SecProbe.io

CORRESP
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 June 2, 2022

Ms. Anu Dubey

United States Securities and Exchange Commission

Division of Investment Management

100 F Street, NE

Washington, DC 20549-0102

  RE:
  Syntax ETF Trust – SEC File Nos. 333-215607 and 811-23227 (the “Registrant”)

Dear Ms. Dubey:

On behalf of the Registrant, we
are submitting this letter (the “Correspondence Letter”) in connection with the Registrant’s Registration Statement
on Form N-1A (the “Amendment”) (Accession Number: 0001398344-21-019137) filed under Rule 485(a)(2) of the Securities Act of
1933, as amended, and the Investment Company Act of 1940, as amended (“1940 Act”), with the Securities and Exchange Commission
(the “Commission”) on September 24, 2021 (the “September Filing”). Specifically, this Correspondence Letter serves
to notify you about several items: (i) as discussed, that we confirm that from among the four new series included in the September Filing,
the Registrant currently seeks effectiveness for a modified version of only the series previously identified as the “Syntax
Stratified Total Market Hedged II ETF”, now referred to as the “Syntax Stratified Total Market II ETF” (the “Fund”);
(ii) provide a summary of the changes in the Fund’s prospectus (“Prospectus”) reflecting the removal of the hedging
objective and strategy from the previous disclosure relating to this series; and further, (iii) to respond to the Staff’s
comments received orally on October 25, 2021, and subsequently on May 11, 2022, May 24, 2022 and May 31, 2022 (collectively, “Oral
Comments”) regarding the September Filing that apply to the Amendment.

Summary of Changes

 1. All references to the other three series filed within the September Filing, specifically the
Syntax Stratified LargeCap ESG ETF, the Syntax Stratified All-World ETF and the Syntax Stratified LargeCap ESG Hedged ETF, have been removed,
and all references to multiple funds have been revised to reflect that the Amendment is comprised of only the Fund.

 2. All references to the previous name of the Fund have been replaced to indicate
the Fund’s revised name of “Syntax Stratified Total Market II ETF”.

 3. The Fund’s objective in the Prospectus has been revised to remove the
phrase “while seeking risk-managed growth via a defined risk hedging process” since the Fund will no longer seek to employ
a hedging strategy, and to clarify that it seeks to exceed the performance of the S&P Composite
1500® Index.

 4. Notes 1 and 3 to the fee table have been updated to reflect a number of comments.

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 5. Under the “Principal Strategies” section of the Prospectus,
the first paragraph has been revised as follows to reflect removal of a hedging strategy, as well as to address Oral Comments applicable
to the disclosure below. Please note that strike-through-text below indicates text from the original Fund’s disclosure that will
be delelted; the underscored text indicates new text that will be added to the Fund’s original disclosure:

“The Fund seeks Stratified WeightTM
exposure to a broad range of stocks representative of approximately 90% of the total U.S. total market capitalization,
principally through the securities in the 1500 Index, through active investments in ETFs, or underlying securities. The Fund
seeks to achieve its investment objective by investing in Syntax Stratified Weight ETFs (each a “Syntax Underlying Fund” and
collectively, the “Syntax Underlying Funds” or “Underlying Funds”) or by investing in U.S. equity securities using
the Stratified Weight methodology (“Securities”). The Fund will also invest in index options for risk management purposes
and to seek to generate additional returns. The strategy used to select the Fund’s equity investments and its hedging strategy is
called the “Stratified Defined Risk Strategy”. In order to accomplish the Fund’s hedging strategy, the Options Sub-Adviser
utilizes a put options hedging strategy to hedge some of the Fund’s equity exposure. The put strategy is executed using mostly exchange-traded
S&P 500 Index put options that have an inverse relationship to the S&P 500 Index. To seek to generate additional returns or hedge,
the Options Sub-Adviser also buys and sells shorter-term (generally 1-3 month) put and call options on equity indices, and engages in
various longer-term (12-24 month) spread option strategies. The Fund has a policy that under normal circumstances, it will
invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in equity securities of U.S. issuers.
The Fund will provide shareholders with at least 60 days’ notice prior to any material change in this 80% investment policy. A U.S.
issuer is considered to be a company (i) meeting the eligibility requirements for inclusion within the 1500 Index and/or (ii) with its
principal listing on an US. national securities exchange.”

 6. In what was previously the eighth paragraph under the “Principal Strategies”
section of the Fund’s original prospectus, the following changes have been made:

“Under normal circumstances, the Adviser expects to allocate
the equity assets of the Fund among the Syntax® Stratified LargeCap ETF (and/or the Syntax® Stratified
LargeCap II ETF), the Syntax® Stratified MidCap ETF and the Syntax® Stratified SmallCap ETF in exposures
approximate to their exposures in the Syntax U.S. Total Market Index, which are derived from their relative capitalization weighted
exposures in the S&P Composite 1500 Index. Based on historical averages the Adviser expects these exposures in the equity
portion of the Fund’s portfolio to be between 70% and 96% to the Syntax® Stratified LargeCap ETF (and/or the Syntax®
Stratified LargeCap II ETF) Syntax Underlying Funds or constituents representing S&P 500 (large capitalization)
universe exposure, between 3% and 20% to the Syntax® Stratified MidCap ETF Syntax Underlying Funds or constituents
representing S&P MidCap 400 (mid capitalization) universe exposure, and between 1% and 10% to the Syntax® Stratified SmallCap
ETF Syntax Underlying Funds or constituents that represent S&P SmallCap 600 (small capitalization) universe exposure.
The Syntax U.S. Total Market Index is reconstituted annually. The Fund, at the Adviser’s discretion, may, from time to time, own
these exposures in weights that are above or below these expected ranges not in their relative positions in the Syntax
U.S. Total Market Index or S&P 1500 if the Adviser deems it in the interest of the Fund. The Fund has a policy that
under normal circumstances, it will invest at least 80% of holdings in companies that represent U.S. total market exposure as per the
investment objective. There is no guarantee that the weights of the individual ETFs will be in the above ranges. The Fund
is managed by Vantage Consulting Group (the “Sub-Adviser”).”

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 7. Under the “Principal Strategies” section of the
                                            Prospectus, the paragraph describing the Syntax® Stratified LargeCap ETF has been revised
                                            to also include a description of the Syntax® Stratified LargeCap II ETF:

“The Syntax® Stratified LargeCap
ETF (ticker: SSPY) reweights the constituents of the S&P 500® Index and seeks to provide investment results that, before expenses,
correspond generally to the total return performance of the publicly traded equity securities of companies comprising the Syntax Stratified
LargeCap Index. The goal for the SSPY is to deliver a return that is representative of all the business opportunities in the Syntax Stratified
LargeCap Index. The Syntax® Stratified LargeCap II ETF (ticker: SPYS) invests in U.S. LargeCap stocks and seeks to obtain capital
growth that meets or exceeds the performance of the S&P 500® Index. SSPY and SPYS both utilizes Syntax’s
Stratified Weight™ methodology to spread exposure more evenly across the business risks in the S&P 500. By doing this, SSPY
and SPYS each addresses the related business risk concentrations that occur in capitalization-weighted indices.
The market capitalization of companies in the S&P 500 Index as of December 31, 2021 was between $3.9 billion and $2.9 trillion.”

 8. Under the “Principal Strategies” section of the Prospectus, a short paragraph has been added to provide a description
of the Syntax Stratified U.S. Total Market Index:

“The Syntax Stratified U.S. Total
Market Index is an index comprised of the constituents of the Syntax Stratified LargeCap Index, the Syntax Stratified MidCap Index and
the Syntax Stratified SmallCap Index, and is reconstituted annually.”

 9. Under the “Principal Risks of Investing in the Fund” section of the Prospectus, the risk paragraphs bearing the headings
“Leveraging Risk”, “Options Risk”, “Options Basis Risk” and “Derivatives Risk” have been
removed due to the removal of the Fund’s hedging strategy. An additional risk paragraph with the heading “Tracking Error Risk
of Certain Underlying Funds” has been added to this section.

 10. The “Management Risk” paragraph under “Principal Risks
of Investing in the Fund” of the Prospectus has been updated to remove the following language: “The
Options Sub-Adviser’s dependence on its DRS process and judgments about the attractiveness, value and potential appreciation of
particular investments or ETFs and options in which the Fund invests or writes may prove to be incorrect and may not produce the desired
results.”

 11. The “Portfolio Management” section of the Prospectus has been revised to remove all references to the “Options Sub-Adviser”
and its individual portfolio managers.

 12. Under the “Additional Strategies Information” section of the Prospectus, the various headings have been either removed
or revised to reflect that the Fund is the only series in the Amendment, and the subsection entitled “Additional Strategies Information
for the Syntax Stratified LargeCap ESG Hedged ETF and the Syntax Stratified U.S. Total Market Hedged II ETF” has been removed in
its entirety.

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 13. The Additional Risk Information section of the Prospectus has been revised to remove all risks relating to either the use of a hedging
strategy (“Leveraging Risk”, “Options Risk”, “Options Basis Risk”) or relating to a series not included
in the Amendment.

 14. A new section entitled “Shareholder Proceedings” has been added to the Prospectus in order to address several Oral Comments
relating to information presented in Part C of the September Filing.

 15. The “Special Considerations and Risks” section of the Fund’s Statement of Additional Information has been revised
to remove the risk paragraphs bearing the headings “Options Risks” and “Illiquid and Restricted Securities”.

 16. The Investment Restrictions section of the Fund’s Statement of Additional Information has been revised to reflect the restrictions
and fundamental policies that relate only to the Fund.

 17. The “Sub-Advisers” section of the Fund’s Statement of Additional Information has been revised to reflect removal
of all references to the “Options Sub-Adviser”, its portfolio managers and related compensation discussion.

 18. All references to the term “Options Sub-Advisor” not previously mentioned above in the Prospectus and Statement of Additional
Information have been removed.

Registrant’s Responses
to Oral Comments:

 I. Front Cover and EDGAR:

 1. Comment: Please update the EDGAR series ID to reflect the Fund’s revised name.

Response: The Registrant confirms
that the EDGAR series ID relating to the Fund has been updated to reflect the Fund’s revised name.

 2. Comment: In the second full paragraph, please remove reference to the January 1, 2021 date.

Response: The
Registrant confirms that the disclosure has been revised in accordance with the above comment.

 3. Comment: Please move the last four sentences of the third full paragraph to form a separate new
final paragraph.

Response: The
Registrant confirms that the disclosure has been revised in accordance with the above comment.

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 II. Prospectus Comments:

 4. Comment: Please revise the objective in order to clarify that the Fund seeks to exceed the performance
of the S&P Composite 1500® Index.

Response: The Registrant confirms
that the disclosure has been revised in accordance with the above comment.

 5. Comment: Please delete the second to last sentence under the first footnote of the fee table as
its substance is already covered in the third footnote of the fee table.

Response: The Registrant confirms
that the disclosure has been revised in accordance with the above comment.

 6. Comment: With respect to the third footnote of the fee table, please address the following items:

 (a) Please ensure that the fee waiver and reimbursement agreements referenced under third foonote to the fee
table are included as exhibits with the effective 485(b) filing of the Fund.

 (b) With respect any references to the expiration date of an agreement, please update the language to specify
the exact anticipated date in each instance.

 (c) Revise the disclosure to clarify which are the adviser-affilated underlying funds for which the Fund would
receive reimbursement of acquired fund fees and expenses.

 (d) Delete the third-to last and last sentences as the substance of each is redundant to disclosure elsewhere
in the footnote.

 (e) Revised the disclosure to clarify which fee or expense waivers and/or reimbursements are eligible for
recoupment by the Adviser.

Response: The Registrant confirms
that (i) copies of any fee waiver and reimbursemt agreements will be included as exhibits in the Registrant’s effective 485(b) filing,
and (ii) each of the above items relating to the footnote’s disclosure have been revised in accordance with the related comment.
In addition, corresponding dislclosures in each of the Prospectus and Statement of Additional Information detailing the terms of any fee
waiver and reimbursement agreements have been revised for consistency.

 7. Comment: Under the “Principal Strategies” section, please delete or revise the various
references the S&P Composite 1500® Index in light of the Fund being actively managed and does not intend to follow that index.

Response: The
Registrant confirms that the disclosure has been revised in accordance with the above comment.

 8. Comment: Please disclose the market cap range of the applicable index securities relating to each
underlying fund as of the most recent year end.

Response: The Registrant confirms
that the disclosure has been revised in accordance with the above comment.

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 9. Comment: Within the paragraph beginning with “The Fund is actively managed…”
under the “Principal Strategies” section, please correct the disclosure to indicate that one of the underlying funds in which
the Fund may invest is actively, not passively, managed.

Response: The Registrant confirms
that the disclosure has been revised in accordance with the above comment.

 10. Comment: With regard to the disclosure indicating that the Fund anticipates income from dividend
payments made by underlying funds and securities, to the extent that the Fund seeks out dividend income, please revise the disclosure
accordingly.

Response: The Registrant confirms
that the above referenced disclosure has been removed since the Fund’s strategies do not include seeking out dividend income.

 11. Comment: With regard to the disclosure indicating that the Fund anticipates income from dividend
payments made by underlying funds and securities, to the extent that the Fund seeks out dividend income, please revise the disclosure
accordingly.

Response: The Registrant confirms
that the disclosure has been revised in accordance with the above comment.

 12. Comment: Consider whether the Fund should identify one or more the 8 industry sectors as principal
risks.

Response: The
Fund seeks to track the performance of various Stratified Weight indices, which in turn is expected to result in the Fund itself having
a portfolio th