THE 2022 CONTRACT
The world’s false standards you should shun,
And do not follow every one
The paths our leaders undertake
Though all the world may sing their praise.– Hallgrímur Pétursson, Hymns of the Passion, 22.8, translated by Gracia Grindal
On 18 January 2022, the EXCOM and Eden signed a new contract concerning mining in Mt. Lambafell and Mt. Litla-Sandfell.[1] The contract is unusual in several respects.
First, the negotiations were completely secret.
Negotiations are often secret or confidential to some extent. Even though it is known that two parties are negotiating, that does not mean that the negotiations take place out in the open where the public can hear everything that is discussed in detail.
But the EXCOM did not keep some aspects of its negotiations with Eden 2021–2022 secret. The EXCOM hid the negotiations completely from church members so they did not know they were taking place. The EXCOM has never negotiated like this with any other company. What caused this great secrecy? Who asked for it? Whose interests were being protected by it?
Even though some business contracts between other parties are made in perfect secrecy, that does not mean that that is something that the IC should do. The IC is part of the Seventh-day Adventist Church and is not a company. If a potential contracting party demands such secrecy, it is reasonable for the IC to turn to other potential contracting parties. In the Working Policy of the Trans-European Division, transparency is demanded in the financial decisions of administrators:
S 04 Financial Operations and Environment
S 04 05 Role of Leadership in Financial Matters—It is the responsibility of organisational leadership to manage financial matters with integrity. Every leader must model behaviour that is guided by a commitment to ethics, transparency, and accountability. This behaviour is critical for building confidence in the overall Church organisation. To sustain this confidence, open communication must take place among the employees of the organisation, between management and the controlling board or executive committee, between the organisation and its constituents and other stakeholders, and between the organisation and higher organisations. Beyond modelling behaviour, it is imperative for leaders to promote and design the most appropriate systems that will safeguard the resources which are used to support the mission of the Church.[2]
It is impossible to follow such a policy if church members do not even know what is involved in the financial decisions of their administrators.
Second, unlike the IC’s former contracts, the contract has not been publicly registered at the District Commissioner’s Office,[3] even though the contracts implies that this is to be done.[4]
Third, part of the new contract is secret. Those church members who requested a copy realized this in their interaction with the EXCOM. They only received part of the contract.[5] Besides the EXCOM, no church member has seen the contract in its entirety.
In their open letter, dated 16 March 2022, the EXCOM asserted that they had only participated in normal business confidentiality.[6] This stance was affirmed further in the EXCOM’s statement which was published in Hafnarfréttir on 27 January 2023.[7] It is hard to see how this stance is correct. The IC has made many other contracts before and they were not secret like this. Why is part of the contract secret? Who asked for that?
The EXCOM has described the contract as a special blessing from God[8] and
both the EXCOM and Eden have discussed the contract as if it is the financial foundation of the IC.[9] Since the part of the contract that discusses the finances is secret, church members have no way of affirming or knowing whether the conditions of the contract are good, let alone if they are some kind of a special “blessing.” And to talk about the contract as the financial basis of the IC contradicts Adventist theology. The Seventh-day Adventist Church is financed by tithe and offerings. It does not need mining operations to survive financially. To express such a view is not only to belittle the modus operandi of Adventists (tithes and offerings) but it exaggerates this new contract and the value of the mining operation.
Fourth, the negotiations took place during the same time as when Eden’s practices were being investigated by the EXCOM’s request. According to the EXCOM and the President, the negotiations with Eden commenced a year ago from late May 2022, i.e., in spring 2021.[10] What is extraordinary about this timing is that in the spring 2021, the EXCOM also decided to ask GCAS to investigate whether Eden had operated in compliance with the contracts that were valid at the time. What kind of ethics is it to investigate whether a company has been faithful to a contract one has made with it, and, at the same time, while the investigation is ongoing, to enter into negotiations with the same company with a new contract in mind? Would it not have been normal to wait until GCAS finished its investigation to evaluate whether Eden had indeed kept the old contracts and to see whether it was worth it to renegotiate with the same company?
The IC is part of a Church which emphasizes transparency in its working policy. Christ taught publicly and he told his followers to be the light of the world; the metaphor entails both transparency and integrity. It was up to the EXCOM whether they wanted to keep the contract secret or not. It could have made transparency a condition in its negotiations with Eden—if indeed they wanted to renegotiate with that company. By doing so, the EXCOM would have shown church members respect: the EXCOM works on their behalf with an authority borrowed from them and they have a right to know what the EXCOM does. Or did the EXCOM not want church members to know what they were doing when they renegotiated with Eden?
Fifth, the new contract was not made with the same company as the previous contracts, even though the company has the same name and the same two owners. The new contract from 2022 was made with a company with a different ID number than the contracts from 2008 and 2009. Just as humans have ID numbers, so companies have their own ID numbers. To clarify this to the reader, this has been explained in a table:[11]
This means that in 2008 and 2009, the IC made contracts with one company that has the ID number 670308-1970, but in 2022 the IC made a contract with another company, that has the ID number 541008-1600. This change is clear in the new contract.[12] What reasons the EXCOM and owners of both companies Eiríkur Ingvarsson and Kristinn Ólafsson had for this is unknown.
But one consequence of this seems to be clear: If the IC decides to sue Eden (ID no. 670308-1970) for breaches of contracts from 2008 and 2009, that lawsuit has probably nothing to do with Eden (541008-1600). And if Eden that made the older contracts is only an empty ID number today, that company would go straight into bankruptcy if it would have to pay high fines to the IC, meaning that the IC would receive nothing.
[1] The EXCOM, resolution no. 9/2022, 18 January 2022.
[2] Trans-European Division of Seventh-day Adventists, Working Policy of the Trans-European Division of Seventh-day Adventists: 2021–2022 Edition (N.p.: N.p., 2022), p. 437.
[3] Valgerður Anna Guðmundsdóttir, service center, District Commissioner for South Iceland, email to Jón Hjörleifur Stefánsson, 21 November 2022; Rakel Ýr Jónsdóttir, service center, District Commissioner for South Iceland, email to Jón Hjörleifur Stefánsson, 17 April 2023.
[4] “This Agreement is made in triplicate and each Party shall keep one copy, with one copy for registration.” Contract between the IC and Eden Mining, 2022, article no. 5, par. 2, p. 2.
[5] The new contract mentions an additional contract and an attachment no. 1. Contract between the IC and Eden, 2022, articles no. 3–5, pp. 1–2. Church members have not been permitted to see these documents.
[6] “Because of the commercial sensitivity of this contract involving a multi-million Euro investment by an international company, it is standard procedure that this was negotiated under a non-disclosure agreement to keep the terms confidential. Non-disclosure agreements are particularly important in a market where there are other commercial competitors, as there were in this case.” The EXCOM, open letter to the church boards, p. 6.
[7] “A few items in the contract are confidential between the contracting parties, as is the custom when it comes to contracts like this.” The EXCOM, “Yfirlýsing frá Kirkju Sjöunda dags aðventista vegna umræðna á íbúasíðu Ölfuss” (Statement by the Seventh-day Adventist Church concerning a discussion in the Facebook-group of Ölfus municipality), Hafnarfrettir.is, 27 January 2023, https://hafnarfrettir.is/2023/01/27/yfirlysing-fra-kirkju-sjounda-dags-adventista-vegna-umraedna-a-ibuasidu-olfuss/.
[8] It is hard to understand the contract announcement to church members differently: “The potential of this contract is that it not only provides financial security for the Church in the long term. It also opens the possibility for our Church to become a donor for missions.
One valuable piece of advice that the Executive Committee received from the Trans-European Division was the reminder that the Church is not a business—so we are not to behave like one. Rather, we are stewards of God’s resources who are to be faithful in applying biblical principles, and faithful in representing God’s character in the way the Church does business. When the Church represents God like this, for example, promoting projects that are eco friendly and beneficial for the environment”, we are reminded that God has everything we need. Therefore, we never need to worry about the future. We can always be at peace, for God will always provide everything His Church needs for the expansion of His kingdom and the public display of His honour.” The EXCOM, Námufréttir – Mining news, 1 February 2022.
“There was a specific time-limited window of opportunity to expand the contract in order to establish the long-term financial stability of the Church.” Gavin Anthony, introduction speech, the GCAS-meeting, 24 May 2022, typed by the author. The President was referring to the new contract with these words.
[9] “The future interests [of the IC] concerning a steady long-term income have been ensured” (by making the contract with Eden in 2022). Eden, open letter, p. [2]. “If this is successful, the minimum annual income to the church will increase to more than our total tithe income. This is an exciting project that will give our church a good financial foundation.” EXCOM, open letter to the church boards, p. 5.
[10] “Over the last year, the Executive committee has spent many hours working to maximise the use of our church assets for God’s mission” and this was done, e.g., by “working to improve the current mining contracts that were originally made in 2008 and 2009.” EXCOM, open letter, p. 5. “It was well over a year ago that church members began to claim that Eden Mining was defrauding the Church . . . Although the Executive Committee did not believe that fraud was taking place, we decided to work with Eden Mining to revise the contract and to pay for an independent review by GCAS.” Gavin Anthony, introduction speech, the GCAS-meeting, 24 May 2022, typed up by the author. It was first in the spring of 2021 that the EXCOM decided to seek the aid of GCAS and by his remarks the President therefore dates, to some extent, the origin of the EXCOM’s negotiations with Eden.
[11] Kt. 6703081970, Fyrirtækjaskrá, Skatturinn.is, https://www.skatturinn.is/fyrirtaekjaskra/leit/kennitala/6703081970; kt. 5410081600, Fyrirtækjaskrá, Skatturinn.is, https://www.skatturinn.is/fyrirtaekjaskra/leit/kennitala/5410081600.
[12] “The IC . . . and Eden Mining inc., ID no. 541008-1600 . . . make the following contract . . . This contract is based on previous contracts between the owner and Eden Consulting inc., ID no. 670308-1970 . . . These previous contracts are terminated by the signing of this new contract.” Contract between the IC and Eden, 2022, p. 1. Eiríkur Ingvarsson and Kristinn Ólafsson signed the contract “on behalf of Eden Mining inc. and Eden Consulting inc.” Contract between the IC and Eden, 2022, p. 3.