Usually **not every incubated deal automatically** requires a Majority in Interest vote.

Practical read:
- If the company is incubated **for the fund’s benefit** and the GP does **not** hold separate founding equity, side compensation, or another competing economic interest, it is less likely to be treated as a distinct conflict solely because it was incubated.
- If the GP, affiliate, or team member holds **founder equity outside the fund**, receives compensation, or there is an **allocation / loyalty conflict**, that is much more clearly a conflict needing the LPA approval process.
- The key tests are:
- separate GP economics
- allocation conflict
- disclosure and consent requirements in the LPA

This is document-specific, so fund counsel should confirm. References:
- https://decilehub.com/base/1-general_questions/163682-how-are-conflicts-of-interest-handled
- https://decilehub.com/base/1-general_questions/163616-which-conflict-or-waiver-decisions-need-a-majority-in-interest-vote-rather-than-advisory-committee-approval