Fraud allegations fly as Vancouver startup UpMeals descends into bankruptcy

Vancouver entrepreneur Drew Munro has been accused of fraud and faces a possible criminal investigation in relation to the bankruptcy of his company, UpMeals. (Credit: Upmeals/Facebook)

The founder of a promising Vancouver meal prep company that collapsed this year amid claims of fraud is now facing possible criminal and bankruptcy law investigations, the Investigative Journalism Foundation has learned.

UpMeals began as a meal delivery service for businesses, and at one time counted Facebook among its clients. It later expanded to vending machines where customers could purchase ready-to-eat meals at B.C. Ferries terminals, Vancouver-area universities and Vancouver International Airport.

The bankruptcy trustee for UpMeals Food Innovations Ltd. confirmed last week that he has reported a recent incident involving the company’s former CEO, Andrew (Drew) Munro, to Vancouver police and the federal Office of the Superintendent of Bankruptcy (OSB).

Those complaints were filed after tens of thousands of dollars were drained from UpMeals’ supposedly frozen bank account, according to Mark Wentzell, a senior vice president for bankruptcy trustee Grant Thornton Ltd.

“The bank was instructed to freeze accounts and allow deposits only…. A deposit of approximately US$33,000 was received on Sept. 29, with restrictions still in place,” Wentzell wrote in a creditor update on Nov. 27.

“However, on Oct. 21, the bank reported that the account holder bypassed these restrictions by creating two VISA cards — one under UpMeals and one under Andrew Munro — nearly depleting the funds between Sept. 29 and Oct. 3.”

The OSB confirmed it has received a referral from the trustee, and said “the matter is currently under review, including an assessment of whether a criminal investigation is warranted.” Vancouver police spokesperson Steve Addison said the department’s file on the case is currently closed, but it could be reopened “should new information come to our attention.”

However, Munro maintains the frozen UpMeals account was drained because of “a technical banking error by the third-party provider” and he told the IJF he is supporting the recovery process.

The news is just the latest installment in years of turmoil that have engulfed Munro and UpMeals. A review of court documents and interviews with former executives, shareholders and board members paint a picture of an ambitious startup plagued by interpersonal conflict, allegations of misconduct and unpaid bills as it fought to reach “tech unicorn” status.

A series of lawsuits over outstanding loans and invoices precipitated the company’s assignment into bankruptcy this spring. One claim reveals that Vancouver police were contacted in January as well with a fraud complaint against Munro, though that file was closed without charges and Munro has denied any wrongdoing.

Some shareholders have also alleged that Munro’s decision to spin off the software side of his business into a separate company in November 2024 was a fraudulent conveyance, meant to shield UpMeals’ most valuable asset from creditors. A June 16 trustee’s report notes that this transfer has also “been a matter of concern” for the B.C. Supreme Court.

“Fraudulent conveyance” is the name of a civil remedy under provincial legislation with civil and not criminal effect, and does not connote criminal fraud. None of the allegations of impropriety referred to in this article have been found substantiated by any court after a trial on the merits, nor are any of them admitted. Munro and UpMeals are presumed innocent of criminal allegations.

“Never in my career have I seen anything like this, and I hope never to again,” said Max Wensel, UpMeals’ one-time chief restructuring officer, who made the January fraud complaint to police.

“It’s just unbelievable that this kind of behaviour and brazen and flagrant abuse of what we all believe to be a law-ordered society can go on and no one does anything about it.”

Despite all this upheaval, Munro continues to pitch investors on the spunoff software company, Demi, which was known until recently as UpMeals OS. He recently boasted on LinkedIn about Demi being accepted into the Creative Destruction Lab program, a startup accelerator run by the University of Toronto’s prestigious Rotman School of Management. The Creative Destruction Lab did not respond to requests for comment.

Munro told the IJF he couldn’t comment on any further specifics about the bankruptcy proceedings.

“While I am aware of allegations made by certain parties during these proceedings, I unequivocally deny any and all wrongdoing, and no court or regulatory body has ever made a finding against me for personal wrongdoing or misconduct of any kind,” he wrote in an email.

In an affidavit filed in the bankruptcy proceedings in May, Munro described the decision to spin off the app as “a valid reorganization that split our food and technology companies for purposes unrelated to any creditor claims.”

He wrote, “given the lack of commercialization of the intellectual property to date, it was our view that the reorganization was fair from a financial point of view to UpMeals’ stakeholders generally, including its creditors.”

Fabrice Taylor, a former financial journalist and board member at UpMeals from 2022 to 2024, said he doesn’t believe Munro has done anything illegal. But Taylor acknowledged Munro might have “cut some corners” trying to save the company from bankruptcy.

“He flew close to the sun. But you have to understand that he was desperate. He was moving really fast. He was trying to save it and mistakes might have been made,” Taylor said. “He takes a sort of blunt instrument approach to things — especially when he was panicking.”

Shareholders who spoke to the IJF for this story have a different perspective.

“I’m angry,” said Wensel’s business partner and fellow shareholder Jeffrey Hamilton. “It’s up to creditors like me to warn the public.”

From ‘Forty under 40’ to $4M owing

As of the most recent tally in May, UpMeals’ creditors have claims totalling $4.8 million — including $1.4 million in unpaid payroll taxes with the Canada Revenue Agency (CRA).

But when investment bankers like Wensel and Hamilton first became interested in the company, the future was looking bright.

The company won a social innovation tech challenge in Japan in 2020, and Munro was named to Business in Vancouver’s “Forty under 40” list in 2021, boasting of his plan “for UpMeals to join the growing class of Vancouver tech unicorns.”

Those close to the company say the true value of UpMeals was always in its proprietary app.

“Everyone investing in this was on the basis of investing in a tech-enabled food company, not in a food company,” Wensel said.

The technology was what originally convinced Glenn Lee to get on board with UpMeals as well.

“He had a good vision and I liked the software,” he recalled of his first meeting with Munro in 2020.

Lee, who is now one of UpMeals’ creditors, had success in the coffee vending business in the Philippines, and was interested in developing similar businesses in Canada.

He signed on as an investor relations contractor in January 2021 and began bringing in funds for the company, before becoming chief operating officer later the same year.

But as UpMeals grew, Lee said Munro began asking for short-term loans to help secure a new warehouse space in East Vancouver.

According to lawsuits filed in B.C. Supreme Court, Lee convinced his mother-in-law, Susana Du, to loan the company $500,000, on the understanding it would be paid back within three months. Lee later borrowed money from his home equity line of credit to lend UpMeals another $256,300.

“I was very bullish about the company. We were gaining new clients at that time, and I felt like there’s a lot of room for development,” Lee said.

But none of that money was repaid, according to claims filed by Lee and Du. And while he was trying to recover his family’s money in 2023, Lee was fired as UpMeals’ COO and removed from its board, as Munro accused him of defamation and behaving in ways that damaged the company.

He and his mother-in-law eventually won judgments against UpMeals in B.C. Supreme Court. But Lee said the experience has caused a deep rift in his family.

“They feel like I was very gullible. I put them in harm’s way,” he said.

‘There was something very seriously wrong’

Wensel came into the picture as a financial advisor to UpMeals in March 2023, just as Lee was being shown the door.

At the time, he was aware of the lawsuits from Lee and Du, but still believed there was a bright future ahead.

“I would say it actually took quite a long time — over a year — before we began to realize that there was something very seriously wrong with the corporation’s finances,” Wensel said.

By the end of 2024, UpMeals was also being sued for unpaid rent by the landlord of its warehouse space and the owner of its commissary kitchen. It was also being sued for unpaid commission by a real estate brokerage hired to sublease that space and unpaid invoices for work by its former chief marketing officer and head of human resources.

That November, Munro announced a special shareholders meeting to approve the transfer of the UpMeals app to a new company.

“The shareholders approved, but several creditors were also present who basically said, ‘Hey, the software’s the only asset of value here,’” Wensel said.

At the time of the vote, the shareholders interviewed for this story said they believed they would retain ownership of the new, tech-focused company. Munro insisted in an email to the IJF that’s exactly what happened.

But Wensel, Lee and Hamilton said they’ve seen no proof that’s the case.

“I would be absolutely delighted to see any legal evidence (share certificate perhaps?) that I actually have ownership in Demi,” Hamilton wrote in an email.

Nonetheless, as the lawsuits piled up and the unpaid CRA bill came to light, the UpMeals board fired Munro as CEO in late 2024.

“He’s a great operator, a great salesman, but he wasn’t good at bookkeeping. He wasn’t good at responding to the board,” former board member Taylor explained. “We were trying to get the books, and he wouldn’t show us them.”

Wensel was appointed to the position of chief restructuring officer in December 2024 following Munro’s ouster. That’s when he alleges he uncovered evidence of fraud, and called the police to report it on Jan. 23, according to a notice of claim against UpMeals. That claim, which asks for damages for breach of contract, says Wensel was himself fired by the board the day after he called police.

UpMeals’ response to that claim says “the Vancouver Police Department did not pursue an investigation into Mr. Wensel’s report, citing lack of evidence.” UpMeals also countersued Wensel, claiming breaches of his duty to the company and a non-disclosure agreement, but both actions were halted when the company went bankrupt.

In his interview with the IJF, Wensel said his fraud complaint centred on allegations Munro had misused funds from a loan made to UpMeals after he was removed as CEO.

Taylor disputed any claims of wrongdoing, but acknowledged the company was in a “very strange situation” following Munro’s firing.

“He was essentially still running the place. We didn’t have access to the bank accounts. We had access to nothing. He was going into the office or the kitchens almost daily,” Taylor said.

But he added that once that board was able to gain access to UpMeals’ accounts, “we never found any fraud.”

Taylor also confirmed Wensel was removed from his position for going to the police rather than the board, calling him a “disaster” who was threatening the future of the company. Munro was reinstated as CEO shortly after.

Calls for accountability

Since UpMeals was assigned into bankruptcy, the food preparation side of the business has been sold for $100,000 to a former employee. The trustee is still seeking a buyer for the vending machine operations.

Meanwhile, bankruptcy trustee Wentzell’s Nov. 27 notice says UpMeals’ bank Airwallex has recovered about $14,000 of the money drained from the account by disputing the Visa transactions. Airwallex did not respond to requests for comment.

The shareholders interviewed for this story are all impatient to see the matter resolved.

“It’s important that when people are trying to invest in something or when they’re trying to help a business grow, that our system of laws defends them when something goes wrong,” Wensel said.

“When that starts to crumble, then people don’t have trust in anything.”

By Bethany Lindsay, Investigative Journalism Foundation