Can a business owner who isn't actively listed still be approached directly by a buyer?

Yes, there's nothing legally preventing a buyer from approaching a business owner directly, whether or not the business is listed for sale anywhere. Many business sales actually begin this way — a competitor, supplier, customer, or industry contact simply asks the owner whether they'd ever consider selling, well before any formal process starts. The owner is free to say no, ignore the inquiry, or engage with it, exactly as they would with any unsolicited business proposal.

A direct approach can work well precisely because it doesn't require the owner to have decided to sell yet — it opens a conversation rather than assuming one. If the owner responds with interest, both sides should move toward proper documentation reasonably quickly: a mutual understanding of confidentiality before sharing sensitive details, and eventually a letter of intent once there's real interest on both sides, rather than continuing on an informal basis as the conversation gets more serious. A Treadstone business lawyer can help formalize things once initial interest is confirmed, whichever side of the conversation you're on.