Exhibit 5.1
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750 E. PRATT STREET SUITE 900 BALTIMORE, MD 21202
T 410.244.7400 F 410.244.7742 www.Venable.com |
August 16, 2023
InvenTrust Properties
Corp.
3025 Highland Parkway, Suite 350
Downers Grove,
Illinois 60515
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Re: |
Registration Statement on Form S-8 |
Ladies and Gentlemen:
We have served as
Maryland counsel to InvenTrust Properties Corp., a Maryland corporation (the Company), in connection with certain matters of Maryland law arising out of the registration of the offer and sale of 3,300,000 shares (the Shares)
of common stock, $0.001 par value per share (the Common Stock), of the Company issuable under the InvenTrust Properties Corp. Employee Stock Purchase Plan (the Plan), covered by the above-referenced Registration Statement,
and all amendments thereto (collectively, the Registration Statement), filed by the Company with the United States Securities and Exchange Commission (the Commission) under the Securities Act of 1933, as amended (the
Securities Act).
In connection with our representation of the Company, and as a basis for the opinion hereinafter set forth,
we have examined originals, or copies certified or otherwise identified to our satisfaction, of the following documents (hereinafter collectively referred to as the Documents):
1. The Registration Statement, in the form in which it was filed with the Commission under the Securities Act;
2. The charter of the Company (the Charter), certified by the State Department of Assessments and Taxation of Maryland (the
SDAT);
3. The Fourth Amended and Restated Bylaws of the Company, certified as of the date hereof by an officer of the
Company;
4. A certificate of the SDAT as to the good standing of the Company, dated as of a recent date;
5. Resolutions adopted by the Board of Directors of the Company relating to, among other matters, the approval of the Plan and the issuance of
the Shares (the Resolutions), certified as of the date hereof by an officer of the Company;