Men’s Sheds are unique community-based mutual-aid not-for-profit membership organisations, which aim to use activities such as craftwork to improve men’s health. While the Men’s Sheds movement appears to be growing, with Sheds in Africa, Europe, Oceania and North America, there is limited understanding of what makes a thriving Shed or membership association more widely. This paper uses in-depth qualitative interviews with committee members of Men’s Sheds in Western Australia to uncover what makes a thriving Shed. The findings reveal that the key factors relate to having an inclusive governance, an inclusive space for activities, supportive networks, and sufficient resources. Overall, a thriving shed is one where members feel included. The paper proposes a framework for a thriving Men’s Shed and offers insights for other membership associations.