The term 'brown-noser' refers to someone who flatters or praises a superior in order to gain favor or advantage. Antonyms for this phrase could include words such as honest, sincere, genuine, straightforward, and unpretentious. These words represent individuals who do not engage in insincerity or manipulation and instead rely on their own abilities and merits to succeed. Similarly, terms like independent, self-sufficient, and self-reliant could also be considered antonyms for brown-noser as they represent individuals who do not rely on others for success and respect. In summary, the opposite of a brown-noser is someone who is honest, sincere, and self-reliant.