Abstract: This paper is about middleware which enables group-user applications on mobile devices in physical proximity to interact with other devices without intervention of a central server. Requirements of the middleware are identified from service usage scenarios, and the functional architecture of the middleware is specified. These requirements include Group Management, Synchronization, and Resource Management. Group Management needs to provide various capabilities to such applications with respect to managing multiple users (e.g., creation of groups, discovery of group or individual users, member join/leave, election of a group manager and service-group association) using D2D communication technology. We designed the middleware for the above requirements on the Android platform.