The interest towards Code of Ethics has climbed tremendously due to increase in ethical issue among employees in Malaysia. This study examines the relationship between Code of Ethics and employees’ ethical behavior among employees of Public Listed Companies (PLCs) in Klang Valley. The study also aims to determine whether the gender of the respondents moderates the relationship between the variables. Data were collected in a form of questionnaires containing several questionable Code of Ethics related issue and were distributed among employees who works in Public Listed Companies. The findings show that the implementation of the Code of ethics alone does not help in increasing the employees’ ethical behavior without active engagement on its compliance in the company. Plus, the employees’ gender either male or female does not influence the relationship between the Code of Ethics and employees’ ethical behavior. The most dominant factor that influences the relationship is the common practices of Code of Ethics in the company where the practices include conduct training program, ethical performance appraisal, and penalties. The research suggested that successful Code of Ethics in influencing employees’ ethical behavior are influence by employees’ awareness on the Code of Ethics, employer engagement and common practices of Code of Ethics in the company. It is hope that the finding of this research can contribute to a new and bigger discovery on the enforcement of the Code of Ethics in the companies