjudication on the nature of the document. Whether or not the document constitutes an agreement of sale is a question, which has a bearing on the grant of relief. For the purpose of limitation, the plaint averments have to be taken on their face value and it has to be seen whether the suit is within the limitation. The document is dated 6-6-1983 and the refusal on the part of the respondent was communicated to the appellant only through letter dt. 7-9-1985. The suit having been instituted on 22-7-1986, we are of the view that the relevant provision relating to the facts of the case is Article 54 and as such the suit is filed within the period of limitation. ( 9 ) NOW it remains to be seen whether ex. A-2 can be said to be an agreement of sale. It is true that the law does not stipulate any specific form of an agreement. What is needed in law to constitute an agreement is, promise or set of promises forming the consideration for each other. Promise is an acceptance of a proposal and proposal in turn is signifying of willingness by one to another to do or abstain from doing any thing for the purpose of obtaining the assent of the other to such act or abstinence (Section 2 (a) of the Indian Contract Act ). ( 10 ) AT this stage, a bundle of factors emerge, particularly in the case of an agreement of sale in respect of purchase of an immoveable property. For instance, the parties have to notify to each other the consideration, the area offered to be sold, the method of payment, the consequences for breach by any one of them, the statement of variable and dependent factors, such as, seeking permission from the concerned authorities, etc. If there was a consensus ad idem, on these aspects, whether in writing or otherwise, a valid agreement can be said to exist. ( 11 ) IN Ex. A-2, what we find is that an amount of Rs. 10,000/- is received, the rate is agreed to be at Rs. If there was a consensus ad idem, on these aspects, whether in writing or otherwise, a valid agreement can be said to exist. ( 11 ) IN Ex. A-2, what we find is that an amount of Rs. 10,000/- is received, the rate is agreed to be at Rs. 600/- per square yard, the area is not specified, mode of payment is not dealt with, and the mutual rights and obligations of the parties are left untouched. It answers the description of a receipt rather than of an agreement. If there was an agreement between the appellant and the respondent on other aspects left untouched in Ex. A-2, read in the context of those aspects, an agreement can also beinferred. However, if we look at the oral and documentary evidence, it is not possible to arrive at such a conclusion. ( 12 ) IT was the specific case of the respondent that Ex. A-2 was only a receipt for the earnest money and execution of agreement of sale was contemplated only after permission of the competent authority under the Urban Land (Ceiling and regulation) Act is obtained, since the permission was not accorded, they could not enter into an agreement of sale. In ex. A-5 which is a reply issued by the respondent, it was stated as under:- "the understanding arrived at between the parties was that an agreement embodying the various terms, such as, the area to be sold, the stipulation as to payments, the claim as to payment of interest in case of default of payments and the time within which the transaction is to be completed etc. , should be entered into on permission being obtained from the appropriate authority for the sale of the land. It was also agreed that if permission is not accorded by the competent authority, the transaction need not be pursued further. " the pleading in the written statement is to the following effect:- "these essential terms which are usually to be incorporated in agreements of sale, were deffered to a future date, awaiting clearance by the urban Ceiling Authority. . . . . In these circumstances, there is neither an agreement to be enforced between the parties nor any concluded contract which can be legally enforced. " coming to the evidence, DW. . . . . In these circumstances, there is neither an agreement to be enforced between the parties nor any concluded contract which can be legally enforced. " coming to the evidence, DW. l stated in his deposition as under: "i also informed that after getting permission the plaintiff has to enter into an agreement with us various clauses the exact area to be sold, payments regarding sale price, and in default clauses and the time of stipulation and forfeiture clauses. . . The defendant accepted the cheque and a receipt was written by me on my letter head which is marked as Ex. A-2. This is not an agreement, but only a receipt". Nothing was elicited through DW1 in the cross examination to disprove the consistent version put forward by the respondent. Not even a suggestion appears to have been made in the cross examination by the appellant. Therefore, it cannot be said that ex. A-2 can be treated as an agreement of sale. ( 13 ) IN view of our finding that Ex. A-2 cannot be treated as an agreement, the further question whether specific performance of the same can be ordered should not arise for consideration. However, even if it is to be treated as an agreement of sale, we are of the view that the appellant did not make out a case for its enforcement. Readiness and willingness to perform his part of the contract by the appellant is a sine qua non in a suit for specific performance. It is not only to be pleaded specifically, but has to be established by evidence. The question assumes significance having regard to the fact that the amount of advance paid by the appellant was "insignificantly short of balance of amount for execution of a sale deed" The contention of the appellant was that the area was around 600 square yards, the consideration was Rs. 600/- per square yard. and the total consideration comes to rs. 3,60,000/ -. The amount of advance tendered is less than 3%. Therefore, the burden is heavily on the appellant to show that ever-since the date of Ex. A-2 he was having sufficient funds to pay the balance of consideration and, therefore, was ready and willing to pay the same. The only evidence that was adduced in this regard was by filing a Certificate (Ex. Therefore, the burden is heavily on the appellant to show that ever-since the date of Ex. A-2 he was having sufficient funds to pay the balance of consideration and, therefore, was ready and willing to pay the same. The only evidence that was adduced in this regard was by filing a Certificate (Ex. A-6) issued by the State Bank of India, Bank Street, to the effect that an amount of Us $22,179-08 is lying in deposit in the NRI account of the wife of the appellant as on 20-5-1992. What is needed is the proof of the appellant being in possession of the funds from the date of ex. A-2 or at least as on 19-9-1985 when he got issued a notice (Ex. A-3) or on the date of filing of the suit i. e. , 22-7-1986. In a way, ex. A-6 only suggests that the plaintiff was not having funds and he was relying only on the amounts lying with his wife and even his wife did not have the funds in her account at the relevant point of time. ( 14 ) IN Pushparani S. Sundaram v. Pauline manomani James the Hon ble supreme court held that the readiness and willingness as contemplated under section 16 (c) of the Specific Relief Act has to be proved beyond doubt and the circumstance of the advance constituting a very meager and insignificant fraction of the balance of consideration places the burden heavily on the plaintiff and failure to discharge the same, may disentitle him for the decree. Almost to the same effect are various judgments of the Hon ble Supreme court as well as this Court and a reference to them would only be repetition. Therefore, we are convinced that the appellant has failed to establish that he was ready and willing to perform his part of the contract. ( 15 ) THE learned counsel for the appellant placed reliance upon the judgment of the hon ble Supreme Court in Govind Ram v. Gian Chand in support of his contention that mere escalation of real estate prices is not a ground to deny the relief of specific performance of agreement of sale of immoveable property. Since we are not denying the relief to the appellant on the ground of escalation of the value of the property, the said decision is not of much use to the appellant. Since we are not denying the relief to the appellant on the ground of escalation of the value of the property, the said decision is not of much use to the appellant. ( 16 ) SO far as the relief of damages is concerned, we are of the view that the appellant would have been entitled to be awarded damages if only it was established that there was a breach of contract on the part of the respondent and the relief of specific performance became impossible. Since, we found that there was no agreement of sale between the appellant and the respondent, the question of its breach does not arise. Therefore, there just cannot be any occasion for awarding damages in favour of the appellant. ( 17 ) THE Mai Court has passed the decree for refund of the advance amount of rs. 10,000/- with 12% interest from the date of the suit. We are informed across the Bar that the decree has been complied with. Therefore, nothing needs to be said about this. ( 18 ) FOR the foregoing reasons, we do not find any reason to interfere with the judgment and decree of the trial Court and we accordingly dismiss the appeal. Having regard to the facts and circumstances of the case. We direct the parties to bear their own costs.