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1
Introduction
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1.1
Every Shed is different. Many Sheds will start and remain 6 guys in a garage working on an old car. Others will become a large complex organization with hundreds of Members, meeting several times a week, working on several concurrent projects. Naturally the level of detail for a set of rules will differ for a small group of men with few Shed assets vs a large group with significant assets to manage and many projects.
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1.2
As a Shed grows it will need a more detailed set of Bylaws, Constitution, and perhaps even Articles of Incorporation, if/when you decide it’s time to Incorporate as a Not-For-Profit, then further outside guidance is recommended. But one learns to crawl before one walks, then runs. Here we make suggestions for the crawling and walking stage of your Shed’s growth.
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When your Shed is small the rules will be few and simple, but what is laid down initially is the foundation as the Shed grows, so why not lay down a few more rules before conflicts arise?
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Our premise is that if you lay out your simpler organizational and operations foundations at this early stage well, then it will be easier to expand those documents if/when you need to, as you transition to a more regulatory controlled environment like a Not For Profit or even a Registered Charity.
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1.5
MSO claims no authority over your Shed. We can report to you what worked and what didn’t with other Sheds and put in front of you topics for discussion and decision for your Shed, but ultimately it is your Shed and you will organize and run it the way you see fit, within the Provincial and Federal regulatory environments of course.
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What follows is a list of topics for you to consider, sample working, and/or typical organizational structure for your Bylaws, Constitution, Articles of Incorporation, Shop Safety Rules, etc. You will decide if the items make sense for your group or not. Consider it a Toolkit rather than a finished product. But a Toolkit is a whole lot better than a blank sheet of paper… let us begin:
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2
Why a Constitution and Bylaws?
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2.1
Establishing Structure and Governance: A constitution and bylaws provide a formal structure for the Shed’s governance. They define the roles and responsibilities of Shed officers, the process for decision-making, and the rules for membership.
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2.2
Clarity and Consistency: These documents clarify the Shed’s purpose, objectives, and operating procedures. They help ensure that all members understand the expectations and standards governing Shed activities, meetings, and behaviour.
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2.3
Conflict Resolution: In the event of disputes or conflicts, the constitution and bylaws provide a framework for resolving issues within the Shed. They outline procedures for handling disagreements, disciplinary actions, and grievances in a fair and transparent manner.
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2.4
Legal Compliance: Depending on the jurisdiction and type of organization, there may be legal requirements for having a constitution and bylaws. These documents can help ensure that the Shed operates in compliance with relevant laws and regulations.
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2.5
Continuity and Stability: A constitution and bylaws provide a foundation for the Shed’s long-term stability and continuity. They establish clear guidelines for succession planning, leadership transitions, and the management of club affairs over time.
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2.6
Membership Rights and Protections: These documents outline the rights, privileges, and obligations of Shed members. They ensure that members have a voice in the decision-making process and are protected from arbitrary actions by club leadership.
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Overall, a constitution and bylaws serve as essential guiding documents for a Shed, helping to promote transparency, accountability, and effective governance within the organization. They provide a framework for the Shed’s operations, promote consistency in decision-making, and help maintain a positive and inclusive environment for all members.
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3
Definitions
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3.1
In the jurisdiction of Ontario the terms "Constitution" and "Bylaws" are often used interchangeably, and their precise definitions and distinctions can vary depending on the organization and its legal structure. However, there are some general differences that are commonly understood:
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3.2
Constitution
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2.1
Foundational Document: The constitution typically serves as the foundational document that outlines the fundamental principles, structure, and purpose of the organization. It establishes the organization's identity, objectives, and overarching rules.
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2.2
Broad Framework: The constitution usually provides a broad framework for the organization's governance, membership, decision-making processes, and procedures for amending the constitution itself.
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Legal Status: In some cases, the constitution may be a legally required document for certain types of organizations, such as non-profit corporations. It may need to be filed with government authorities as part of the organization's incorporation process.
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3.3
Bylaws:
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3.1
Detailed Rules and Procedures: Bylaws are more specific and detailed than the constitution. They outline the operational rules, procedures, and regulations governing the day-to-day activities of the organization.
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3.2
Implementation of Constitution: Bylaws typically provide the detailed mechanisms for implementing the principles and provisions set forth in the constitution. They may address issues such as membership qualifications, officer roles and responsibilities, meeting procedures, and financial management.
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3.3
Flexibility: Bylaws are generally more flexible than the constitution and can be amended more easily. They may require a lesser degree of formality for amendment than the constitution, often requiring only a simple majority vote of the organization's governing body.
In summary, while the constitution provides the foundational framework and overarching principles of an organization, the bylaws serve as the detailed operational rules and procedures for its day-to-day functioning. Both documents are essential components of the governance structure of an organization in Ontario, but they serve slightly different purposes and levels of detail.
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Examples of Bylaws for Ontario Men's Sheds.
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4.1
Constitution, Bylaws and eventually Articles of Incorporation for the Province of Ontario, Canada
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1.1
Creating a constitution, bylaws, and articles of incorporation for a Men's Shed or similar organization in Ontario, Canada involves several legal and structural considerations. Below are three examples of By-laws. It's important to consult with legal professionals or experts in nonprofit governance to ensure compliance with relevant laws and regulations in Ontario:
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1.2
A very simple set for a small Shed that is not incorporated:
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2.1
Bylaws of the You Name It-Small Men’s Shed
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1.1
Preamble:
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1.1
We, the members of [You Name It-Small Men’s Shed], recognizing the value of camaraderie, community, and personal growth, hereby establish this Constitution and Bylaws to govern the operations and activities of our Men's Shed, located in Ontario.
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1.2
Article I: Name and Purpose
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2.1
Section 1: Name
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The name of this organization shall be the You Name It-Small Men’s Shed, hereinafter referred to as "the Shed.”
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2.2
Section 2: Purpose
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The purpose of the Shed shall be to provide a welcoming and inclusive space where men can gather, socialize, share skills and knowledge, and engage in meaningful projects for the betterment of themselves and their community.
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Article II: Membership
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Section 1: Eligibility
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Membership in the Shed shall be open to all men aged 18 and older who support the Shed's mission and are willing to abide by its rules and regulations.
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3.2
Section 2: Categories of Membership
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The Shed shall have the following categories of membership:
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Regular Member: Any individual who meets the eligibility criteria and actively participates in Shed activities.
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1.2
Honorary Member: Any individual recognized by the Shed for exceptional service or contributions to the organization.
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3.3
Section3: Admission
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Prospective members may join the Shed by expressing their interest to the Shed leadership and paying any applicable dues or fees as determined by the Shed.
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3.4
Section 4: Rights and Privileges
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All members shall have the right to participate in Shed activities, attend meetings, contribute to decision-making processes and receive any benefits or resources provided by the Shed.
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4.2
Regular members shall have voting rights on matters requiring membership approval.
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3.5
Section 5: Termination of Membership
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5.1
Membership may be terminated for reasons such as failure to adhere to the Shed’s rules and bylaws, conduct detrimental to the Shed’s reputation, or non-payment of dues. Termination of membership shall require a two-thirds majority vote of the Shed’s leadership.
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Article III: Governance
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Section 1: Management Committee
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The Shed shall be managed by a Management Committee consisting of elected officers and members.
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4.2
Section 2: Officers
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The officers of the Shed shall include a Chairperson, Vice Chairperson, Secretary, and Treasurer, who shall be elected by the membership.
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4.3
Section 3: Duties of Officers
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The President shall preside over meetings, represent the Shed to external parties, and provide leadership to the Shed.
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3.2
The Vice President shall assist the President and assume the President's duties in their absence.
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3.3
The Secretary shall maintain records of Shed meetings and activities, handle correspondence, and manage Shed communications.
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The Treasurer shall manage the Shed’s finances, maintain financial records, and prepare financial reports as needed.
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4.4
Section 4: Election
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4.1
Officers shall be elected by a majority vote of the Shed's membership at the annual meeting. Nominations may be made from the floor, and all members in good standing shall be eligible to vote.
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Positions shall be held for two years. To ensure continuity, half of the Officers will be up for election each year.
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4.3
Eligible voters are all paid-up members. No payment, no vote.
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Article IV: Meetings
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Section 1: Regular Meetings
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The Shed shall hold regular meetings on a schedule determined by the membership.
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Section 2: Annual Meeting
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An annual meeting of the membership shall be held for the purpose of electing officers, receiving reports, and conducting any other business as necessary.
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Section 3: Special Meetings
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Special meetings may be called by the President or upon the request of a majority of the Shed’s membership.
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5.4
Section 4: Quorum
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A quorum for conducting Shed business shall consist of 40 percent of the Shed’s membership.
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Article V: Finances
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6.1
Section 1: Dues
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The Shed may establish annual dues or fees to support its activities and operations. The amount of dues shall be determined by a majority vote of the membership.
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6.2
Section 2: Financial Management
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The Treasurer shall be responsible for the collection and management of Shed funds, keeping accurate financial records, and presenting financial reports to the membership as needed.
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Article VI: Amendments
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7.1
Section 1: Proposal
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Amendments to this Constitution and Bylaws may be proposed by any member of the Shed.
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7.2
Section 2: Approval
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Proposed amendments shall be presented to the membership at a regular meeting and shall require a two-thirds majority vote for approval.
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Article VII: Dissolution
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8.1
Section 1: Procedure
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In the event of dissolution of the Shed, any remaining assets shall be distributed to one or more charitable organizations as determined by the Shed’s leadership.
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8.2
Section 2: Approval
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Dissolution of the Shed shall require a two-thirds majority vote of the Shed’s membership.
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Article VIII: Ratification
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9.1
Section 1: Adoption
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This Constitution and Bylaws shall be adopted upon approval by a two-thirds majority vote of the Shed’s membership.
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9.2
Section 2: Effective Date
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This Constitution and Bylaws shall take effect immediately upon adoption.
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9.3
Section 3: Amendments
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Amendments to this Constitution and Bylaws shall be subject to the procedures outlined in Article VI.
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9.4
Section 4: Ratification
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Ratified by the members of the You Name It Small Men’s Shed on [date of ratification].
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[Signature of Club President] (President's Name)
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[Signature of Club Secretary] (Secretary's Name)
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[Date of Ratification]
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1.3
Standard organizational by-laws for Not-for-Profit Corporations in Ontario
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The following is the set of by-laws the Province of Ontario defaults to if you do not provide your own by-laws. See: https://www.ontario.ca/page/not-profit-corporations-act-2010-standard-organizational-law
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1.4
A more fulsome example of By-laws created for a Not-for-Profit Corporations in Ontario which intends to apply for Registered Charity status with the Federal Government:
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The above example illustrates the complexity of balancing what the Shed wants while balancing the Provincial and Federal government requirements. A shed with aspirations similar to the shed in this example would do well to consult a lawyer versed n these competing and recently changed requirements.
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5
Shed's policies or procedures manual.
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5.1
Sample Workshop Safety Rules
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Personal Protective Equipment (PPE):
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1.1
Wear appropriate PPE at all times, including safety glasses or goggles, hearing protection, dust masks or respirators, and closed-toe shoes.
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1.2
Tie back long hair, remove loose clothing and jewelry, and avoid wearing gloves while operating power tools.
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1.2
Tool Safety:
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2.1
Familiarize yourself with the proper operation and safety features of all tools and equipment before use.
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2.2
Never operate tools if you are fatigued, impaired, or distracted.
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2.3
Keep tools clean, sharp, and well-maintained to prevent accidents and ensure optimal performance.
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1.3
Workshop Environment:
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3.1
Keep the workshop clean, well-organized, and free from clutter to minimize trip hazards and fire risks.
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3.2
Maintain adequate lighting and ventilation to ensure a safe and comfortable working environment.
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3.3
Store flammable materials, such as solvents and finishes, in designated areas away from heat sources.
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1.4
Safe Work Practices:
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4.1
If working alone in the workshop, never use power tools or machinery.
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4.2
Use clamps or other securing devices to stabilize workpieces and prevent them from moving during cutting or shaping operations.
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4.3
Never reach over or across rotating blades or cutting surfaces.
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4.4
Use push sticks, feather boards, and other appropriate devices to maintain a safe distance from cutting tools.
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1.5
Electrical Safety:
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5.1
Inspect power cords and plugs for damage before use, and do not use tools with frayed or damaged cords.
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5.2
Avoid overloading electrical circuits by using appropriate extension cords and power outlets.
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5.3
Disconnect power sources and lock out/tag out machinery before performing maintenance or adjustments.
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Fire Safety:
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6.1
Keep fire extinguishers readily accessible and know how to use them in case of emergency.
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6.2
Prohibit smoking, open flames, or sparks in the workshop, especially when working with flammable materials.
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6.3
Dispose of oily rags and other combustible materials properly to prevent spontaneous combustion.
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1.7
Emergency Procedures:
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7.1
Familiarize yourself with the location of emergency exits, first aid kits, and other safety equipment in the workshop.
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7.2
In the event of an accident or injury, immediately stop work and seek medical attention as needed.
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7.3
Report any safety hazards, near misses, or incidents to workshop supervisors or Shed leadership.
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1.8
Training and Supervision:
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8.1
Ensure that all Shed members receive proper training in woodworking techniques, tool operation, and safety procedures before using workshop facilities.
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8.2
Provide ongoing supervision and support for less experienced members, and encourage mentorship and knowledge sharing among shed members.
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1.9
Adherence to these safety rules is essential for creating a safe and productive workshop environment. By prioritizing safety and following best practices, Shed members can enjoy theworkshop while minimizing the risk of accidents and injuries.
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6
Sample Committee Charter
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6.1
Small Sheds will have no need for running Committees, so they can ignore this section for now. But as a Shed grows, some committees may be needed, so we have provided and example of how the Exec might task and empower a Committee:
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6.2
Activities Committee Charter
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2.1
Purpose
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The purpose of the Activities Committee is to plan, organize, and oversee recreational, social, and educational activities for the members of [Organization Name]. The committee aims to foster a sense of community, promote engagement, and enhance the overall member experience through a diverse range of events and initiatives.
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2.2
Responsibilities:
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2.1
Event Planning: The Activities Committee shall be responsible for conceptualizing, planning, and coordinating various events and activities throughout the year, taking into consideration the interests and preferences of the membership.
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2.2
Calendar Management: The committee shall maintain a calendar of scheduled activities, ensuring that events are spaced out appropriately and do not conflict with other organizational commitments or holidays.
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Budgeting and Resource Allocation: The committee shall work within the allocated budget to plan and execute activities, ensuring responsible use of resources and seeking additional funding or sponsorships when necessary.
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2.4
Promotion and Communication: The committee shall be responsible for promoting upcoming activities and events to the membership through various communication channels, such as newsletters, social media, and announcements at meetings.
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2.5
Evaluation and Feedback: Following each activity, the committee shall solicit feedback from participants and evaluate the success of the event based on attendance, member engagement, and overall satisfaction. This feedback shall be used to inform future event planning and improvements.
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2.6
Collaboration: The committee shall collaborate with other committees or teams within the organization as needed to ensure seamless coordination of activities and maximize member participation.
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Membership:
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The Activities Committee shall consist of a Chairperson and a team of committee members, appointed by the [Organization/Club Name] leadership or elected by the membership.
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3.2
Committee members shall be selected based on their enthusiasm, creativity, organizational skills, and commitment to the mission of the committee.
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3.3
The committee may include representatives from different segments of the membership to ensure diverse perspectives and interests are considered in event planning.
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6.4
Meetings:
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4.1
The Activities Committee shall hold regular meetings, as needed, to discuss event planning, progress updates, and any other relevant matters.
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4.2
Meetings shall be conducted in accordance with established meeting procedures and protocols, with agendas circulated in advance to ensure focused and productive discussions.
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4.3
Minutes of meetings shall be recorded and made available to committee members and [Organization Name] leadership for reference.
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6.5
Term of Office:
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5.1
Committee members shall serve for a specified term, typically one year, with the option for reappointment or reelection.
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5.2
In the event of vacancies or resignations, replacements may be appointed by the Chairperson or elected by the committee members to serve until the end of the current term.
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Authority:
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6.1
The Activities Committee shall have the authority to make decisions related to event planning, budget allocation, and resource management within the scope of its responsibilities, subject to approval by [Organization/Club Name] leadership when necessary.
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6.2
The committee shall exercise sound judgment and act in the best interests of the organization and its members at all times.
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6.7
Reporting:
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7.1
The Activities Committee shall provide regular updates and reports on its activities, progress, and upcoming events to [Organization Name] leadership, as well as to the general membership when appropriate.
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7.2
Reports shall include information on event attendance, budget expenditures, feedback received, and any recommendations for future activities.
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6.8
Amendments:
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8.1
This charter may be amended by a two-thirds majority vote of the Activities Committee, subject to approval by [Organization Name] leadership.
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8.2
Proposed amendments shall be submitted in writing and circulated to committee members in advance of the vote.
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6.9
Ratification:
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9.1
This charter for the Activities Committee of [Organization Name] is hereby ratified and adopted on [Date of Ratification].
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6.10
[Signature of Activities Committee Chairperson] (Chairperson's Name)
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6.11
[Date of Ratification]